IDS TAX EXEMPT BOND FUND INC
485BPOS, 1995-02-28
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<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                            ------------------------

                                   FORM N-1A

                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933

   
              Post-Effective Amendment No. 36  (File No. 2-57328)
    

                                     and/or

                             REGISTRATION STATEMENT
                                     UNDER
                       THE INVESTMENT COMPANY ACT OF 1940

   
                     Amendment No. 28  (File No. 811-2686)
    
                            ------------------------

                         IDS TAX-EXEMPT BOND FUND, INC.
                IDS Tower 10, Minneapolis, Minnesota 55440-0010

                                 Leslie L. Ogg
                        901 Marquette Ave., Suite 2810,
                           Minneapolis, MN 55402-3268
                                 (612) 330-9283
                            ------------------------

                 APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:

It is proposed that this filing will become effective (check appropriate box)

    / / immediately upon filing pursuant to paragraph (b)
   
    /X/ on March 20, 1995 pursuant to paragraph (b)
    
    / / 60 days after filing pursuant to paragraph (a)(i)
   
    / / on (date) pursuant to paragraph (a)(i)
    
    / / 75 days after filing pursuant to paragraph (a)(ii)
    / / on (date) pursuant to paragraph (a)(ii) of rule 485

If appropriate, check the following box:

    /X/ This post-effective amendment designates a new effective
      date for a previously filed post-effective amendment.

                            ------------------------

   
THE REGISTRANT HAS REGISTERED AN INDEFINITE NUMBER OR AMOUNT OF SECURITIES UNDER
THE SECURITIES ACT OF 1933 PURSUANT TO SECTION 24F OF THE INVESTMENT COMPANY ACT
OF 1940. REGISTRANT FILED ITS 24F-2 NOTICE FOR THE YEAR ENDING NOV. 30, 1994, ON
OR ABOUT JAN. 27, 1995.
    

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>
                             CROSS REFERENCE SHEET
 SHOWING LOCATION IN THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION OF
  THE INFORMATION CALLED FOR BY THE ITEMS ENUMERATED IN PARTS A AND B OF FORM
                                     N-1A.

Negative answers omitted from prospectus are so indicated.

<TABLE>
<CAPTION>
                                        PART A
- --------------------------------------------------------------------------------------
 ITEM NO.                               SECTION IN PROSPECTUS
- ----------      ----------------------------------------------------------------------
<C>             <S>
 1              Cover page of prospectus
 2              The fund in brief; Sales charge and fund expenses
 3(a)           Financial highlights
  (b)           NA
  (c)           Performance
  (d)           Financial highlights
 4(a)           The fund in brief; Investment policies and risks; How the fund is
                 organized
  (b)           Investment policies and risks
  (c)           Investment policies and risks
 5(a)           Directors and officers; Directors and officers of the fund (listing)
  (b)           How the fund is organized; About American Express Financial
                 Corporation
  (b)(i)        About American Express Financial Corporation -- General information
  (b)(ii)       Investment manager and transfer agent
  (b)(iii)      Investment manager and transfer agent
  (c)           Portfolio manager
  (d)           The fund in brief
  (e)           Investment manager and transfer agent
  (f)           Distributor
  (g)           Investment manager and transfer agent
5A(a)           *
  (b)           *
 6(a)           Shares; Voting rights
  (b)           NA
  (c)           NA
  (d)           Voting rights
  (e)           Cover page; Special shareholder services
  (f)           Dividends and capital gain distributions; Reinvestments
  (g)           Taxes
 7(a)           Distributor
  (b)           Key terms; Valuing assets
  (c)           How to buy, exchange or sell shares
  (d)           How to buy shares
  (e)           NA
  (f)           Distributor
 8(a)           How to sell shares
  (b)           NA
  (c)           How to buy shares: Three ways to invest
  (d)           How to buy, exchange or sell shares: Redemption policies --
                 "Important..."
 9              None
</TABLE>

<PAGE>

   
<TABLE>
<CAPTION>
                                        PART B
- --------------------------------------------------------------------------------------
 ITEM NO.                                   SECTION IN SAI
- ----------      ----------------------------------------------------------------------
<C>             <S>
10              Cover page of SAI
11              Table of Contents
12              NA
13(a)           Additional Investment Policies; all appendices except Dollar-Cost
                 Averaging
  (b)           Additional Investment Policies
  (c)           Additional Investment Policies
  (d)           Portfolio Transactions
14(a)           Directors and officers of the fund;** Directors and Officers
  (b)           Directors and Officers
  (c)           Directors and Officers
15(a)           NA
  (b)           NA
  (c)           Directors and Officers
16(a)(i)        How the fund is organized; About American Express Financial
                 Corporation**
  (a)(ii)       Agreements: Investment Management Services Agreement, Plan and
                 Agreement of Distribution
  (a)(iii)      Agreements: Investment Management Services Agreement
  (b)           Agreements: Investment Management Services Agreement
  (c)           NA
  (d)           Agreements: Administrative Services Agreement, Shareholder Service
                 Agreement
  (e)           NA
  (f)           Agreements: Distribution Agreement
  (g)           NA
  (h)           Custodian; Independent Auditors
  (i)           Agreements: Transfer Agency Agreement; Custodian
17(a)           Portfolio Transactions
  (b)           Brokerage Commissions Paid to Brokers Affiliated with American Express
                 Financial Corporation
  (c)           Portfolio Transactions
  (d)           Portfolio Transactions
  (e)           Portfolio Transactions
18(a)           Shares and Voting rights**
  (b)           NA
19(a)           Investing in the Fund
  (b)           Valuing Fund Shares; Investing in the Fund
  (c)           NA
20              Taxes
21(a)           Agreements: Distribution Agreement
  (b)           Agreements: Distribution Agreement
  (c)           NA
22(a)           Performance Information (for money market funds only)
  (b)           Performance Information (for all funds except money market funds)
23              Financial Statements
<FN>
- ------------------------
 *Designates information is located in annual report.
**Designates page number in prospectus.
</TABLE>
    
<PAGE>

   
This prospectus                               IDS
contains facts that can                       TAX-EXEMPT
help you decide if the                        BOND FUND
fund is the right
investment for you.                           PROSPECTUS
Read it before you                            MARCH 20, 1995
invest and keep it for
future reference.                             [GRAPHIC]
Additional facts about                        THE GOAL OF IDS
the fund are in a                             TAX-EXEMPT BOND FUND,
Statement of Additional                       INC. IS TO EARN AS MUCH
Information (SAI),                            CURRENT INCOME EXEMPT
filed with the                                FROM FEDERAL INCOME
Securities and Exchange                       TAXES AS POSSIBLE WITH
Commission. The SAI                           ONLY MODEST RISK TO THE
dated March 20, 1995,                         SHAREHOLDER'S
is incorporated here by                       INVESTMENT BY INVESTING
reference. For a free                         PRIMARILY IN
copy, contact American                        INVESTMENT- GRADE BONDS
Express Shareholder                           AND OTHER DEBT
Service.                                      SECURITIES.
THESE SECURITIES HAVE                         American Express
NOT BEEN APPROVED OR                          Shareholder Service
DISAPPROVED BY THE                            P.O. Box 534
SECURITIES AND EXCHANGE                       Minneapolis, MN
COMMISSION OR ANY STATE                       55440-0534
SECURITIES COMMISSION,                        612-671-3733
NOR HAS THE SECURITIES                        TTY: 800-846-4852
AND EXCHANGE COMMISSION
OR ANY STATE SECURITIES
COMMISSION PASSED UPON
THE ACCURACY OR
ADEQUACY OF THIS
PROSPECTUS. ANY
REPRESENTATION TO
THE CONTRARY IS A
CRIMINAL OFFENSE.
SHARES IN THE FUND
ARE NOT DEPOSITS OR
OBLIGATIONS OF, OR
GUARANTEED OR
ENDORSED BY, ANY
BANK, AND SHARES ARE
NOT FEDERALLY INSURED
BY THE FEDERAL DEPOSIT
INSURANCE CORPORATION,
THE FEDERAL RESERVE
BOARD, OR ANY
OTHER AGENCY.
    
<PAGE>
- ------------------------------------------
TABLE OF CONTENTS

   
- ------------------------------------------
THE FUND IN BRIEF
 Goal                                                                    3P
 Types of fund investments                                               3P
 Manager and distributor                                                 3P
 Portfolio manager                                                       3P
 Alternative sales arrangements                                          4P

- ------------------------------------------
SALES CHARGE AND FUND EXPENSES

- ------------------------------------------
PERFORMANCE
 Financial highlights                                                    7P
 Total returns                                                           8P
 Yield                                                                   9P
 Key terms                                                              10P

- ------------------------------------------
INVESTMENT POLICIES AND RISKS
 Facts about investments and their
 risks                                                                  11P
 Alternative investment option                                          13P
 Valuing assets                                                         13P

- ------------------------------------------
HOW TO BUY, EXCHANGE OR SELL SHARES
 Alternative sales arrangements                                         14P
 How to buy shares                                                      17P
 How to exchange shares                                                 19P
 How to sell shares                                                     19P
 Reductions and waivers of the
 sales charge                                                           23P

- ------------------------------------------
SPECIAL SHAREHOLDER SERVICES
 Services                                                               27P
 Quick telephone reference                                              27P

- ------------------------------------------
DISTRIBUTIONS AND TAXES
 Dividend and capital gain
 distributions                                                          28P
 Reinvestments                                                          28P
 Taxes                                                                  29P

- ------------------------------------------
HOW THE FUND IS ORGANIZED
 Shares                                                                 32P
 Voting rights                                                          32P
 Shareholder meetings                                                   32P
 Directors and officers                                                 32P
 Investment manager and transfer
 agent                                                                  34P
 Distributor                                                            35P

- ------------------------------------------
ABOUT AMERICAN EXPRESS FINANCIAL CORPORATION
 General information                                                    36P

- ------------------------------------------
APPENDICES
 A: 1995 Federal tax information                                        37P
 B: Descriptions of derivative
 instruments                                                            39P

    

2P
<PAGE>
                     ----------------------------------------------------------
               The fund in brief

               GOAL

               IDS Tax-Exempt Bond Fund seeks to provide shareholders with as
               much current income exempt from federal income taxes as possible
               with only modest risk to the shareholder's investment. Because
               any investment involves risk, achieving this goal cannot be
               guaranteed. Only shareholders can change the goal.

               TYPES OF FUND INVESTMENTS

               The fund is a diversified mutual fund that invests primarily in
               investment-grade bonds and other debt securities issued by or on
               behalf of state or local governmental units whose interest is
               exempt from federal income tax. The fund also may invest in
               lower-rated or unrated debt securities considered to be
               comparable to investment-grade securities, derivative instruments
               and money market instruments. Some of the fund's investments may
               be considered speculative and involve additional investment
               risks.

               MANAGER AND DISTRIBUTOR

   
               The fund is managed by American Express Financial Corporation, a
               provider of financial services since 1894. American Express
               Financial Corporation currently manages more than $37 billion in
               assets for the IDS MUTUAL FUND GROUP. Shares of the fund are sold
                   through American Express Financial Advisors Inc., a wholly
               owned subsidiary of American Express Financial Corporation.
    

               PORTFOLIO MANAGER

   
               Terry Seierstad joined American Express Financial Corporation in
               1982 and serves as senior portfolio manager. He has managed this
               fund since 1993. He also manages the investments for IDS Property
               Casualty Company. From 1988 to 1994, he served as portfolio
               manager of certificate investments. He also managed IDS Life
               Special Income Fund from 1990 to 1992.
    

                                                                              3P
<PAGE>
- ---------------------------------------------------------------------------
               The fund in brief

               ALTERNATIVE SALES ARRANGEMENTS

               The fund offers its shares in three classes. Class A shares are
               subject to a sales charge at the time of purchase. Class B shares
               are subject to a contingent deferred sales charge (CDSC) on
               redemptions made within 6 years of purchase and an annual
               distribution (12b-1) fee. Class Y shares are sold without a sales
               charge to qualifying institutional investors. Other differences
               between the classes include the fees paid by each class. The fund
               offers these alternatives so you may choose the method of
               purchasing shares that is most beneficial given the amount of
               purchase, length of time you expect to hold the shares and other
               circumstances.

4P
<PAGE>
                     ----------------------------------------------------------
               Sales charge and fund expenses

   
               When you buy Class A shares, you pay a maximum sales charge of 5%
               of the public offering price. This charge can be reduced,
               depending on your total investments in IDS funds. See "Reductions
               of the sales charge." No sales charge applies at the time of
               purchase of Class B shares, although Class B shares may be
               subject to a CDSC on redemptions made within 6 years and are
               subject to annual distribution (12b-1) fees. Class Y shares are
               sold without a sales charge to qualifying institutional
               investors. Shareholder transaction expenses are incurred directly
               by an investor on the purchase or redemption of fund shares. Fund
               operating expenses are paid out of fund assets for each class of
               shares. Operating expenses are reflected in the fund's daily
               share price and dividends, and are not charged directly to
               shareholder accounts.
    

               -------------------------------------------------------------
                SHAREHOLDER TRANSACTION EXPENSES

   
<TABLE>
<CAPTION>
                                                CLASS A   CLASS B   CLASS Y
                <S>                             <C>       <C>       <C>
                Maximum sales charge on
                purchases (as a percentage of
                offering price)...............       5%        0%        0%
                Maximum deferred sales charge
                imposed on redemptions (as a
                percentage of original
                purchase price)...............       0%        5%        0%
                -----------------------------------------------------------
</TABLE>
    

   
               -------------------------------------------------------------
    
   
                ANNUAL FUND OPERATING EXPENSES*
    
               (% OF AVERAGE DAILY NET ASSETS):

   
<TABLE>
<CAPTION>
                                                CLASS A   CLASS B   CLASS Y
                <S>                             <C>       <C>       <C>
                -----------------------------------------------------------
                 Management fee...............    0.45%     0.45%     0.45%

                -----------------------------------------------------------
                 12b-1 fee....................    0.00%     0.75%     0.00%

                -----------------------------------------------------------
                 Other expenses**.............    0.29%     0.29%     0.11%

                -----------------------------------------------------------
                 Total........................    0.74%     1.49%     0.56%

<FN>
                   *Expenses for Class A are based on actual expenses for the
                    last fiscal year, restated to reflect current fees. Expenses
                    for Class B and Class Y are estimated based on the restated
                    expenses for Class A, except that the 12b-1 fee and transfer
                    agent fee (under other expenses) for Class B are based on
                    agreements for that class.
                  **Other expenses include an administrative services fee, a
                    shareholder services fee, a transfer agent fee and other
                    non-advisory expenses.
</TABLE>
    

                                                                              5P
<PAGE>
- ---------------------------------------------------------------------------
               Sales charge and fund expenses

               EXAMPLE: Suppose for each year for the next 10 years, fund
               expenses are as above and annual return is 5%. If you sold your
               shares at the end of the following years, for each $1,000
               invested, you would pay total expenses of:

   
<TABLE>
<CAPTION>
                                                 1 year   3 years   5 years   10 years**
                <S>                             <C>       <C>       <C>       <C>

                ------------------------------------------------------------------------
                 Class A......................  $57       $72       $89       $138

                ------------------------------------------------------------------------
                 Class B......................  $65       $87       $101      $158

                ------------------------------------------------------------------------
                 Class B*.....................  $15       $47       $81       $158

                ------------------------------------------------------------------------
                 Class Y......................  $6        $18       $31       $70
<FN>
                  *Assuming Class B shares are not redeemed at the end of the
                   period.
                 **Based on conversion of Class B shares to Class A shares after
                   8 years.
</TABLE>
    

               THIS EXAMPLE DOES NOT REPRESENT ACTUAL EXPENSES, PAST OR FUTURE.
               ACTUAL EXPENSES MAY BE HIGHER OR LOWER THAN THOSE SHOWN. Because
               Class B pays annual distribution (12b-1) fees, long-term
               shareholders of Class B may indirectly pay an equivalent of more
               than a 6.25% sales charge, the maximum permitted by the National
               Association of Securities Dealers.

6P
<PAGE>
- ------------------------------------------------------------------------------
               Performance

   
               FINANCIAL HIGHLIGHTS
    
                   FISCAL YEAR ENDED NOV. 30,

- --------------------------------------------------------------
                PER SHARE INCOME AND CAPITAL CHANGES*

   
<TABLE>
<CAPTION>
                          1994      1993      1992     1991**     1990      1989      1988     1987     1986     1985
<S>                      <C>       <C>       <C>       <C>       <C>       <C>       <C>      <C>      <C>      <C>
                         ---------------------------------------------------------------------------------------------
Net asset value,           $4.19     $3.98     $3.93    $3.88      $3.98     $3.96    $3.93    $4.25    $3.78    $3.43
beginning of period

                         INCOME FROM INVESTMENT OPERATIONS:
                         ---------------------------------------------------------------------------------------------
Net investment income        .23       .22       .22      .22        .26       .28      .28      .29      .30      .31
                         ---------------------------------------------------------------------------------------------
Net gains (losses)          (.56)      .23       .11      .05       (.01)      .17      .03     (.32)     .47      .35
(both realized and
unrealized)
                         ---------------------------------------------------------------------------------------------
Total from investment       (.33)      .45       .33      .27        .25       .45      .31     (.03)     .77      .66
operations

                         LESS DISTRIBUTIONS:
                         ---------------------------------------------------------------------------------------------
Dividends from net          (.23)     (.22)     (.22)    (.22)      (.26)     (.28)    (.28)    (.29)    (.30)   (.31)
investment income
                         ---------------------------------------------------------------------------------------------
Distributions from          (.09)     (.02)     (.06)      --       (.09)     (.15)      --       --       --       --
realized gains
                         ---------------------------------------------------------------------------------------------
Total distributions         (.32)     (.24)     (.28)    (.22)      (.35)     (.43)    (.28)    (.29)    (.30)   (.31)
                         ---------------------------------------------------------------------------------------------
Net asset value, end of    $3.54     $4.19     $3.98    $3.93      $3.88     $3.98    $3.96    $3.93    $4.25    $3.78
period
</TABLE>
    

- --------------------------------------------------------------
                RATIOS/SUPPLEMENTAL DATA

   
<TABLE>
<CAPTION>
                          1994      1993      1992     1991**     1990      1989      1988     1987     1986     1985
<S>                      <C>       <C>       <C>       <C>       <C>       <C>       <C>      <C>      <C>      <C>
                         ---------------------------------------------------------------------------------------------
Net assets, end of        $1,054    $1,291    $1,273   $1,188     $1,094    $1,010     $927     $885     $885     $649
period (in millions)
                         ---------------------------------------------------------------------------------------------
Ratio of expenses to        .61%      .63%      .64%     .60%+      .61%      .61%     .60%     .61%     .60%     .63%
average daily net
assets
                         ---------------------------------------------------------------------------------------------
Ratio of net income to     5.82%     5.54%     5.68%    6.11%+     6.61%     6.90%    7.16%    7.32%    7.38%    8.78%
average daily net
assets
                         ---------------------------------------------------------------------------------------------
Portfolio turnover rate      66%       43%       63%      69%       112%       96%      54%      37%      23%      33%
(excluding short-term
securities)
                         ---------------------------------------------------------------------------------------------
Total return++             (8.3%)    11.7%      8.7%     8.3%+      6.1%     12.1%     9.6%    (2.6%)   23.7%    20.2%

<FN>
                       *For a share outstanding throughout the period. Rounded
                        to the nearest cent.
                      **The fund's fiscal year-end was changed from Dec. 31 to
                        Nov. 30, effective 1991.
                       +Adjusted to an annual basis.
                      ++Total return does not reflect payment of a sales charge.
</TABLE>
    

The information in this table has been audited by KPMG Peat Marwick LLP,
independent auditors. The independent auditors' report and additional
information about the performance of the fund are contained in the fund's annual
report which, if not included with this prospectus, may be obtained without
charge. Information on Class B and Class Y shares is not included because no
shares of those classes were outstanding for the periods shown.

                                                                              7P
<PAGE>
- ---------------------------------------------------------------------------
               Performance

               TOTAL RETURNS

               -------------------------------------------------------------
                AVERAGE ANNUAL TOTAL RETURNS
               AS OF NOV. 30, 1994

<TABLE>
<CAPTION>
                                                 1 YEAR   5 YEARS   10 YEARS
                PURCHASE MADE                       AGO       AGO        AGO
                <S>                             <C>       <C>       <C>
                Tax-Exempt Bond:
                ------------------------------------------------------------
                 Class A                        -12.86%    +3.98%     +8.01%

                ------------------------------------------------------------
                 Lehman Brothers Municipal
                Bond Index                       -5.23%    +6.63%     +9.18%
</TABLE>

               -------------------------------------------------------------
                CUMULATIVE TOTAL RETURNS
               AS OF NOV. 30, 1994

<TABLE>
<CAPTION>
                                                                         10
                                                 1 YEAR   5 YEARS     YEARS
                PURCHASE MADE                       AGO       AGO       AGO
                <S>                             <C>       <C>       <C>
                Tax-Exempt Bond:
                -----------------------------------------------------------
                 Class A                        -12.86%   +21.52%   +116.09%

                -----------------------------------------------------------
                 Lehman Brothers Municipal
                Bond Index                       -5.23%   +37.82%   +140.58%
</TABLE>

   
               These examples show total returns from hypothetical investments
               in Class A shares of the fund. These returns are compared to
               those of a popular index for the same periods. No shares for
               Class B and Class Y were outstanding during the periods
               presented.
    

               For purposes of calculation, information about the fund assumes:

               - a sales charge of 5% for Class A shares

               - no adjustments for taxes an investor may have paid on the
                reinvested income and capital gains

               - a period of widely fluctuating securities prices. Returns shown
                should not be considered a representation of the fund's future
                performance.

               The fund invests primarily in debt securities that may be
               different from those in the index. The index reflects
               reinvestment of all distributions and changes in market prices,
               but excludes brokerage commissions or other fees.

               Lehman Brothers Municipal Bond Index is made up of a
               representative list of general obligation, revenue, insured and
               pre-refunded bonds. The index is frequently used as a general
               measure of tax-exempt bond market performance. However, the
               securities used to create the index may not be representative of
               the bonds held in the fund.

8P
<PAGE>
- --------------------------------------------------------------------------------

               YIELD

               The fund's SEC standardized yield for the 30-day period ended
               Nov. 30, 1994, was 6.01%.

               The fund calculates this 30-day SEC standardized yield by
               dividing:

               - net investment income per share deemed earned during a 30-day
                period by

               - the public offering price per share on the last day of the
                period, and

               - converting the result to a yearly equivalent figure.

               The fund's non-standardized (distribution) yield was 6.03% for
               the same 30-day period ended Nov. 30, 1994.

               The fund computes distribution yield by dividing:

               - the total dividends paid over the 30-day period by

               - the sum of each day's public offering price for that period,
                and

               - converting the result to a yearly equivalent figure.

               The fund also may calculate a tax equivalent yield by dividing
               the tax-exempt portion of its yield by one minus a stated income
               tax rate. A tax equivalent yield demonstrates the taxable yield
               necessary to produce an after-tax yield equivalent to that of a
               fund that invests in exempt obligations.

               THESE YIELD CALCULATIONS DO NOT INCLUDE ANY CONTINGENT DEFERRED
               SALES CHARGE, RANGING FROM 5% TO 0% ON CLASS B SHARES, WHICH
               WOULD REDUCE THE YIELDS QUOTED.

               The fund's yield varies from day to day, mainly because share
               values and offering prices (which are calculated daily) vary in
               response to changes in interest rates. Net investment income
               normally changes much less in the short run. Thus, when interest
               rates rise and share values fall, yield tends to rise. When
               interest rates fall, yield tends to follow.

               Past yields should not be considered an indicator of future
               yields.

                                                                              9P
<PAGE>
- ---------------------------------------------------------------------------
               Performance

               -------------------------------------------------------------
                KEY TERMS
NET ASSET VALUE (NAV)
               Value of a single fund share. For each class, it is the total
               market value of all of a fund's investments and other assets
               attributable to that class, less any liabilities attributable to
               that class, divided by the number of shares of that class
               outstanding.

               When you buy shares, you pay the NAV plus any applicable sales
               charge. When you sell shares, the price you receive is the NAV
               minus any applicable sales charge. The NAV usually changes daily,
               and is calculated at the close of business, normally 3 p.m.
               Central time, each business day (any day the New York Stock
               Exchange is open). NAV generally declines as interest rates
               increase and rises as interest rates decline.
PUBLIC OFFERING PRICE
   
               Price at which you buy shares. It is the NAV plus the sales
               charge for Class A. It is the NAV for Class B and Class Y. NAVs
               and public offering prices of IDS funds are listed each day in
               major newspapers and financial publications for classes of funds
               large enough to be listed.
    
INVESTMENT INCOME
               Dividends and interest earned on securities held by the fund.
CAPITAL GAINS OR LOSSES
               Increase or decrease in value of the securities the fund holds.
               Gains or losses are realized when securities that have increased
               or decreased in value are sold. A fund also may have unrealized
               gains or losses when securities increase or decrease in value but
               are not sold.
DISTRIBUTIONS
               Payments to shareholders of two types: investment income
               (dividends) and realized net long-term capital gains (capital
               gains distributions).
TOTAL RETURN
               Sum of all of your returns for a given period, assuming you
               reinvest all distributions. Calculated by taking the total value
               of shares you own at the end of the period (including shares
               acquired by reinvestment), less the price of shares you purchased
               at the beginning of the period.
AVERAGE ANNUAL TOTAL RETURN
               The annually compounded rate of return over a given time period
               (usually two or more years) -- total return for the period
               converted to an equivalent annual figure.
YIELD
               Net investment income earned per share for a specified time
               period, divided by the offering price at the end of the period.

10P
<PAGE>
                     ----------------------------------------------------------
               Investment policies and risks

               Under normal market conditions, the fund will invest at least 80%
               of its net assets in bonds and notes issued by or on behalf of
               state or local governmental units whose interest, in the opinion
               of counsel for the issuer, is exempt from federal income tax.
               This policy cannot be changed without shareholder approval. This
               fund does not intend to purchase bonds or notes the interest from
               which is subject to the alternative minimum tax. Other
               investments may include derivative instruments and money market
               instruments.

               The various types of investments the portfolio manager uses to
               achieve investment performance are described in more detail in
               the next section and in the SAI.

               FACTS ABOUT INVESTMENTS AND THEIR RISKS

               BONDS AND OTHER DEBT SECURITIES EXEMPT FROM FEDERAL INCOME TAXES:
               The price of an investment-grade bond fluctuates as interest
               rates change or if its credit rating is upgraded or downgraded.
               At least 75% of its bonds and other debt securities must be rated
               in the top four grades by Moody's Investors Service, Inc.,
               Standard & Poor's Corporation, Fitch Investors Service or be of
               comparable rating given by other independent rating agencies. The
               other 25% may be in rated or non-rated issues that the fund's
               portfolio manager believes are of comparable quality. All
               industrial revenue bonds must be rated.

                                                                             11P
<PAGE>
- ---------------------------------------------------------------------------
               Investment policies and risks

   
               DERIVATIVE INSTRUMENTS: The portfolio manager may use derivative
               instruments in addition to securities to achieve investment
               performance. Derivative instruments include futures, options and
               forward contracts. Such instruments may be used to maintain cash
               reserves while remaining fully invested, to offset anticipated
               declines in values of investments, to facilitate trading, to
               reduce transaction costs, or to pursue higher investment returns.
               Derivative instruments are characterized by requiring little or
               no initial payment and a daily change in price based on or
               derived from a security, a currency, a group of securities or
               currencies, or an index. A number of strategies or combination of
               instruments can be used to achieve the desired investment
               performance characteristics. A small change in the value of the
               underlying security, currency or index will cause a sizable gain
               or loss in the price of the derivative instrument. Derivative
               instruments allow the portfolio manager to change the investment
               performance characteristics very quickly and at lower costs.
               Risks include losses of premiums, rapid changes in prices,
               defaults by other parties, and inability to close such
               instruments. The fund will use derivative instruments only to
               achieve the same investment performance characteristics it could
               achieve by directly holding those securities and currencies
               permitted under the investment policies. The fund will designate
               cash or appropriate liquid assets to cover its portfolio
               obligations. The use of derivative instruments may produce
               taxable income. No more than 5% of the fund's net assets can be
               used at any one time for good faith deposits on futures and
               premiums for options on futures that do not offset existing
               investment positions. For further information, see the Appendix
               to this prospectus, describing derivative instruments.
    

12P
<PAGE>
- --------------------------------------------------------------------------------

               SECURITIES AND DERIVATIVE INSTRUMENTS THAT ARE ILLIQUID: Illiquid
               means the security or derivative instrument cannot be sold
               quickly in the normal course of business. Some investments cannot
               be resold to the U.S. public because of their terms or government
               regulations. All securities and derivative instruments, however,
               can be sold in private sales, and many may be sold to other
               institutions and qualified buyers or on foreign markets. The
               portfolio manager will follow guidelines established by the board
               of directors and consider relevant factors such as the nature of
               the security and the number of likely buyers when determining
               whether a security is illiquid. No more than 10% of the fund's
               net assets will be held in securities and derivative instruments
               that are illiquid.

               MONEY MARKET INSTRUMENTS: Short-term tax-exempt debt securities
               rated in the top two grades are used to meet daily cash needs and
               at various times to hold assets until better investment
               opportunities arise. Under extraordinary conditions where, in the
               opinion of the portfolio manager, appropriate short-term tax-
               exempt securities are not available, the fund is authorized to
               make certain taxable investments as described in the SAI.

               The investment policies described above may be changed by the
               board of directors.

               ALTERNATIVE INVESTMENT OPTION

   
               In the future, the board of the fund may determine for operating
               efficiencies to use a master/feeder structure. Under that
               structure, the fund's investment portfolio would be managed by
               another investment company with the same goal as the fund, rather
               than investing directly in a portfolio of securities.
    

               VALUING ASSETS

               - Securities (except bonds) and assets with available market
                values are valued on that basis.

               - Securities maturing in 60 days or less are valued at amortized
                cost.

               - Bonds and assets without readily available market values are
                valued according to methods selected in good faith by the board
                of directors.

                                                                             13P
<PAGE>
                     ----------------------------------------------------------
               How to buy, exchange or sell shares

               HOW TO BUY SHARES -- ALTERNATIVE SALES ARRANGEMENTS

               The fund offers three different classes of shares -- Class A,
               Class B and Class Y. The primary differences among the classes
               are in the sales charge structures and in their ongoing expenses.
               These differences are summarized in the table below. You may
               choose the class that best suits your circumstances and
               objectives.

<TABLE>
<CAPTION>
                                                           SERVICE FEE
                          SALES CHARGE AND DISTRIBUTION    (AS A % OF AVERAGE
                          (12B-1) FEE                      DAILY NET ASSETS)       OTHER INFORMATION
                <S>       <C>                              <C>                     <C>
                ----------------------------------------------------------
                Class A   Maximum initial sales charge     Service fee of 0.175%   Initial sales charge waived or
                          of 5%                                                    reduced for certain purchases
                ----------------------------------------------------------
                Class B   No initial sales charge;         Service fee of 0.175%   Shares convert to Class A
                          distribution fee of 0.75% of                             after 8 years; CDSC waived in
                          daily net assets; maximum CDSC                           certain circumstances
                          of 5% declines to 0% after 6
                          years
                ----------------------------------------------------------
                Class Y   None                             None                    Available only to certain
                                                                                   qualifying institutional
                                                                                   investors
</TABLE>

               CONVERSION OF CLASS B SHARES TO CLASS A SHARES -- Eight calendar
               years after Class B shares were originally purchased, Class B
               shares will convert to Class A shares and will no longer be
               subject to a distribution fee. The conversion will be on the
               basis of relative net asset values of the two classes, without
               the imposition of any sales charge. Class B shares purchased
               through reinvested dividends and distributions will convert to
               Class A shares in a pro-rata portion as the Class B shares
               purchased other than through reinvestment.

14P
<PAGE>
- --------------------------------------------------------------------------------

CONSIDERATIONS IN DETERMINING WHETHER TO PURCHASE CLASS A OR CLASS B
SHARES -- You should consider the information below in determining whether to
purchase Class A or Class B shares.

                    SALES CHARGES ON PURCHASE OR REDEMPTION

IF YOU PURCHASE CLASS A SHARES               IF YOU PURCHASE CLASS B SHARES
- - You will not have all of your purchase     - All of your money is invested in
  price invested. Part of your purchase        shares of stock. However, you
  price will go to pay the sales charge.       will pay a sales charge if you
  You will not pay a sales charge when         redeem your shares within 6 years
  you redeem your shares.                      of purchase.
- - You will be able to take advantage of      - No reductions of the sales charge
  reductions in the sales charge. If           are available for large
  your investments in IDS funds total          purchases.
  $250,000 or more, you are better off
  paying the reduced sales charge in
  Class A than paying the higher fees in
  Class B. If you qualify for a waiver
  of the sales charge, you should
  purchase Class A shares.

- - The sales charges and distribution fee are structured so that you will have
  approximately the same total return at the end of 8 years regardless of which
  class you chose.
                                ONGOING EXPENSES
- - Your shares will have a lower expense      - The distribution and transfer
  ratio lower expense ratio than Class B     agent fees for Class B will cause
  shares because Class A does not pay a        your shares to have a higher
  distribution fee and the transfer            expense ratio and to pay lower
  agent fee for Class A is lower than          dividends than Class A shares.
  the fee for Class B. As a result,            After 8 years, Class B shares
  Class A shares will pay higher               will convert to Class A shares
  dividends than Class B shares.               and will no longer be subject to
                                               higher fees.

You should consider how long you plan to hold your shares and whether the
accumulated higher fees and CDSC on Class B shares prior to conversion would be
less than the initial sales charge on Class A shares. Also consider to what
extent the difference would be offset by the lower expenses on Class A shares.
To help you in this analysis, the Example in the "Sales charge and fund
expenses" section of the prospectus illustrates the charges applicable to each
class of shares.

                                                                             15P
<PAGE>
- ---------------------------------------------------------------------------
               How to buy, exchange or sell shares

               CLASS Y SHARES -- Class Y shares are offered to certain
               institutional investors. Class Y shares are sold without a
               front-end sales charge or a CDSC and are not subject to either a
               service fee or a distribution fee. The following investors are
               eligible to purchase Class Y shares:

               - Qualified employee benefit plans* if the plan:

               -- uses a daily transfer recordkeeping service offering
               participants daily access to IDS funds and has

                   -- at least $10 million in plan assets or

                   -- 500 or more participants; or

               -- does not use daily transfer recordkeeping and has

                   -- at least $3 million invested in funds of the IDS MUTUAL
                   FUND GROUP or

                   -- 500 or more participants.

               - Trust companies or similar institutions, and charitable
                organizations that meet the definition in Section 501(c)(3) of
                the Internal Revenue Code.* These must have at least $10 million
                invested in funds of the IDS MUTUAL FUND GROUP.

               - Nonqualified deferred compensation plans* whose participants
                are included in a qualified employee benefit plan described
                above.

   
                   * Eligibility must be determined in advance by American
                     Express Financial Advisors. To do so, contact your
                     financial advisor.
    

               Financial advisors may receive different compensation for selling
               Class A, Class B and Class Y shares.

16P
<PAGE>
- --------------------------------------------------------------------------------

               HOW TO BUY SHARES

               If you're investing in this fund for the first time, you'll need
               to set up an account. Your financial advisor will help you fill
               out and submit an application. Once your account is set up, you
               can choose among several convenient ways to invest.

   
               IMPORTANT: When opening an account, you must provide your correct
               Taxpayer Identification Number (Social Security or Employer
               Identification number). See "Distributions and taxes."
    

               When you buy shares for a new or existing account, the price you
               pay per share is determined at the close of business on the day
               your investment is received and accepted at the Minneapolis
               headquarters.

               PURCHASE POLICIES:
               - Investments must be received and accepted in the Minneapolis
                headquarters on a business day before 3 p.m. Central time to be
                included in your account that day and to receive that day's
                share price. Otherwise your purchase will be processed the next
                business day and you will pay the next day's share price.

               - The minimums allowed for investment may change from time to
                time.

   
               - Wire orders can be accepted only on days when your bank,
                American Express Financial Corporation, the fund and Norwest
                Bank Minneapolis are open for business.
    

               - Wire purchases are completed when wired payment is received and
                the fund accepts the purchase.

   
               - American Express Financial Corporation and the fund are not
                responsible for any delays that occur in wiring funds, including
                delays in processing by the bank.
    

               - You must pay any fee the bank charges for wiring.

               - The fund reserves the right to reject any application for any
                reason.

               - If your application does not specify which class of share you
                are purchasing, it will be assumed that you are investing in
                Class A shares.

                                                                             17P
<PAGE>
- ---------------------------------------------------------------------------
               How to buy, exchange or sell shares

               THREE WAYS TO INVEST

- --------------------------------------------------------------
- --
 1

BY REGULAR  Send your check and application    MINIMUM AMOUNTS
ACCOUNT     (or your name and account number   Initial investment:   $2,000
            if you have an established         Additional investments: $100
            account) to:                       Account balances:    $300     *
            American Express Financial
            Advisors Inc.
            P.O. Box 74
            Minneapolis, MN 55440-0074
            Your financial advisor will help
            you with this process.

- --------------------------------------------------------------
- --
 2

BY          Contact your financial advisor to  MINIMUM AMOUNTS
SCHEDULED   set up one of the following        Initial investment:     $100
INVESTMENT  scheduled plans:                   Additional investments: $100  /mo
PLAN        - automatic payroll deduction      Account balances:    none
            - bank authorization               (on active plans of monthly
            - direct deposit of Social         payments)
             Security check
            - other plan approved by the fund

- --------------------------------------------------------------
- --
 3

   
BY WIRE     If you have an established         If this information is not
            account, you may wire money to:    included, the order may be
            Norwest Bank Minneapolis           rejected and all money received
            Routing No. 091000019              by the fund, less any costs the
            Minneapolis, MN                    fund or American Express
            Attn:  Domestic Wire Dept.         Financial Corporation incurs,
                                               will be returned promptly.
            Give these instructions:           MINIMUM AMOUNTS
            Credit IDS Account #00-30-015 for  Each wire investment: $1,000
            personal account # (your account
            number) for (your name).

    

   
                 *If your account balance falls below $300, you will be asked in
                  writing to bring it up to $300 or establish a scheduled
                  investment plan. If you don't do so within 30 days, your
                  shares can be redeemed and the proceeds mailed to you.
    

18P
<PAGE>
- --------------------------------------------------------------------------------

               HOW TO EXCHANGE SHARES

   
               You can exchange your shares of the fund at no charge for shares
               of the same class of any other publicly offered fund in the IDS
               MUTUAL FUND GROUP available in your state. Exchanges into IDS
               Tax-Free Money Fund must be made from Class A shares. For
               complete information, including fees and expenses, read the
               prospectus carefully before exchanging into a new fund.
    

               If your exchange request arrives at the Minneapolis headquarters
               before the close of business, your shares will be redeemed at the
               net asset value set for that day. The proceeds will be used to
               purchase new fund shares the same day. Otherwise, your exchange
               will take place the next business day at that day's net asset
               value.

               For tax purposes, an exchange represents a sale and purchase and
               may result in a gain or loss. However, you cannot create a tax
               loss (or reduce a taxable gain) by exchanging from the fund
               within 91 days of your purchase. For further explanation, see the
               SAI.

               HOW TO SELL SHARES

               You can sell (redeem) your shares at any time. American Express
               Shareholder Service will mail payment within seven days after
               receiving your request.

               When you sell shares, the amount you receive may be more or less
               than the amount you invested. Your shares will be redeemed at net
               asset value, minus any applicable sales charge, at the close of
               business on the day your request is accepted at the Minneapolis
               headquarters. If your request arrives after the close of
               business, the price per share will be the net asset value, minus
               any applicable sales charge, at the close of business on the next
               business day.

               A redemption is a taxable transaction. If the fund's net asset
               value when you sell shares is more or less than the cost of your
               shares, you will have a gain or loss, which can affect your tax
               liability.

                                                                             19P
<PAGE>
- --------------------------------------------------------------------------------
                How to buy, exchange or sell shares

TWO WAYS TO REQUEST AN EXCHANGE OR SALE OF SHARES

- --------------------------------------------------------------
- --
 1

   
BY LETTER       Include in your letter:          REGULAR MAIL:
                - the name of the fund(s)        American Express Shareholder
                - the class of shares to be      Service
                  exchanged or redeemed          Attn: Redemptions
                - your account number(s) (for    P.O. Box 534
                  exchanges, both funds must be  Minneapolis, MN 55440-0534
                  registered in the same         EXPRESS MAIL:
                  ownership)                     American Express Shareholder
                - your Taxpayer Identification   Service
                  Number (TIN)                   Attn: Redemptions
                - the dollar amount or number    733 Marquette Ave.
                  of shares you want to          Minneapolis, MN 55402
                  exchange or sell
                - signature of all registered
                  account owners
                - for redemptions, indicate how
                  you want your sales proceeds
                  delivered to you
                - any paper certificates of
                  shares you hold

- --------------------------------------------------------------
    
- --
 2

   
BY PHONE        - The fund and American Express  NOT apply by writing American
American          Financial Corporation will     Express Shareholder Service.
Express           honor any telephone exchange   Each registered owner must sign
Telephone         or redemption request          the request.
Transaction       believed to be authentic and   - American Express Financial
Service:          will use reasonable              Corporation answers phone
800-437-3133      procedures to confirm that       requests promptly, but you
 or               they are. This includes          may experience delays when
612-671-3800      asking identifying questions     call volume is high. If you
                  and tape recording calls. So     are unable to get through,
                  long as reasonable procedures    use mail procedure as an
                  are followed, neither the        alternative.
                  fund nor American Express      - Phone privileges may be
                  Financial Corporation will be    modified or discontinued at
                  liable for any loss resulting    any time.
                  from fraudulent requests.      MINIMUM AMOUNT
                Phone exchange and redemption    Redemption:    $100
                privileges automatically apply   MAXIMUM AMOUNT
                to all accounts except           Redemption:    $50,000
                custodial, corporate or
                qualified retirement accounts
                unless you request these
                privileges

20P
    
<PAGE>
- --------------------------------------------------------------------------------

               EXCHANGE POLICIES:
               - You may make up to three exchanges within any 30-day period,
                with each limited to $300,000. These limits do not apply to
                scheduled exchange programs and certain employee benefit plans
                or other arrangements through which one shareholder represents
                the interests of several. Exceptions may be allowed with
                pre-approval of the fund.

               - Exchanges must be made into the same class in the new fund.

               - If your exchange creates a new account, it must satisfy the
                minimum investment amount for new purchases.

               - Once we receive your exchange request, you cannot cancel it.

               - Shares of the new fund may not be used on the same day for
                another exchange.

               - If your shares are pledged as collateral, the exchange will be
                delayed until written approval is obtained from the secured
                party.

   
               - American Express Financial Corporation and the fund reserve the
                right to reject any exchange, limit the amount, or modify or
                discontinue the exchange privilege, to prevent abuse or adverse
                effects on the fund and its shareholders. For example, if
                exchanges are too numerous or too large, they may disrupt the
                fund's investment strategies or increase its costs.
    

               REDEMPTION POLICIES:
               - A "change of mind" option allows you to change your mind after
                requesting a redemption and to use all or part of the proceeds
                to buy new shares in the same account at the net asset value,
                rather than the offering price on the date of a new purchase. If
                you reinvest in this manner, any CDSC you paid on the amount you
                are reinvesting also will be reinvested in the fund. To take
                advantage of this option, send a written request within 30 days
                of the date your redemption request was received. Include your
                account number and mention this option. This privilege may be
                limited or withdrawn at any time, and it may have tax
                consequences.

               - A telephone redemption request will not be allowed within 30
                days of a phoned-in address change.

   
               IMPORTANT: If you request a redemption of shares you recently
               purchased by a check or money order that is not guaranteed, the
               fund will wait for your check to clear. Please expect a minimum
               of 10 days from the date of purchase before a check is mailed to
               you. (A check may be mailed earlier if your bank provides
               evidence satisfactory to the fund and American Express Financial
               Corporation that your check has cleared.)
    

                                                                             21P
<PAGE>
- ---------------------------------------------------------------------------
               How to buy, exchange or sell shares

               THREE WAYS TO RECEIVE PAYMENT WHEN YOU SELL SHARES

- --------------------------------------------------------------
- --
 1

BY REGULAR     - Mailed to the address on record.
OR EXPRESS     - Payable to names listed on the account.
MAIL
               NOTE: The express mail delivery charges you pay will vary
               depending on the courier you select.

- --------------------------------------------------------------
- --
 2

BY WIRE        - Minimum wire redemption: $1,000.
               - Request that money be wired to your bank.
               - Bank account must be in the same ownership as the IDS fund
                 account.
               NOTE: Pre-authorization required. For instructions, contact your
               financial advisor or American Express Shareholder Service.

- --------------------------------------------------------------
- --
 3

BY             - Minimum payment: $50.
SCHEDULED      - Contact your financial advisor or American Express Shareholder
PAYOUT           Service to set up regular payments to you on a monthly,
PLAN             bimonthly, quarterly, semiannual or annual basis.
               - Buying new shares while under a payout plan may be
                 disadvantageous because of the sales charges.

22P
<PAGE>
- --------------------------------------------------------------------------------

   
               REDUCTIONS AND WAIVERS OF THE SALES CHARGE
    

               CLASS A -- INITIAL SALES CHARGE ALTERNATIVE

               On purchases of Class A shares, you pay a 5% sales charge on the
               first $50,000 of your total investment and less on investments
               after the first $50,000:

               -------------------------------------------------------------
                TOTAL INVESTMENT     SALES CHARGE AS A PERCENT OF:*

<TABLE>
<CAPTION>
                                           PUBLIC OFFERING   NET AMOUNT
                                                PRICE         INVESTED
                <S>                        <C>               <C>          <C>
                -------------------------------------------------------------------
                 Up to $50,000                    5.0%            5.26%

                -------------------------------------------------------------------
                 Next $50,000                     4.5             4.71

                -------------------------------------------------------------------
                 Next $400,000                    3.8             3.95

                -------------------------------------------------------------------
                 Next $500,000                    2.0             2.04

                -------------------------------------------------------------------
                 More than $1,000,000             0.0             0.00

<FN>
                 *To  calculate the actual sales charge on an investment greater
                  than $50,000, amounts  for each applicable  increment must  be
                  totaled. See the SAI.
</TABLE>

               REDUCTIONS OF THE SALES CHARGE ON CLASS A SHARES

               Your sales charge may be reduced, depending on the totals of:

               - the amount you are investing in this fund now,

               - the amount of your existing investment in this fund, if any,
                and

               - the amount you and your immediate family (spouse or unmarried
                children under 21) are investing or have in other funds in the
                IDS MUTUAL FUND GROUP that carry a sales charge.

               Other policies that affect your sales charge:

               - IDS Tax-Free Money Fund and Class A shares of IDS Cash
                Management Fund do not carry sales charges. However, you may
                count investments in these funds if you acquired shares in them
                by exchanging shares from IDS funds that carry sales charges.

               - Employee benefit plan purchases made through a payroll
                deduction plan or through a plan sponsored by an employer,
                association of employers, employee organization or other similar
                entity, may be added together to reduce sales charges for all
                shares purchased through that plan.

               For more details, see the SAI.

                                                                             23P
<PAGE>
- ---------------------------------------------------------------------------
               How to buy, exchange or sell shares

               WAIVERS OF THE SALES CHARGE FOR CLASS A SHARES

               Sales charges do not apply to:

   
               - Current or retired trustees, directors, officers or employees
                of the fund or American Express Financial Corporation or its
                subsidiaries, their spouses and unmarried children under 21.
    

               - Current or retired American Express financial advisors, their
                spouses and unmarried children under 21.

               - Qualified employee benefit plans* using a daily transfer
                recordkeeping system offering participants daily access to IDS
                funds.

               (Participants in certain qualified plans for which the initial
               sales charge is waived may be subject to a deferred sales charge
               of up to 4% on certain redemptions. For more information, see the
               SAI.)

               - Shareholders who have at least $1 million invested in funds of
                the IDS MUTUAL FUND GROUP. If the investment is redeemed in the
                first year after purchase, a CDSC of 1% will be charged on the
                redemption.

               - Purchases made within 30 days after a redemption of shares (up
                to the amount redeemed:

               -- of a product distributed by American Express Financial
               Advisors in a qualified plan subject to a deferred sales charge
               or

               -- a qualified plan where American Express Trust Company acts as
               trustee or recordkeeper.

               Send the fund a written request along with your payment,
               indicating the amount of the redemption and the date on which it
               occurred.

               - Purchases made with dividend or capital gain distributions from
                another fund in the IDS MUTUAL FUND GROUP that has a sales
                charge.

   
                 * Eligibility must be determined in advance by American Express
                   Financial Advisors. To do so, contact your financial advisor.
    

24P
<PAGE>
- --------------------------------------------------------------------------------

               CLASS B -- CONTINGENT DEFERRED SALES CHARGE ALTERNATIVE

               Where a CDSC is imposed on a redemption, it is based on the
               amount of the redemption and the number of calendar years,
               including the year of purchase, between
               purchase and redemption. The following table shows the declining
               scale of percentages that apply to redemptions during each year
               after a purchase:

<TABLE>
<CAPTION>
                IF A REDEMPTION                              THE PERCENTAGE
                IS MADE                                      RATE FOR THE
                DURING THE                                   CDSC IS:
                <S>                                          <C>
                ------------------------------------------------------------
                 First year                                         5%

                ------------------------------------------------------------
                 Second year                                        4%

                ------------------------------------------------------------
                 Third year                                         4%

                ------------------------------------------------------------
                 Fourth year                                        3%

                ------------------------------------------------------------
                 Fifth year                                         2%

                ------------------------------------------------------------
                 Sixth year                                         1%

                ------------------------------------------------------------
                 Seventh year                                       0%
</TABLE>

               If the amount you are redeeming reduces the current net asset
               value of your investment in Class B shares below the total dollar
               amount of all your purchase payments during the last 6 years
               (including the year in which your redemption is made), the CDSC
               is based on the lower of the redeemed purchase payments or market
               value.

               The following example illustrates how the CDSC is applied. Assume
               you had invested $10,000 in Class B shares and that your
               investment had appreciated in value to $12,000 after 15 months,
               including reinvested dividend and capital gain distributions. You
               could redeem any amount up to $2,000 without paying a CDSC
               ($12,000 current value less $10,000 purchase amount). If you
               redeemed $2,500, the CDSC would apply only to the $500 that
               represented part of your original purchase price. The CDSC rate
               would be 4% because a redemption after 15 months would take place
               during the second year after purchase.

                                                                             25P
<PAGE>
- ---------------------------------------------------------------------------
               How to buy, exchange or sell shares

               Because the CDSC is imposed only on redemptions that reduce the
               total of your purchase payments, you never have to pay a CDSC on
               any amount you redeem that represents appreciation in the value
               of your shares, income earned by your shares or capital gains. In
               addition, when determining the rate of any CDSC, your redemption
               will be made from the oldest purchase payment you made. Of
               course, once a purchase payment is considered to have been
               redeemed, the next amount redeemed is the next oldest purchase
               payment. By redeeming the oldest purchase payments first, lower
               CDSCs are imposed than would otherwise be the case.

               WAIVERS OF THE SALES CHARGE FOR CLASS B SHARES

               The CDSC on Class B shares will be waived on redemptions of
               shares:

               - In the event of the shareholder's death,

   
               - Purchased by any trustee, director, officer or employee of a
                fund or American Express Financial Corporation or its
                subsidiaries,
    

               - Purchased by any American Express financial advisor,

               - Held in a trusteed employee benefit plan,

   
               - Held in IRAs or certain qualified plans for which American
                Express Trust Company acts as custodian, such as Keogh plans,
                tax-sheltered custodial accounts or corporate pension plans,
                provided that the shareholder is:
    

               -- at least 59 1/2 years old, and

               -- taking a retirement distribution (if the redemption is part of
               a transfer to an IRA or qualified plan in a product distributed
               by American Express Financial Advisors, or a
               custodian-to-custodian transfer to a product not distributed by
               American Express Financial Advisors, the CDSC will not be
               waived), or

               -- redeeming under an approved substantially equal periodic
               payment arrangement.

26P
<PAGE>
                     ----------------------------------------------------------
               Special shareholder services

               SERVICES

   
               To help you track and evaluate the performance of your
               investments, American Express Financial Corporation provides
               these services:
    

               QUARTERLY STATEMENTS listing all of your holdings and
               transactions during the previous three months.

               YEARLY TAX STATEMENTS featuring average-cost-basis reporting of
               capital gains or losses if you redeem your shares along with
               distribution information -- which simplifies tax calculations.

               A PERSONALIZED MUTUAL FUND PROGRESS REPORT detailing returns on
               your initial investment and cash-flow activity in your account.
               It calculates a total return to reflect your individual history
               in owning fund shares. This report is available from your
               financial advisor.

               -------------------------------------------------------------
                QUICK TELEPHONE REFERENCE

<TABLE>
                <S>           <C>                              <C>
                AMERICAN      Redemptions and exchanges,                  National/Minnesota:
                EXPRESS       dividend payments or                               800-437-3133
                TELEPHONE     reinvestments and automatic                Mpls./St. Paul area:
                TRANSACTION   payment arrangements                                   671-3800
                SERVICE
                ----------------------------------------------------
                AMERICAN      Fund performance, objectives                       612-671-3733
                EXPRESS       and account inquiries
                SHAREHOLDER
                SERVICE

                ----------------------------------------------------
                TTY SERVICE   For the hearing impaired                           800-846-4852

                ----------------------------------------------------
                AMERICAN      Automated account information               National/Minnesota:
                EXPRESS       (TouchTone-Registered Trademark-                   800-272-4445
                INFOLINE      phones only), including                    Mpls./St. Paul area:
                              current fund prices and                                671-1630
                              performance, account values
                              and recent account
                              transactions

                ----------------------------------------------------
</TABLE>

                                                                             27P
<PAGE>
                     ----------------------------------------------------------
               Distributions and taxes

               The fund distributes to shareholders investment income and net
               capital gains. It does so to qualify as a regulated investment
               company and to avoid paying corporate income and excise taxes.
               Dividend and capital gains distributions will have tax
               consequences you should know about.

               DIVIDEND AND CAPITAL GAIN DISTRIBUTIONS

               The fund distributes its net investment income (dividends and
               interest earned on securities held by the fund, less operating
               expenses) to shareholders of record monthly. Short-term capital
               gains distributed are included in net investment income. Net
               realized capital gains, if any, from selling securities are
               distributed at the end of the calendar year. Before they're
               distributed, net capital gains are included in the value of each
               share. After they're distributed, the value of each share drops
               by the per-share amount of the distribution. (If your
               distributions are reinvested, the total value of your holdings
               will not change.)

               Dividends paid by each class will be calculated at the same time,
               in the same manner and in the same amount, except the expenses
               attributable solely to Class A, Class B and Class Y will be paid
               exclusively by that class. Class B shareholders will receive
               lower per share dividends than Class A and Class Y shareholders
               because expenses for Class B are higher than for Class A or Class
               Y. Class A shareholders will receive lower per share dividends
               than Class Y shareholders because expenses for Class A are higher
               than for Class Y.

               REINVESTMENTS

               Dividends and capital gain distributions are automatically
               reinvested in additional shares in the same class of the fund,
               unless:

               - you request the fund in writing or by phone to pay
                distributions to you in cash, or

               - you direct the fund to invest your distributions in any
                publicly available IDS fund for which you've previously opened
                an account. You pay no sales charge on shares purchased through
                reinvestment from this fund into any IDS fund.

               The reinvestment price is the net asset value at close of
               business on the day the distribution is paid. (Your quarterly
               statement will confirm the amount invested and the number of
               shares purchased.)

28P
<PAGE>
- --------------------------------------------------------------------------------

               If you choose cash distributions, you will receive only those
               declared after your request has been processed.

               If the U.S. Postal Service cannot deliver the checks for the cash
               distributions, we will reinvest the checks into your account at
               the then-current net asset value and make future distributions in
               the form of additional shares.

               TAXES

               Dividends distributed from interest earned on tax-exempt
               securities (exempt-interest dividends) are exempt from federal
               income taxes but may be subject to state and local taxes.
               Dividends distributed from other income earned and capital gain
               distributions are not exempt from federal income taxes.
               Distributions are taxable in the year the fund pays them
               regardless of whether you take them in cash or reinvest them.

               Interest on certain private activity bonds is a preference item
               for purposes of the individual and corporate alternative minimum
               taxes. To the extent a fund earns such income, it will flow
               through to its shareholders and may be taxable to those
               shareholders who are subject to the alternative minimum tax.

               Because interest on municipal bonds and notes is tax-exempt for
               federal income tax purposes, any interest on borrowed money used
               directly or indirectly to purchase fund shares is not deductible
               on your federal income tax return. You should consult a tax
               advisor regarding its deductibility for state and local income
               tax purposes.

   
               Each January, you will receive a statement showing the kinds and
               total amount of all distributions you received during the
               previous year. You must report all distributions on your tax
               returns, even if they are reinvested in additional shares.
    

               "Buying a dividend" creates a tax liability. This means buying
               shares shortly before a capital gain distribution. You pay the
               full pre-distribution price for the shares, then receive a
               portion of your investment back as a distribution, which is
               taxable.

               Redemptions and exchanges subject you to a tax on any capital
               gain. If you sell shares for more than their cost, the difference
               is a capital gain. Your gain may be either short term (for shares
               held for one year or less) or long term (for shares held for more
               than one year).

                                                                             29P
<PAGE>
- ---------------------------------------------------------------------------
               Distributions and taxes

   
               YOUR TAXPAYER IDENTIFICATION NUMBER (TIN) IS IMPORTANT. As with
               any financial account you open, you must list your current and
               correct Taxpayer Identification Number (TIN) -- either your
               Social Security or Employer Identification number. The TIN must
               be certified under penalties of perjury on your application when
               you open an account at American Express Financial Corporation.
    

   
               If you don't provide the TIN, or the TIN you report is incorrect,
               you could be subject to backup withholding of 31% of taxable
               distributions and proceeds from certain sales and exchanges. You
               also could be subject to further penalties, such as:
    

               - a $50 penalty for each failure to supply your correct TIN

               - a civil penalty of $500 if you make a false statement that
                results in no backup withholding

               - criminal penalties for falsifying information

               You also could be subject to backup withholding because you
               failed to report interest or dividends on your tax return as
               required.

30P
<PAGE>
- --------------------------------------------------------------------------------

               -------------------------------------------------------------
                HOW TO DETERMINE THE CORRECT TIN

                FOR THIS TYPE OF ACCOUNT      USE THE SOCIAL SECURITY
                                              OR
                                              EMPLOYER IDENTIFICATION
                                              NUMBER OF:
                ----------------------------------------------------
                Individual or joint           The individual or first
                account                       person listed on the
                                              account

                ----------------------------------------------------
                Custodian account of a        The minor
                minor (Uniform
                Gifts/Transfers to Minors
                Act)

                ----------------------------------------------------
                A living trust                The grantor-trustee (the
                                              person who puts the money
                                              into the trust)

                ----------------------------------------------------
                An irrevocable trust,         The legal entity (not the
                pension trust or estate       personal representative
                                              or trustee, unless no
                                              legal entity is
                                              designated in the account
                                              title)
                ----------------------------------------------------
                Sole proprietorship or        The owner or partnership
                partnership

                ----------------------------------------------------
                Corporate                     The corporation

                ----------------------------------------------------
                Association, club or          The organization
                tax-exempt organization

                ----------------------------------------------------

               For details on TIN requirements, ask your financial advisor or
               local American Express Financial Advisors office for Federal Form
               W-9, "Request for Taxpayer Identification Number and
               Certification."

               IMPORTANT: This information is a brief and selective summary of
               certain federal tax rules that apply to this fund. Tax matters
               are highly individual and complex, and you should consult a
               qualified tax advisor about your personal situation.

                                                                             31P
<PAGE>
                     ----------------------------------------------------------
               How the fund is organized

               The fund is a diversified, open-end management investment
               company, as defined in the Investment Company Act of 1940.
               Originally incorporated on Sept. 30, 1976 in Nevada, the fund
               changed its state of incorporation on June 13, 1986 by merging
               into a Minnesota corporation incorporated on April 7, 1986. The
               fund headquarters are at 901 S. Marquette Ave., Suite 2810,
               Minneapolis, MN 55402-3268.

               SHARES

               The fund is owned by its shareholders. The fund issues shares in
               three classes -- Class A, Class B and Class Y. Each class has
               different sales arrangements and bears different expenses. Each
               class represents interests in the assets of the fund. Par value
               is 1 cent per share. Both full and fractional shares can be
               issued.

               The fund no longer issues stock certificates.

               VOTING RIGHTS

               As a shareholder, you have voting rights over the fund's
               management and fundamental policies. You are entitled to one vote
               for each share you own. Each class has exclusive voting rights
               with respect to the provisions of the fund's distribution plan
               that pertain to a particular class and other matters for which
               separate class voting is appropriate under applicable law.

               SHAREHOLDER MEETINGS

               The fund does not hold annual shareholder meetings. However, the
               directors may call meetings at their discretion, or on demand by
               holders of 10% or more of the outstanding shares, to elect or
               remove directors.

               DIRECTORS AND OFFICERS

               Shareholders elect a board of directors that oversees the
               operations of the fund and chooses its officers. Its officers are
               responsible for day-to-day business decisions based on policies
               set by the board. The board has named an executive committee that
               has authority to act on its behalf between meetings. The
               directors also serve on the boards of all of the other funds in
               the IDS MUTUAL FUND GROUP, except for Mr. Dudley, who is a
               director of all publicly offered funds.

32P
<PAGE>
- --------------------------------------------------------------------------------

- ------------------------------------------------------------------
                    DIRECTORS AND OFFICERS OF THE FUND

   
President and            WILLIAM R. PEARCE
interested director      President of all funds in the IDS MUTUAL FUND GROUP.

- ------------------------------------------------------------------

Independent              LYNNE V. CHENEY
directors                Distinguished fellow, American Enterprise Institute for
                         Public Policy Research.

                         ROBERT F. FROEHLKE
                         Former president of all funds in the IDS MUTUAL FUND
                         GROUP.

                         HEINZ F. HUTTER
                         Former president and chief operating officer, Cargill,
                         Inc.

                         ANNE P. JONES
                         Attorney and telecommunications consultant.

                         DONALD M. KENDALL
                         Former chairman and chief executive officer, PepsiCo,
                         Inc.

                         MELVIN R. LAIRD
                         Senior counsellor for national and international
                         affairs,
                         The Reader's Digest Association, Inc.

                         LEWIS W. LEHR
                         Former chairman and chief executive officer, Minnesota
                         Mining and Manufacturing Company (3M).

                         EDSON W. SPENCER
                         Former chairman and chief executive officer, Honeywell,
                         Inc.

                         WHEELOCK WHITNEY
                         Chairman, Whitney Management Company.

                         C. ANGUS WURTELE
                         Chairman of the board and chief executive officer,
                         The Valspar Corporation.

- ------------------------------------------------------------------

Interested directors     WILLIAM H. DUDLEY
who are officers         Executive vice president, American Express Financial
and/or employees         Corporation.
of American Express      DAVID R. HUBERS
Financial                President and chief executive officer, American Express
Corporation              Financial Corporation.
                         JOHN R. THOMAS
                         Senior vice president, American Express Financial
                         Corporation.
- ------------------------------------------------------------------

Other officer            LESLIE L. OGG
                         Vice president of all funds in the IDS MUTUAL FUND
                         GROUP and general counsel and treasurer of the publicly
                         offered funds.

    

Refer to the SAI for the directors' and officers' biographies.

                                                                             33P
<PAGE>
- ---------------------------------------------------------------------------
               How the fund is organized

               INVESTMENT MANAGER AND TRANSFER AGENT

   
               The fund pays American Express Financial Corporation for managing
               its portfolio, providing administrative services and serving as
               transfer agent (handling shareholder accounts).
    

   
               Under its Investment Management Services Agreement, American
               Express Financial Corporation determines which securities will be
               purchased, held or sold (subject to the direction and control of
               the fund's board of directors). Effective March 1995, the fund
               pays American Express Financial Corporation a fee for these
               services based on the average daily net assets of the fund, as
               follows:
    

<TABLE>
<CAPTION>
                ASSETS               ANNUAL RATE
                (BILLIONS)           AT EACH ASSET LEVEL
                <S>   <C>            <C>
                ----------------------------------------
                 First $ 1.0                   0.450%

                ----------------------------------------
                 Next   1.0                    0.425

                ----------------------------------------
                 Next   1.0                    0.400

                ----------------------------------------
                 Next   3.0                    0.375

                ----------------------------------------
                 Over   6.0                    0.350
</TABLE>

   
               For the fiscal year ended Nov. 30, 1994, under a prior agreement,
               the fund paid American Express Financial Corporation a total
               investment management fee of 0.52% of its average daily net
               assets. Under the Agreement, the fund also pays taxes, brokerage
               commissions and nonadvisory expenses.
    

   
               Under an Administrative Services Agreement, the fund pays
               American Express Financial Corporation for administration and
               accounting services at an annual rate of 0.04% decreasing in
               gradual percentages to 0.02% as assets increase.
    

   
               In addition, under a separate Transfer Agency Agreement, American
               Express Financial Corporation maintains shareholder accounts and
               records. The fund pays American Express Financial Corporation an
               annual fee per shareholder account for this service as follows:
    

                    - Class A $15.50

                    - Class B $16.50

                    - Class Y $15.50

34P
<PAGE>
- --------------------------------------------------------------------------------

               DISTRIBUTOR

   
               The fund sells shares through American Express Financial
               Advisors, a wholly owned subsidiary of American Express Financial
               Corporation, under a Distribution Agreement. Financial advisors
               representing American Express Financial Advisors provide
               information to investors about individual investment programs,
               the fund and its operations, new account applications, exchange
               and redemption requests. The cost of these services is paid
               partially by the fund's sales charge.
    

               Portions of sales charges may be paid to securities dealers who
               have sold the fund's shares, or to banks and other financial
               institutions. The proceeds paid to others range from 0.8% to 4%
               of the fund's offering price depending on the monthly sales
               volume.

               For Class B shares, to help defray costs not covered by sales
               charges, including costs for marketing, sales administration,
               training, overhead, direct marketing programs, advertising and
               related functions, the fund pays American Express Financial
               Advisors a distribution fee, also known as a 12b-1 fee. This fee
               is paid under a Plan and Agreement of Distribution that follows
               the terms of Rule 12b-1 of the Investment Company Act of 1940.
               Under this Agreement, the fund pays a distribution fee at an
               annual rate of 0.75% of the fund's average daily net assets
               attributable to Class B shares for distribution-related services.
               The total 12b-1 fee paid by the fund under a prior agreement for
               the fiscal year ended Nov. 30, 1994 was 0.02% of its average
               daily net assets. This fee will not cover all of the costs
               incurred by American Express Financial Advisors.

               Under a Shareholder Service Agreement, the fund also pays a fee
               for service provided to shareholders by financial advisors and
               other servicing agents. The fee is calculated at a rate of 0.175%
               of the fund's average daily net assets attributable to Class A
               and Class B shares.

               Total expenses paid by the fund in the fiscal year ended Nov. 30,
               1994 were 0.61% of its average daily net assets.

               Total fees and expenses (excluding taxes and brokerage
               commissions) cannot exceed the most restrictive applicable state
               expense limitation.

                                                                             35P
<PAGE>
   
                     ----------------------------------------------------------
    
               About American Express Financial Corporation

               GENERAL INFORMATION

   
               The American Express Financial Corporation family of companies
               offers not only mutual funds but also insurance, annuities,
               investment certificates and a broad range of financial management
               services.
    

   
               Besides managing investments for all publicly offered funds in
               the IDS MUTUAL FUND GROUP, American Express Financial Corporation
               also manages investments for itself and its subsidiaries, IDS
               Certificate Company and IDS Life Insurance Company. Total assets
               under management on Nov. 30, 1994 were more than $104 billion.
    

               American Express Financial Advisors serves individuals and
               businesses through its nationwide network of more than 175
               offices and more than 7,800 advisors.

   
               Other American Express Financial Corporation subsidiaries provide
               investment management and related services for pension, profit
               sharing, employee savings and endowment funds of businesses and
               institutions.
    

   
               American Express Financial Corporation is located at IDS Tower
               10, Minneapolis, MN 55440-0010. It is a wholly owned subsidiary
               of American Express Company, a financial services company with
               headquarters at American Express Tower, World Financial Center,
               New York, NY 10285. The fund may pay brokerage commissions to
               broker-dealer affiliates of American Express and American Express
               Financial Corporation.
    

36P
<PAGE>
                     ----------------------------------------------------------
               Appendix A

   
               1995 FEDERAL TAX-EXEMPT AND TAXABLE EQUIVALENT YIELD CALCULATION
    

   
               These tables will help you determine your federal taxable yields
               equivalents for given rates of tax-exempt income.
    

   
               STEP 1: CALCULATING YOUR MARGINAL TAX RATE.
    

   
               Using your Taxable Income and Adjusted Gross Income figures as
               guides you can locate your Marginal Tax Rate in the table below.
    

   
               First locate your Taxable Income in a filing status and income
               range in the left-hand column. Then, locate your Adjusted Gross
               Income at the top of the chart. At the point where your Taxable
               Income line meets your Adjusted Gross Income column the
               percentage indicated is an approximation of your Marginal Tax
               Rate. For example: Let's assume you are married filing jointly,
               your taxable income is $138,000 and your adjustable gross income
               is $175,000.
    

   
               Under Taxable Income married filing jointly status, $138,000 is
               in the $94,250-$143,600 range. Under Adjusted Gross Income,
               $175,000 is in the $172,050 to $294,550 column. The Taxable
               Income line and Adjusted Gross Income column meet at 33.17
               percent. This is the rate you'll use in Step 2.
    

   
- --------------------------------------------------------------
    
                    ADJUSTED GROSS INCOME*

   
<TABLE>
<CAPTION>
                                  $0 TO        $114,700 TO     $172,050 TO         OVER
TAXABLE INCOME**               $114,700(1)     $172,050(2)     $294,550(3)     $294,550(2)
<S>                           <C>             <C>             <C>             <C>
Married Filing Jointly
- --------------------------------------------------------------------------------------------
 $0 - $39,000                       15.00%

- --------------------------------------------------------------------------------------------
 39,000 - 94,250                    28.00           28.84%

- --------------------------------------------------------------------------------------------
 94,250 - 143,600                   31.00           31.93           33.17%

- --------------------------------------------------------------------------------------------
 143,600 - 256,500                  36.00           37.08           38.52           37.08%

- --------------------------------------------------------------------------------------------
 256,500+                           39.60                           42.37***        40.79
</TABLE>
    

                                                                             37P
<PAGE>
- ---------------------------------------------------------------------------
               Appendix A

   
<TABLE>
<CAPTION>
                                  $0 TO                        $114,700 TO         OVER
TAXABLE INCOME**               $114,700(1)                     $237,200(3)     $237,200(2)
<S>                           <C>             <C>             <C>             <C>
Single
- --------------------------------------------------------------------------------------------
 $0 - $23,350                       15.00%

- --------------------------------------------------------------------------------------------
 23,350 - 56,550                    28.00

- --------------------------------------------------------------------------------------------
 56,550 - 117,950                   31.00                           32.55%

- --------------------------------------------------------------------------------------------
 117,950 - 256,500                  36.00                           37.80           37.08%

- --------------------------------------------------------------------------------------------
 256,500+                           39.60                           41.58           40.79
<FN>
 * Gross income with certain adjustments before taking itemized deductions and
   personal exemptions.
 ** Amount subject to federal income tax after itemized deductions and personal
    exemptions.
*** This rate is applicable only in the limited case where your adjusted gross
    income is less than $294,550 and your taxable income exceeds $256,500.
(1) No Phase-out -- Assumes no phase-out of itemized deductions or personal
    exemptions.
(2) Itemized Deductions Phase-out -- Assumes a single taxpayer has one personal
    exemption and joint taxpayers have two personal exemptions.
(3) Itemized Deductions and Personal Exemption Phase-outs -- Assumes a single
    taxpayer has one personal exemption, joint taxpayers have two personal
    exemptions and itemized deductions continue to phase-out.
</TABLE>
    

   
If these assumptions do not apply to you, it will be necessary to construct your
own personalized tax equivalency table.
    

   
STEP 2: DETERMINING YOUR FEDERAL TAXABLE YIELD EQUIVALENTS
    

   
Using 33.17 percent, you may determine that a tax-exempt yield of 4 percent is
equivalent to earning a taxable 5.99 percent yield.
    

- ----------------------------------------------
FOR THESE TAX-EXEMPT RATES:

   
<TABLE>
<CAPTION>
                                 4.00%   4.50%   5.00%   5.50%   6.00%   6.50%   7.00%   7.50%
<S>                              <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
MARGINAL TAX RATES               EQUAL THE TAXABLE RATES SHOWN BELOW:
- ----------------------------------------------------------------------------------------------
 15.00%                           4.71    5.29    5.88    6.47     7.06    7.65    8.24    8.82

- ----------------------------------------------------------------------------------------------
 28.00%                           5.56    6.25    6.94    7.64     8.33    9.03    9.72   10.42

- ----------------------------------------------------------------------------------------------
 28.84%                           5.62    6.32    7.03    7.73     8.43    9.13    9.84   10.54

- ----------------------------------------------------------------------------------------------
 31.00%                           5.80    6.52    7.25    7.97     8.70    9.42   10.14   10.87

- ----------------------------------------------------------------------------------------------
 31.93%                           5.88    6.61    7.35    8.08     8.81    9.55   10.28   11.02

- ----------------------------------------------------------------------------------------------
 32.55%                           5.93    6.67    7.41    8.15     8.90    9.64   10.38   11.12

- ----------------------------------------------------------------------------------------------
 33.17%                           5.99    6.73    7.48    8.23     8.98    9.73   10.47   11.22

- ----------------------------------------------------------------------------------------------
 36.00%                           6.25    7.03    7.81    8.59     9.38   10.16   10.94   11.72

- ----------------------------------------------------------------------------------------------
 37.08%                           6.36    7.15    7.95    8.74     9.54   10.33   11.13   11.92

- ----------------------------------------------------------------------------------------------
 37.80%                           6.43    7.23    8.04    8.84     9.65   10.45   11.25   12.06

- ----------------------------------------------------------------------------------------------
 38.52%                           6.51    7.32    8.13    8.95     9.76   10.57   11.39   12.20

- ----------------------------------------------------------------------------------------------
 39.60%                           6.62    7.45    8.28    9.11     9.93   10.76   11.59   12.42

- ----------------------------------------------------------------------------------------------
 40.79%                           6.76    7.60    8.44    9.29    10.13   10.98   11.82   12.67

- ----------------------------------------------------------------------------------------------
 41.58%                           6.85    7.70    8.56    9.41    10.27   11.13   11.98   12.84

- ----------------------------------------------------------------------------------------------
 42.37%                           6.94    7.81    8.68    9.54    10.41   11.28   12.15   13.01
</TABLE>
    

38P
<PAGE>
                     ----------------------------------------------------------
               Appendix B

   
               -------------------------------------------------------------
    
   
                DESCRIPTIONS OF DERIVATIVE INSTRUMENTS
    
   
                 What follows are brief descriptions of derivative instruments
                 the fund may use. At various times the fund may use some or all
                 of these instruments and is not limited to these instruments.
                 It may use other similar types of instruments if they are
                 consistent with the fund's investment goal and policies. For
                 more information on these instruments, see the Statement of
                 Additional Information.
    

   
                 OPTIONS AND FUTURES CONTRACTS. An option is an agreement to buy
                 or sell an instrument at a set price during a certain period of
                 time. A futures contract is an agreement to buy and sell an
                 instrument for a set price on a future date. The fund may buy
                 and sell options and futures contracts to manage its exposure
                 to changing interest rates, security prices and currency
                 exchange rates. Options and futures may be used to hedge the
                 fund's investments against price fluctuations or to increase
                 market exposure.
    

   
                 ASSET-BACKED AND MORTGAGE-BACKED SECURITIES. Asset-backed and
                 mortgage-backed securities include interests in pools of
                 consumer loans or mortgages, such as collateralized mortgage
                 obligations and stripped mortgage-backed securities. Interest
                 and principal payments depend on payment of the underlying
                 loans or mortgages. The value of these securities may also be
                 affected by changes in interest rates, the market's perception
                 of the issuers and the creditworthiness of the parties
                 involved. Stripped mortgage-backed securities include interest
                 only (IO) and principal only (PO) securities. Cash flows and
                 yields on IOs and POs are extremely sensitive to the rate of
                 principal payments on the underlying mortgage loans or
                 mortgage-backed securities.
    

   
                 INDEXED SECURITIES. The value of indexed securities is linked
                 to currencies, interest rates, commodities, indexes or other
                 financial indicators. Most indexed securities are short- to
                 intermediate-term fixed income securities whose values at
                 maturity or interest rates rise or fall according to the change
                 in one or more specified underlying instruments. Indexed
                 securities may be more volatile than the underlying instrument
                 itself.
    

   
                 INVERSE FLOATERS. Inverse floaters are created using the
                 interest payment on securities. A portion of the interest
                 received is paid to holders of instruments based on current
                 interest rates for short-term securities. The remainder, minus
                 a servicing fee, is paid to holders of inverse floaters.
                 Inverse floaters are extremely sensitive to changes in interest
                 rates.
    

   
                 STRUCTURED PRODUCTS. Structured products are over-the-counter
                 financial instruments created specifically to meet the needs of
                 one or a small number of investors. The instrument may consist
                 of a warrant, an option or a forward contract embedded in a
                 note or any of a wide variety of debt, equity and/or currency
                 combinations. Risks of structured products include the
                 inability to close such instruments, rapid changes in the
                 market and defaults by other parties.
    

                                                                             39P

<PAGE>






           STATEMENT OF ADDITIONAL INFORMATION

                          FOR

                IDS TAX-EXEMPT BOND FUND


   
                     March 20, 1995
    


   
This Statement of Additional Information (SAI) is not a prospectus.
It should be read together with the prospectus and the financial
statements contained in the Annual Report which may be obtained
from your American Express financial advisor or by writing to
American Express Shareholder Service, P.O. Box 534, Minneapolis, MN
55440-0534.
    

   
This SAI is dated March 20, 1995, and it is to be used with the
prospectus dated March 20, 1995, and the Annual Report for the
fiscal year ended Nov. 30, 1994.
    


                                       -1-


<PAGE>


                    TABLE OF CONTENTS

   
Goal and Investment Policies.........................See Prospectus

Additional Investment Policies................................p.

Portfolio Transactions........................................p.

Brokerage Commissions Paid to Brokers Affiliated with
American Express Financial Corporation........................p.

Performance Information.......................................p.

Valuing Fund Shares...........................................p.

Investing in the Fund.........................................p.

Redeeming Shares..............................................p.

Pay-out Plans.................................................p.

Exchanges.....................................................p.

Capital Loss Carryover........................................p.

Taxes.........................................................p.

Agreements....................................................p.

Directors and Officers........................................p.

Custodian.....................................................p.

Independent Auditors..........................................p.

Financial Statements..............................See Annual Report

Prospectus....................................................p.

Appendix A:  Description of Bond Ratings and
             Short-Term Securities............................p.

Appendix B:  Options and Interest Rate Futures Contracts
             and Additional Information on Investment
             Policies.........................................p.

Appendix C:  Dollar-Cost Averaging............................p.
    

                                       -2-



<PAGE>



   
ADDITIONAL INVESTMENT POLICIES
    

   
These are investment policies in addition to those presented in the
prospectus.  Unless holders of a majority of the outstanding shares
agree to make the change the fund will not:
    

   
'Act as an underwriter (sell securities for others).  However,
under the securities laws, the fund may be deemed to be an
underwriter when it purchases securities directly from the issuer
and later resells them.
    

   
'Borrow money or property, except as a temporary measure for
extraordinary or emergency purposes, in an amount not exceeding
one-third of the market value of its total assets (including
borrowings) less liabilities (other than borrowings) immediately
after the borrowing.  The fund has not borrowed in the past and has
no present intention to borrow.
    

   
'Make cash loans if the total commitment amount exceeds 5% of the
fund's total assets.
    

'Invest more than 5% of its total assets, at market value, in
securities of any one company, government or political subdivision
thereof, except the limitation will not apply to investments in
securities issued by the U.S. government, its agencies or
instrumentalities, and except that up to 25% of the fund's total
assets may be invested without regard to this 5% limitation.  For
purposes of this policy, the terms of a municipal security
determine the issuer.

   
'Buy or sell real estate, unless acquired as a result of ownership
of securities or other instruments, except this shall not prevent
the fund from investing in securities or other instruments backed
by real estate or securities of companies engaged in the real
estate business. For purposes of this policy, real estate includes
real estate limited partnerships.
    

   
'Buy or sell physical commodities unless acquired as a result of
ownership of securities or other instruments, except this shall not
prevent the fund from buying or selling options and futures
contracts or from investing in securities or other instruments
backed by, or whose value is derived from, physical commodities.
    

   
'Lend portfolio securities in excess of 30% of its net assets.  In
making such loans, the fund gets the market price in cash, U.S.
government securities, letters of credit or such other collateral
as may be permitted by regulatory agencies and approved by the
board of securities.  If the market price of the loaned securities
goes up, the fund will get additional collateral.  Such loans are
callable at the discretion of the fund.  The fund has not loaned
securities in the past and has no present intention of making such
loans.  The risks are that the borrower may not provide additional
collateral when required or return the securities when due.
    

   
Unless changed by the board of directors, the fund will not:
    

'Buy on margin or sell short, except that it may enter into
interest rate futures contracts.


                                       -3-



<PAGE>


'Pledge or mortgage its assets beyond 15% of total assets.  If
the fund were ever to do so, valuation of the pledged or mortgaged
assets would be based on market values.  For purposes of this
restriction, collateral arrangements for margin deposits on futures
contracts are not deemed to be a pledge of assets.


'Invest more than 5% of its total assets in securities whose issuer
or guarantor of principal and interest has been in operation for less
than three years.

'Invest in voting securities, securities of investment companies,
or exploration or development programs, such as oil, gas or mineral
programs.


   
'Invest more than 5% of its net assets in warrants.  Under one
state's law no more than 2% of the fund's net assets may be
invested in warrants not listed on an Exchange.
    

   
'Invest more than 10% of the fund's net assets in securities and
derivative instruments that are illiquid.  In determining the
liquidity of municipal lease obligations, the investment manager,
under guidelines established by the board of directors, will
consider the essential nature of the least property, the likelihood
that the municipality will continue appropriating funding for the
leased property, and other relevant factors related to the general
credit quality of the municipality and the marketability of the
municipal lease obligation.
    

   
In determining the liquidity of commercial paper issued in
transactions not involving a public offering under Section 4(2) of
the Securities Act of 1933, the investment manager, under
guidelines established by the board of directors, will evaluate
relevant factors such as the issuer and the size and nature of its
commercial paper programs, the willingness and ability of the
issuer or dealer to repurchase the paper, and the nature of the
clearance and settlement procedures for the paper.
    

For daily operations, the fund may invest its excess cash in short-
term tax-exempt securities.  Under extraordinary conditions where,
in the opinion of the investment manager, appropriate short-term
tax-exempt securities are not available, the fund is authorized to
make certain taxable investments as described in this SAI.

The fund may purchase some debt securities on a when-issued basis,
which means that it may take as long as 45 days after the purchase
before the securities are delivered to the fund.  Payment and
interest terms, however, are fixed at the time the purchaser enters
into the commitment.  Under normal market conditions, the fund does
not intend to commit more than 5% of its total assets to these
practices.  The fund does not pay for the securities or start
earning interest on them until the contractual settlement date.
When-issued securities are subject to market fluctuations and may
affect the fund's total assets the same as owned securities.

   
The fund may invest up to 20% of its net assets in certain taxable
investments for temporary defensive purposes.  It may purchase
short-term U.S. and Canadian government securities.  It may invest

                                       -4-


<PAGE>


in bank obligations including negotiable certificates of deposit,
non-negotiable fixed time deposits, bankers' acceptances and
letters of credit.  The issuing bank or savings and loan generally
must have capital, surplus and undivided profits (as of the date of
its most recently published annual financial statements) in excess
of $100 million (or the equivalent in the instance of a foreign
branch of a U.S. bank) at the date of investment.  The fund may
purchase short-term corporate notes and obligations rated in the
top two classifications by Moody's or S&P or the equivalent.  It
also may use repurchase agreements with broker-dealers registered
under the Securities Exchange Act of 1934 and with commercial
banks.  Repurchase agreements involve investments in debt
securities where the seller (broker-dealer or bank) agrees to
repurchase the securities from the fund at cost plus an agreed-to
interest rate within a specified time.  A risk of a repurchase
agreement is that if the seller seeks the protection of the
bankruptcy laws, the fund's ability to liquidate the security
involved could be impaired, and it might subsequently incur a loss
if the value of the security declines or if the other party to a
repurchase agreement defaults on its obligation.
    

   
Notwithstanding any of the fund's other investment policies, the
fund may invest its assets in an open-end management investment
company having substantially the same investment objectives,
policies and restrictions as the fund for the purpose of having
those assets managed as part of a combined pool.
    

   
For a description of bond ratings and short-term securities, see
Appendix A.  For a discussion on options and interest rate futures
contracts and additional information on investment policies, see
Appendix B.
    

PORTFOLIO TRANSACTIONS

   
Subject to policies set by the board of directors, American Express Financial
Corporation is authorized to determine, consistent with the fund's investment
goal and policies, which securities will be purchased, held or sold.  In
determining where the buy and sell orders are to be placed, American Express
Financial Corporation has been directed to use its best efforts to obtain
the best available price and most favorable execution except where otherwise
authorized by the board of directors.
    

   
Normally, the fund's securities are traded on a principal rather
than an agency basis.  In other words, American Express Financial
Corporation will trade directly with the issuer or with a dealer who buys
or sells for its own account, rather than acting on behalf of another
client. American Express Financial Corporation does not pay the dealer
commissions.  Instead, the dealer's profit, if any, is the difference,
or spread, between the dealer's purchase and sale price for the security.
    

   
On occasion, it may be desirable to compensate a broker for
research services or for brokerage services by paying a commission
that might not otherwise be charged or a commission in excess of
the amount another broker might charge.  The board of directors has
adopted a policy authorizing American Express Financial Corporation to do
so to the extent authorized by law, if American Express Financial Corporation
determines, in good faith, that such commission is reasonable in relation
to the value of the brokerage or research


                                       -5-


<PAGE>


services provided by a broker or dealer, viewed either in the light
of that transaction or American Express Financial Corporation's overall
responsibilities to the funds in the IDS MUTUAL FUND GROUP and other
funds for which it acts as investment advisor.
    

   
Research provided by brokers supplements American Express Financial
Corporation's own research activities.  Such services include economic
data on, and analysis of, U.S. and foreign economies; information on
specific industries; information about specific companies, including
earnings estimates; purchase recommendations for stocks and bonds; portfolio
strategy services; political, economic, business and industry trend
assessments; historical statistical information; market data
services providing information on specific issues and prices; and
technical analysis of various aspects of the securities markets,
including technical charts.  Research services may take the form of
written reports, computer software or personal contact by telephone
or at seminars or other meetings.  American Express Financial Corporation
has obtained, and in the future may obtain, computer hardware from brokers,
including but not limited to personal computers that will be used exclusively
for investment decision-making purposes, which include the research,
portfolio management and trading functions and other services to
the extent permitted under an interpretation by the Securities and
Exchange Commission.
    


                                       -6-


<PAGE>

   
Each investment decision made for the fund is made independently
from any decision made for another fund in the IDS MUTUAL FUND
GROUP or other account advised by American Express Financial Corporation
or any of its subsidiaries.  When the fund buys or sells the same security
as another fund or account, American Express Financial Corporation carries
out the purchase or sale in a way the fund agrees in advance is fair.
Although sharing in large transactions may adversely affect the price or
volume purchased or sold by the fund, the fund hopes to gain an overall
advantage in execution.  American Express Financial Corporation has assured
the fund it will continue to seek ways to reduce brokerage costs.
    

   
On a periodic basis, American Express Financial Corporation makes a
comprehensive review of the broker-dealers and the overall reasonableness of
their commissions. The review evaluates execution, operational efficiency
and research services.
    

   
The fund paid total brokerage commissions of $0 for the
fiscal year ended Nov. 30, 1994, $35,700 for fiscal year 1993, and
$464,800 for fiscal year 1992.  Substantially all firms through
whom transactions were executed provide research services.
    

   
No transactions were directed to brokers because of research
services they provided to the fund.
    

   
The fund acquired no securities of its regular brokers or dealers
or of the parents of those brokers or dealers that derived more
than 15% of gross revenue from securities-related activities during
the fiscal year ended Nov. 30, 1994.
    

   
The portfolio turnover rate was 66% in the fiscal year ended
Nov. 30, 1994, and 43% in fiscal year 1993.
    

   
BROKERAGE COMMISSIONS PAID TO BROKERS AFFILIATED WITH AMERICAN
EXPRESS FINANCIAL CORPORATION
    

   
Affiliates of American Express Company (American Express) (of which
American Express Financial Corporation is a wholly owned subsidiary)
may engage in brokerage and other securities transactions on behalf of the
fund according to procedures adopted by the fund's board of directors and to
the extent consistent with applicable provisions of the federal
securities laws.  American Express Financial Corporation will use an
American Express affiliate only

                                       -7-



<PAGE>


if (i) American Express Financial Corporation determines that the fund will
receive prices and executions at least as favorable as those offered by
qualified independent brokers performing similar brokerage and other services
for the fund and (ii) the affiliate charges the fund commission
rates consistent with those the affiliate charges comparable
unaffiliated customers in similar transactions and if such use is
consistent with terms of the Investment Management Services
Agreement.
    

   
American Express Financial Corporation may direct brokerage to compensate
an affiliate. American Express Financial Corporation will receive research on
South Africa from New Africa Advisers a wholly-owned subsidiary of Sloan
Financial Group. American Express Financial Corporation owns 100% of IDS
Capital Holdings Inc. which in turn owns 40% of Sloan Financial Group. New
Africa Advisers will send research to American Express Financial Corporation
and in turn American Express Financial Corporation will direct trades to a
particular broker. The broker will have an agreement to pay New Africa
Advisers. All transactions will be on a best execution basis. Compensation
received will be reasonable for the services rendered.
    

   
No brokerage commissions were paid to brokers affiliated with American Express
Financial Corporation for the three most recent fiscal years.
    


PERFORMANCE INFORMATION

The fund may quote various performance figures to illustrate past
performance.  Average annual total return and current yield quotations
used by a fund are based on standardized methods of computing performance
as required by the SEC. An explanation of the methods used by the fund
to compute performance follows below.

AVERAGE ANNUAL TOTAL RETURN

   
The fund may calculate average annual total return for a class for
certain periods by finding the average annual compounded rates of
return over the period that would equate the initial amount
invested to the ending redeemable value, according to the following
formula:
    

                              P(1+T)n = ERV

where:       P = a hypothetical initial payment of $1,000
             T = average annual total return

             n = number of years
           ERV = ending redeemable value of a hypothetical $1,000
                 payment, made at the beginning of a period, at the
                 end of the period (or fractional portion thereof)

                                       -8-


<PAGE>


AGGREGATE TOTAL RETURN

   
The fund may calculate aggregate total return for a class for
certain periods representing the cumulative change in the value of
an investment in the fund over a specified period of time according
to the following formula:
                             ERV - P
                             -------
                                P

where:     P  =  a hypothetical initial payment of $1,000
         ERV  =  ending redeemable value of a hypothetical $1,000
                 payment, made at the beginning of a period, at the
                 end of the period (or fractional portion thereof)
    

ANNUALIZED YIELD

   
The fund may calculate an annualized yield for a class by dividing
the net investment income per share deemed earned during a 30-day
period by the public offering price per share (including the
maximum sales charge) on the last day of the period and annualizing
the results.
    

Yield is calculated according to the following formula:
                                               6
                            Yield = 2[(a-b + 1)  - 1]
                                       ---
                                       cd

where:       a = dividends and interest earned during the period
             b = expenses accrued for the period (net of
                 reimbursements)
             c = the average daily number of shares outstanding
                 during the period that were entitled to receive
                 dividends
             d = the maximum offering price per share on the last
                 day of the period

   
The fund's annualized yield was 6.01% for the 30-day period ended
Nov. 30, 1994.
    

DISTRIBUTION YIELD

Distribution yield is calculated according to the following
formula:

                   D   divided by   POP  F  equals  DY
                   --               ---
                   30               30

where:     D  =  sum of dividends for 30 day period
         POP  =  sum of public offering price for 30 day period
           F  =  annualizing factor
          DY  =  distribution yield


   
The fund's distribution yield was 6.03%, respectively, for the 30-
day period ended Nov. 30, 1994.
    



                                       -9-



<PAGE>


TAX-EQUIVALENT YIELD

   
Tax-equivalent yield is calculated by dividing that portion of the
yield (as calculated above) which is tax-exempt by one minus a
stated income tax rate and adding the result to that portion, if
any, of the yield that is not tax-exempt.  The following table
shows the fund's tax equivalent yield, based on federal but not
state tax rates, for the 30-day period ended Nov. 30, 1994.
    

   
<TABLE>
<CAPTION>

Marginal
Income Tax          Tax-Equivalent Yield
Bracket                 Distribution             Annualized
- ----------          --------------------         ----------

<S>                <C>                           <C>
15.0%                      7.09%                    7.07%
28.0%                      8.38                     8.35
33.0%                      9.00                     8.97
</TABLE>
    

In its sales material and other communications, the fund may quote,
compare or refer to rankings, yields or returns as published by
independent statistical services or publishers and publications
such as The Bank Rate Monitor National Index, Barron's, Business
Week, Donoghue's Money Market Fund Report, Financial Services Week,
Financial Times, Financial World, Forbes, Fortune, Global Investor,
Institutional Investor, Investor's Daily, Kiplinger's Personal
Finance, Lipper Analytical Services, Money, Mutual Fund Forecaster,
Newsweek, The New York Times, Personal Investor, Stanger Report,
Sylvia Porter's Personal Finance, USA Today, U.S. News and World
Report, The Wall Street Journal and Wiesenberger Investment
Companies Service.

VALUING FUND SHARES

   
The value of an individual share for each class is determined by
using the net asset value before shareholder transactions for the
day.  On Dec. 1, 1994, the first business day following the end of
the fiscal year, the computation looked like this:
    

   
           Net assets before          Shares outstanding         Net asset value
           shareholder transactions   at end of previous day     of one share
           --------------------------------------------------------------------
Class A*   $1,057,777,288             divided by 297,618,426     equals  $3.55

*Shares of Class B and Class Y were not outstanding on that date.
    

In determining net assets before shareholder transactions, the
fund's portfolio securities are valued as follows as of the close
of business of the New York Stock Exchange:

'Securities, except bonds other than convertibles, traded on a
securities exchange for which a last-quoted sales price is readily
available are valued at the last-quoted sales price on the exchange
where such security is primarily traded.

'Securities traded on a securities exchange for which a last-quoted
sales price is not readily available are valued at the mean of the
closing bid and asked prices, looking first to the bid and asked
prices on the exchange where the security is primarily traded and,
if none exist, to the over-the-counter market.


                                      -10-


<PAGE>


'Securities included in the NASDAQ National Market System are
valued at the last-quoted sales price in this market.

'Securities included in the NASDAQ National Market System for which
a last-quoted sales price is not readily available, and other
securities traded over-the-counter but not included in the NASDAQ
National Market System are valued at the mean of the closing bid
and asked prices.

'Futures and options traded on major exchanges are valued at the
last-quoted sales price on their primary exchange.

   
'Foreign securities traded outside the United States are generally
valued as of the time their trading is complete, which is usually
different from the close of the New York Stock Exchange (the
"Exchange").  Foreign securities quoted in foreign currencies are
translated into U.S. dollars at the current rate of exchange.
Occasionally, events affecting the value of such securities may
occur between such times and the close of the Exchange that will
not be reflected in the computation of the fund's net asset value.
If events materially affecting the value of such securities occur
during such period, these securities will be valued at their fair
value according to procedures decided upon in good faith by the
fund's board of directors (the "board").
    

'Short-term securities maturing more than 60 days from the
valuation date are valued at the readily available market price or
approximate market value based on current interest rates.  Short-
term securities maturing in 60 days or less that originally had
maturities of more than 60 days at acquisition date are valued at
amortized cost using the market value on the 61st day before
maturity.  Short-term securities maturing in 60 days or less at
acquisition date are valued at amortized cost.  Amortized cost is
an approximation of market value determined by systematically
increasing the carrying value of a security if acquired at a
discount, or reducing the carrying value if acquired at a premium,
so that the carrying value is equal to maturity value on the
maturity date.

   
'Securities without a readily available market price, bonds other
than convertibles and other assets are valued at fair value as
determined in good faith by the board.  The board is responsible
for selecting methods it believes provide fair value.  When
possible, bonds are valued by a pricing service
independent from the fund.  If a valuation of a bond is not
available from a pricing service, the bond will be valued by a
dealer knowledgeable about the bond if such a dealer is available.
    

   
The New York Stock Exchange, American Express Financial Corporation
and the fund will be closed on the following holidays:  New Year's Day,
Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day and Christmas Day.
    


                                      -11-


<PAGE>


INVESTING IN THE FUND

Sales Charge

   
Shares of the fund are sold at the public offering price determined
at the close of business on the day an application is accepted.
The public offering price is the net asset value of one share plus
a sales charge if applicable.  For Class B and Class Y, there is no
initial sales charge so the public offering price is the same as
the net asset value.  For Class A, the public offering price for an
investment of less than $50,000, made Dec. 1, 1994, was determined
by dividing the net asset value of one share, $3.55, by 0.95
(1.00-0.05 for a maximum 5% sales charge) for a public offering
price of $3.74.  The sales charge is paid to American Express
Financial Advisors by the person buying the shares.
    

   
Class A - Calculation of the Sales Charge
    

Sales charges are determined as follows:

   
<TABLE>
<CAPTION>

                                       Within each increment,
                                         sales charge as a
                                           percentage of:
                           ----------------------------------------
                               Public                     Net
  Amount of Investment     Offering Price           Amount Invested
  --------------------     --------------           ---------------

  <S>       <C>                <C>                       <C>
  First     $  50,000          5.0%                      5.26%
  Next         50,000          4.5                       4.71
  Next        400,000          3.8                       3.95
  Next        500,000          2.0                       2.04
  More than 1,000,000          0.00                      0.00
</TABLE>
    

Sales charges on an investment greater than $50,000 are calculated
for each increment separately and then totaled.  The resulting
total sales charge, expressed as a percentage of the public
offering price and of the net amount invested, will vary depending
on the proportion of the investment at different sales charge
levels.

For example, compare an investment of $60,000 with an investment of
$85,000.  The $60,000 investment is composed of $50,000 that incurs
a sales charge of $2,500 (5.0% x $50,000) and $10,000 that incurs a
sales charge of $450 (4.5% x $10,000).  The total sales charge of
$2,950 is 4.92% of the public offering price and 5.17% of the net
amount invested.

In the case of the $85,000 investment, the first $50,000 also
incurs a sales charge of $2,500 (5.0% x $50,000) and $35,000 incurs
a sales charge of $1,575 (4.5% x $35,000).  The total sales charge
of $4,075 is 4.79% of the public offering price and 5.04% of the
net amount invested.

The following table shows the range of sales charges as a
percentage of the public offering price and of the net amount
invested on total investments at each applicable level.


                                      -12-



<PAGE>

   
<TABLE>
<CAPTION>

                                             On total investment, sales
                                             charge as a percentage of
                                   -------------------------------------------
                                        Public                        Net
                                   Offering Price              Amount Invested
                                   --------------              ---------------
Amount of Investment                             ranges from:
- --------------------               -------------------------------------------

<S>       <C>                        <C>                          <C>
First     $  50,000                       5.00%                        5.26%
More than    50,000 to 100,000       5.00-4.50                    5.26-4.71
More than   100,000 to 500,000       4.50-3.80                    4.71-3.95
More than   500,000 to 1,000,000     3.80-2.00                    3.95-2.04
More than 1,000,000                       0.00                         0.00

</TABLE>
    

   
Class A - Reducing the Sales Charge
    

Sales charges are based on the total amount of your investments in
the fund.  The amount of all prior investments plus any new
purchase is referred to as your "total amount invested."  For
example, suppose you have made an investment of $20,000 and later
decide to invest $40,000 more.  Your total amount invested would be
$60,000.  As a result, $10,000 of your $40,000 investment qualifies
for the lower 4.5% sales charge that applies to investments of more
than $50,000 to $100,000.

The total amount invested includes any shares held in the fund in
the name of a member of your immediate family (spouse and unmarried
children under 21).  For instance, if your spouse already has
invested $20,000 and you want to invest $40,000, your total amount
invested will be $60,000 and therefore you will pay the lower
charge of 4.5% on $10,000 of the $40,000.

   
Until a spouse remarries, the sales charge is waived for spouses
and unmarried children under 21 of deceased trustees, directors,
officers or employees of the fund or American Express Financial
Corporation or its subsidiaries and deceased advisors.
    

The total amount invested also includes any investment you or your
immediate family already have in the other publicly offered funds
in the IDS MUTUAL FUND GROUP where the investment is subject to a
sales charge.  For example, suppose you already have an investment
of $25,000 in IDS Stock Fund and $5,000 in this fund.  If you
invest $40,000 more in this fund, your total amount invested in the
funds will be $70,000 and therefore $20,000 of your $40,000
investment will incur a 4.5% sales charge.

   
Class A - Letter of Intent
    


   
You can reduce the sales charges in Class A by filing a letter-of-
intent stating that you intend to invest $1 million over a period
of 13 months.  The agreement can start at any time and will remain
in effect for 13 months.  Your investment will be charged normal
sales charges until you have invested $1 million.  At that time,
the sales charges previously paid will be reversed.  If you do not
invest $1 million by the end of 13 months, there is no penalty,
you'll just miss out on the sales charge adjustment.  A letter-of-
intent is not an option (absolute right) to buy shares.
    

   
Here's an example. You file a letter-of-intent to invest $1 million
and make an investment of $100,000 at that time. You pay the normal
5% sales charge on the first $50,000 and 4.5% sales charge on the next
$50,000 of this investment. Let's say you make a second investment of
$900,000 (bringing the total up to $1 million) one month before the 13-month
period is up. What sales charge do you pay? American Express Financial
Corporation makes an adjustment on your last purchase so that there's
no sales charge on the total $1 million investment, just as if you had
invested $1 million all at once.
    

                                      -13-



<PAGE>


Systematic Investment Programs

   
After you make your initial investment of $2,000 or more, you can
arrange to make additional payments of $100 or more on a regular
basis.  These minimums do not apply to all systematic investment
programs.  You decide how often to make payments - monthly,
quarterly or semiannually.  You are not obligated to make any
payments.  You can omit payments or discontinue the investment
program altogether.  The fund also can change the program or end it
at any time.  If there is no obligation, why do it?  Putting money
aside is an important part of financial planning.  With a
systematic investment program, you have a goal to work for.
    

   
How does this work?  Your regular investment amount will purchase
more shares when the net asset value per share decreases, and fewer
shares when the net asset value per share increases.  Each purchase
is a separate transaction.  After each purchase your new shares
will be added to your account.  Shares bought through these
programs are exactly the same as any other fund shares.  They can
be bought and sold at any time.  A systematic investment program is
not an option or an absolute right to buy shares.
    

The systematic investment program itself cannot ensure a profit,
nor can it protect against a loss in a declining market.  If you
decide to discontinue the program and redeem your shares when their
net asset value is less than what you paid for them, you will incur
a loss.

For a discussion on dollar-cost averaging, see Appendix C.


Automatic Directed Dividends

   
Dividends, including capital gain distributions, paid by another
fund in the IDS MUTUAL FUND GROUP subject to a sales charge, may be
used to automatically purchase shares in the same class of this
fund without paying a sales charge.  Dividends may be directed to
existing accounts only.  Dividends declared by a fund are exchanged
to this fund the following day.  Dividends can be exchanged into
one fund but cannot be split to make purchases in two or more
funds.  Automatic directed dividends are available between accounts
of any ownership EXCEPT:
    

   
'Between a non-custodial account and an IRA, or 401(k) plan account
or other qualified retirement account of which American Express
Trust Company acts as custodian;
    

   
'Between two American Express Trust Company custodial accounts with
different owners (for example, you may not exchange dividends from
your IRA to the IRA of your spouse);
    

'Between different kinds of custodial accounts with the same
ownership (for example, you may not exchange dividends from your
IRA to your 401(k) plan account, although you may exchange
dividends from one IRA to another IRA).


   
Dividends may be directed from accounts established under the
Uniform Gifts to Minors Act (UGMA) or Uniform Transfers to Minors

                                      -14-


<PAGE>


Act (UTMA) only into other UGMA or UTMA accounts with identical
ownership.
    

   
The fund's investment goal is described in its prospectus along
with other information, including fees and expense ratios.  Before
exchanging dividends into another fund, you should read its
prospectus.  You will receive a confirmation that the automatic
directed dividend service has been set up for your account.
    

REDEEMING SHARES

You have a right to redeem your shares at any time.  For an
explanation of redemption procedures, please see the prospectus.

   
DURING AN EMERGENCY, the board can suspend the computation of
net asset value, stop accepting payments for purchase of shares or
suspend the duty of the fund to redeem shares for more than seven days.
 Such emergency situations would occur if:
    

   
'The New York Stock Exchange closes for reasons other than the usual weekend
and holiday closings or trading on the Exchange is restricted, or
    

'Disposal of the fund's securities is not reasonably practicable or
it is not reasonably practicable for the fund to determine the fair
value of its net assets, or

'The SEC, under the provisions of the Investment Company Act of
1940, as amended, declares a period of emergency to exist.

   
Should the fund stop selling shares, the board may make a deduction
from the value of the assets held by the fund to cover the cost of
future liquidations of the assets so as to distribute fairly these
costs among all shareholders.
    

PAY-OUT PLANS

   
You can use any of several pay-out plans to redeem your investment
in regular installments.  If you redeem Class B shares you may be
subject to a contingent deferred sales charge as discussed in the
prospectus.  While the plans differ on how the pay-out is figured,
they all are based on the redemption of your investment.  Net
investment income dividends and any capital gain distributions will
automatically be reinvested, unless you elect to receive them in
cash.
    

   
Applications for a systematic investment in a class of any fund
subject to a sales charge normally will not be accepted while a
pay-out plan for any of those funds is in effect.  Occasional
investments, however, may be accepted.
    

   
To start any of these plans, please write or call American Express
Shareholder Service, P.O. Box 534, Minneapolis, MN  55440-0534,
612-671-3733.  Your authorization must be received in the
Minneapolis headquarters at least five days before the date you
want your payments to begin.  The initial payment must be at least

                                      -15-


<PAGE>


$50.  Payments will be made on a monthly, bimonthly, quarterly,
semiannual or annual basis.  Your choice is effective until you
change or cancel it.
    

   
The following pay-out plans are designed to take care of the needs
of most shareholders in a way American Express Financial Corporation
can handle efficiently and at a reasonable cost.  If you need a more
irregular schedule of payments, it may be necessary for you to make a
series of individual redemptions, in which case you'll have to send in a
separate redemption request for each pay-out.  The fund reserves
the right to change or stop any pay-out plan and to stop making
such plans available.
    

Plan #1:  Pay-out for a fixed period of time

   
If you choose this plan, a varying number of shares will be
redeemed at regular intervals during the time period you choose.
This plan is designed to end in complete redemption of all shares
in your account by the end of the fixed period.
    

Plan #2:  Redemption of a fixed number of shares

   
If you choose this plan, a fixed number of shares will be redeemed
for each payment and that amount will be sent to you.  The length
of time these payments continue is based on the number of shares in
the account.
    

Plan #3:  Redemption of a fixed dollar amount

   
If you decide on a fixed dollar amount, whatever number of shares
is necessary to make the payment will be redeemed in regular
installments until the account is closed.
    

Plan #4:  Redemption of a percentage of net asset value

Payments are made based on a fixed percentage of the net asset
value of the shares in your account computed on the day of each
payment.  Percentages range from 0.25% to 0.75%.  For example, if
you are on this plan and arrange to take 0.5% each month, you  will
get $50 if the value of your account is $10,000 on the payment
date.

EXCHANGES

   
If you buy shares in one of the funds and then exchange into
another fund, it is considered a sale and subsequent purchase of
shares.  Under tax laws, if this exchange is done within 91 days,
any sales charge waived on Class A shares on a subsequent purchase
of shares applies to the new shares acquired in the exchange.
Therefore, you cannot create a tax loss or reduce a tax gain
attributable to the sales charge when exchanging shares within 91
days.
    

   
CAPITAL LOSS CARRYOVER
    

   
For federal income tax purposes, the fund had capital loss

                                      -16-



<PAGE>


carryover of $32,682,088 at Nov. 30, 1994, that will
expire in 2002.
    

   
It is unlikely that the board of directors will authorize a
distribution of any net realized capital gains until the available
capital loss carryover has been offset or has expired except as
required by Internal Revenue Service rules.
    

TAXES

   
All distributions of net investment income during the year will
have the same percentage designated as tax-exempt.  This annual
percentage is expected to be substantially the same as the
percentage of tax-exempt income actually earned during any
particular distribution period.  For the fiscal year ended
November 30, 1994, 81.42% of the income distribution was designated
as exempt from federal income taxes.
    

Capital gain distributions received by individual and corporate
shareholders should be treated as long-term capital gains
regardless of how long they owned their shares.  Short-term capital
gains earned by the fund are paid to shareholders as part of their
ordinary income dividend and are taxable.

   
If you are a "substantial user" (or related person) of facilities
financed by industrial development bonds, you should consult your
tax advisor before investing.  The income from such bonds may not
be tax-exempt for you.
    

Interest on private activity bonds, generally issued after August
1986, is a preference item for purposes of the individual and
corporate alternative minimum taxes.  "Private-activity" (non-
governmental purpose) municipal bonds include industrial revenue
bonds, student-loan bonds, and multi-and single-family housing
bonds.  An exception is made for private-activity bonds issued for
qualified-501(c)(3)-organizations, including non-profit colleges,
universities and hospitals.  These bonds will continue to be tax-
exempt and will not be subject to the alternative minimum tax for
individuals.

   
State law determines whether interest income on a particular
municipal bond is tax-exempt for state tax purposes.  It also
determines the tax treatment of those bonds when earned by a mutual
fund and paid to the fund's Shareholders.  The fund will tell you
the percentage of interest income from municipal bonds it received
during the year on a state-by-state basis.  Your tax advisor should
help you report this income for state tax purposes.
    

   
Under federal tax law and an election made by the fund under
federal tax rules, by the end of a calendar year the fund must
declare and pay dividends representing 98% of ordinary income
through Dec. 31 and 98% of net capital gains (both long-term and
short-term) for the 12-month period ending Nov. 30 of that calendar
year.  The fund is subject to an excise tax equal to 4% of the

                                      -17-


<PAGE>


excess, if any, of the amount required to be distributed over the
amount actually distributed.  The fund intends to comply with
federal tax law and avoid any excise tax.
    

   
This is a brief summary that relates to federal income taxation
only.  Shareholders should consult their tax advisor for more
complete information as to the application of federal, state and
local income tax laws to fund distributions.
    

AGREEMENTS

   
Investment Management Services Agreement
    

   
The fund has an Investment Management Services Agreement with American Express
Financial Corporation. For its services, American Express Financial Corporation
is paid a fee based on the following schedule:
    

   
    

   
<TABLE>
<CAPTION>

Assets              Annual rate at
(billions)          each asset level
- ----------          ----------------

 <S>                    <C>
 First $1.0             0.440%
 Next   1.0             0.425
 Next   1.0             0.400
 Next   3.0             0.375
 Over   6.0             0.350
</TABLE>
    

   
In March 1995, the daily rate applied to the fund's assets is expected
to be approximately  0.45% on an annual basis.  The fee is
calculated for each calendar day on the basis of net assets as of
the close of business two business days prior to the day for which
the calculation is made.
    

   
The management fee is paid monthly.  Under a prior agreement, the
total amount paid was $6,316,486 for the fiscal year ended Nov. 30,
1994, $6,920,342 for fiscal year 1993, and $6,797,317 for
fiscal year 1992.
    

   
Under the current Agreement, the fund also pays taxes, brokerage
commissions and nonadvisory expenses, that include custodian fees;
audit and certain legal fees; fidelity bond premiums; registration
fees for shares; fund office expenses; consultants' fees;
compensation of directors, officers and employees; corporate filing
fees; organizational expenses; expenses incurred in connection with
lending portfolio securities of the fund; and expenses properly
payable by the fund, approved by the board of directors.  Under a
prior agreement, the fund paid nonadvisory expenses of $275,319
for the fiscal year ended Nov. 30, 1994, $455,438 for fiscal year
1993, and $275,539 for fiscal year 1992.
    

   
Administrative Services Agreement
    

   
The fund has an Administrative Services Agreement with American Express
Financial Corporation.  Under this agreement, the fund pays American
Express Financial Corporation for providing administration and
accounting services.  The fee is calculated as follows:
    

                                      -18-


<PAGE>

   
<TABLE>
<CAPTION>

     Assets          Annual rate
     (billions)      each asset level
     ----------      ----------------
     <S>             <C>
     First $1        0.040%
     Next   1        0.035
     Next   1        0.030
     Next   3        0.025
     Over   6        0.020
</TABLE>
    

Transfer Agency Agreement

   
The fund has a Transfer Agency Agreement with American Express Financial
Corporation.  This agreement governs American Express Financial Corporation's
responsibility for administering and/or performing transfer agent functions,
for acting as service agent in connection with dividend and distribution
functions and for performing shareholder account administration agent
functions in connection with the issuance, exchange and redemption or
repurchase of the fund's shares.  Under the agreement, American Express
Financial Corporation will earn a fee from the fund determined by multiplying
the number of shareholder accounts at the end of the day by a rate determined
for each class and dividing by the number of days in the year. The rate for
Class A and Class Y is $15.50 per year. The rate for Class B is $16.50 per
year.  The fees paid to American Express Financial Corporation may be changed
from time to time upon agreement of the parties without shareholder approval.
The fund paid fees of $575,746 for the fiscal year ended Nov. 30, 1994.
    

Distribution Agreement

   
Under a Distribution Agreement, sales charges deducted for
distributing fund shares are paid to American Express Financial
Advisors daily.  These charges amounted to $1,969,064 for the
fiscal year ended Nov. 30, 1994.  After paying commissions to
personal financial planners, and other expenses, the amount
retained was $696,374.  The amounts were $2,948,572 and
$1,017,634 for fiscal year 1993, and $3,765,849 and $1,360,628 for
fiscal year 1992.
    

   
Additional information about commissions and compensation for the
fiscal year ended Nov. 30, 1994, is contained in the following
table:
    

   
<TABLE>
<CAPTION>


(1)           (2)             (3)             (4)           (5)
              Net             Compensation
Name of       Underwriting    on Redemption
Principal     Discounts and   and             Brokerage     Other
Underwriter   Commissions     Repurchases     Commissions   Compensation
- -----------   -------------   -------------   -----------   ------------

<S>           <C>            <C>             <C>            <C>
American           None           None           None*        $227,564**
Express
Financial
Corporation

American
Express
Financial
Advisors      $1,969,064          None          None          None

<FN>
*For further information see "Brokerage Commissions Paid to Brokers
Affiliated with American Express Financial Corporation."
**Distribution fees paid pursuant to the Plan and Supplemental
Agreement of Distribution.
</TABLE>
    

                                      -19-


<PAGE>


   
Shareholder Service Agreement
    

   
The fund pays a fee for service provided to shareholders by
financial advisors and other servicing agents.  The fee is
calculated at a rate of 0.175% of the fund's average daily net
assets attributable to Class A and Class B shares.
    

   
Plan and Agreement of Distribution
    

   
For Class B shares, to help American Express Financial Advisors
defray the cost of distribution and servicing, not covered by the
sales charges received under the Distribution Agreement, the fund
and American Express Financial Advisors entered into a Plan and
Agreement of Distribution (Plan).  These costs cover almost all
aspects of distributing the fund's shares except compensation to
the sales force.  A substantial portion of the costs are not
specifically identified to any one fund in the IDS MUTUAL FUND
GROUP.  Under the Plan, American Express Financial Advisors is paid
a fee at an annual rate of 0.75% of the fund's average daily net
assets attributable to Class B shares.
    

   
The Plan must be approved annually by the board, including a majority
of the disinterested directors, if it is to continue for more than a year.
At least quarterly, the board must review written reports concerning the
amounts expended under the Plan and the purposes for which such
expenditures were made.  The Plan and any agreement related to it
may be terminated at any time by vote of a majority of directors
who are not interested persons of the fund and have no direct or
indirect financial interest in the operation of the Plan or in any
agreement related to the Plan, or by vote of a majority of the
outstanding voting securities of the fund or by American Express
Financial Advisors.  The Plan (or any agreement related to it) will
terminate in the event of its assignment, as that term is defined
in the Investment Company Act of 1940, as amended.  The Plan may
not be amended to increase the amount to be spent for distribution
without shareholder approval, and all material amendments to the
Plan must be approved by a majority of the directors, including a
majority of the directors who are not interested persons of the
fund and who do not have a financial interest in the operation of
the Plan or any agreement related to it.  The selection and
nomination of disinterested directors is the responsibility of the
other disinterested directors.  No interested person of the fund,
and no director who is not an interested person, has any direct or
indirect financial interest in the operation of the Plan or any
related agreement.
    

   
Total fees and nonadvisory expenses cannot exceed the most
restrictive applicable state limitation.  Currently, the most
restrictive applicable state expense limitation, subject to
exclusion of certain expenses, is 2.5% of the first $30 million of
the fund's average daily net assets, 2% of the next $70 million and
1.5% of average daily net assets over $100 million, on an annual
basis.  At the end of each month, if the fees and expenses of the
fund exceed this limitation for the fund's fiscal year in progress,
American Express Financial Corporation will assume all expenses in excess
of the limitation.  American Express Financial Corporation then may bill
the fund for such expenses in subsequent months up to

                                      -20-

<PAGE>


the end of that fiscal year, but not after that date.  No interest
charges are assessed by American Express Financial Corporation for
expenses it assumes.
    

DIRECTORS AND OFFICERS

The following is a list of the fund's directors who, except for Mr.
Dudley, also are directors of all other funds in the IDS MUTUAL
FUND GROUP.  Mr. Dudley is a director of all publicly offered
funds.  All shares have cumulative voting rights when voting on the
election of directors.

   
LYNNE V. CHENEY+'
Born in 1941.
American Enterprise Institute
for Public Policy Research (AEI)
1150 17th St., N.W.
Washington, D.C.
    

   
Distinguished Fellow AEI.  Former Chair of National Endowment of
the Humanities.  Director, The Reader's Digest Association Inc.,
Lockheed Corp., and the Interpublic Group of Companies, Inc.
(advertising).
    

   
WILLIAM H. DUDLEY+**
Born in 1932.
2900 IDS Tower
Minneapolis, MN
    

   
Executive vice president and director of American Express
Financial Corporation.
    

   
ROBERT F. FROEHLKE+
Born in 1922.
1201 Yale Place
Minneapolis, MN
    

   
Former president of all funds in the IDS MUTUAL FUND GROUP.
Director, the ICI Mutual Insurance Co., Institute for Defense
Analyses, Marshall Erdman and Associates, Inc. (architectural
engineering) and Public Oversight Board of the American Institute
of Certified Public Accountants.
    

DAVID R. HUBERS**
Born in 1943.
2900 IDS Tower
Minneapolis, MN

   
President, chief executive officer and director of American Express
Financial Corporation. Previously, senior vice president, finance and
chief financial officer of American Express Financial Corporation.
    

   
HEINZ F. HUTTER+
Born in 1929.
P.O. Box 5724
Minneapolis, MN
    

   
President and chief operating officer, Cargill, Incorporated
(commodity merchants and processors) from February 1991 to
September 1994.  Executive vice president from 1981 to February
1991.
    



                                      -21-


<PAGE>


   
ANNE P. JONES+
Born in 1935.
5716 Bent Branch Rd.
Bethesda, MD
    

   
Attorney and telecommunications consultant.  Former partner, law
firm of Sutherland, Asbill & Brennan.  Director, Motorola, Inc. and
C-Cor Electronics, Inc.
    

   
DONALD M. KENDALL'
Born in 1921.
PepsiCo, Inc.
Purchase, NY
    

   
Former chairman and chief executive officer, PepsiCo, Inc.
    

   
MELVIN R. LAIRD+
Born in 1922.
Reader's Digest Association, Inc.
1730 Rhode Island Ave., N.W.
Washington, D.C.
    

   
Senior counsellor for national and international affairs, The
Reader's Digest Association, Inc.  Chairman of the board, COMSAT
Corporation, former nine-term congressman, secretary of defense and
presidential counsellor.  Director, Martin Marietta Corp.,
Metropolitan Life Insurance Co., The Reader's Digest Association,
Inc., Science Applications International Corp., Wallace Reader's
Digest Funds and Public Oversight Board (SEC Practice Section,
American Institute of Certified Public Accountants).
    

LEWIS W. LEHR'
Born in 1921.
3050 Minnesota World Trade Center
30 E. Seventh St.
St. Paul, MN

Former chairman of the board and chief executive officer, Minnesota
Mining and Manufacturing Company (3M).  Director, Jack Eckerd
Corporation (drugstores).  Advisory Director, Peregrine Inc.
(microelectronics).

WILLIAM R. PEARCE+*
Born in 1927.
901 S. Marquette Ave.
Minneapolis, MN

President of all funds in the IDS MUTUAL FUND GROUP since June
1993.  Former vice chairman of the board, Cargill, Incorporated
(commodity merchants and processors).

   
    

   
EDSON W. SPENCER
Born in 1926.
4900 IDS Center
80 S. 8th St.
Minneapolis, MN
    

President, Spencer Associates Inc. (consulting).  Chairman of the
board, Mayo Foundation (healthcare).  Former chairman of the board
and chief executive officer, Honeywell Inc.  Director, Boise
Cascade Corporation (forest products) and CBS Inc.  Member of
International Advisory Councils, Robert Bosch (Germany) and NEC
(Japan).



                                      -22-
<PAGE>
   
JOHN R. THOMAS**
Born in 1937.
2900 IDS Tower
Minneapolis, MN
    

   
Senior vice president and director of American Express Financial Corporation.
    

WHEELOCK WHITNEY+
Born in 1926.
1900 Foshay Tower
821 Marquette Ave.
Minneapolis, MN

Chairman, Whitney Management Company (manages family assets).

   
C. ANGUS WURTELE
Born in 1934.
1101 S. 3rd St.
Minneapolis, MN
    

   
Chairman of the board and chief executive officer, The Valspar
Corporation (paints).  Director, Bemis Corporation (packaging),
Donaldson Company (air cleaners & mufflers) and General Mills, Inc.
(consumer foods).
    

   
+ Member of executive committee.
' Member of joint audit committee.
* Interested person by reason of being an officer and employee of
the fund.
**Interested person by reason of being an officer, director,
employee and/or shareholder of American Express Financial Corporation
or American Express.
    

The board also has appointed officers who are responsible for day-
to-day business decisions based on policies it has established.

Besides Mr. Pearce, who is president, the fund's other officer is:

   
LESLIE L. OGG
Born in 1938.
901 S. Marquette Ave.
Minneapolis, MN
    

Vice president of all funds in the IDS MUTUAL FUND GROUP and
general counsel and treasurer of the publicly offered funds.

   
Members who are not officers of the fund or officers or directors of American
Express Financial Corporation receive an annual base fee of $1,500. They
receive a fee for all board and committee meetings they attend. The fee is
shared equally among each fund in the IDS MUTUAL FUND GROUP holding concurrent
meetings. The fees are $500 for Board, Executive, Audit and Investment Review
committees, $750 for Personnel with out-of-state members receiving an
additional $500 if an extra day of travel is required. The Chair of Contracts
receives an additional $5000. In addition members who retire after age 70 or
earlier for health reasons receive monthly retirement benefits of 1/2 of the
base fee on the date they retire divided by 12 for each month of service up
to 120 months.
    

   
During the fiscal year that ended Nov. 30, 1994, the members of the
board, for attending up to 51 meetings, received the following
compensation, in total, from all funds in the IDS MUTUAL FUND
GROUP.
    
   
<TABLE>
                         Board compensation

                           Aggregate          Retirement         Estimated        Total cash
                           compensation       benefits           annual           compensation
                           from the           accrued as         benefit on       from the IDS
Board member               fund               fund expenses      retirement       MUTUAL FUND GROUP
- ---------------------------------------------------------------------------------------------------
<S>                       <C>                 <C>                <C>              <C>
Lynne V. Cheney            $1,729               $  290              $1,000             $54,600
(part of year)
Robert F. Froehlke          2,353                2,231               1,000              74,800
Heinz F. Hutter               186                  483                 483              11,300
(part of year)
Anne P. Jones               2,270                  527               1,000              71,300
Donald M. Kendall           2,191                1,584               1,000              68,000
Melvin R. Laird             2,265                1,498               1,000              71,100
Lewis W. Lehr               2,286                1,855                 975              72,000
William R. Pearce              --                  871               1,000                  --
(part of year)
Edson W. Spencer            2,255                  865                 533              70,700
Wheelock Whitney            2,310                  958               1,000              73,300
C. Angus Wurtele              179                  992                 992              11,000
(part of year)
</TABLE>
    
   
On Nov. 30, 1994, the fund's directors and officers as a group
owned less than 1% of the outstanding shares.  During the fiscal
year ended Nov. 30, 1994, no director or officer earned more than
$60,000 from this fund.  All directors and officers as a group

                                      -23-
<PAGE>


earned $29,426, including $11,436 of retirement plan expense, from
this fund.
    

CUSTODIAN

The fund's securities and cash are held by First Bank National
Association, 180 E. Fifth St., St. Paul, MN 55101-1631, through a
custodian agreement.  The custodian is permitted to deposit some or
all of its securities in central depository systems as allowed by
federal law.

INDEPENDENT AUDITORS

   
The financial statements contained in the Annual Report to
shareholders, for the fiscal year ended Nov. 30, 1994, were audited
by independent auditors, KPMG Peat Marwick LLP, 4200 Norwest
Center, 90 S. Seventh St., Minneapolis, MN  55402-3900.  The
independent auditors also provide other accounting and tax-related
services as requested by the fund.
    

FINANCIAL STATEMENTS

   
The Independent Auditors' Report and the Financial Statements,
including Notes to the Financial Statements and the Schedule of
Investments in Securities, contained in the 1994 Annual Report to
shareholders, pursuant to Section 30(d) of the Investment Company
Act of 1940, as amended, are hereby incorporated in this SAI by
reference.  No other portion of the Annual Report however, is
incorporated by reference.
    

PROSPECTUS

   
The prospectus for IDS Tax-Exempt Bond Fund dated March 20, 1995 is
hereby incorporated in this SAI by reference.
    
                                      -24-




<PAGE>


APPENDIX A

DESCRIPTION OF BOND RATINGS AND SHORT-TERM SECURITIES

BOND RATINGS

The ratings concern the quality of the issuing corporation.  They
are not an opinion of the market value of the security.  Such
ratings are opinions on whether the principal and interest will be
repaid when due.  A security's ratings may change which could
affect its price.  Ratings by Moody's Investors Service, Inc. are
Aaa, Aa, A, Baa, Ba, B, Caa, Ca, C and D.  Ratings by Standard &
Poor's Corporation are AAA, AA, A, BBB, BB, B, CCC, CC, C and D.

   
Bonds rated Aaa and AAA are judged to be of the best quality.
Capacity to pay interest and repay principal is extremely strong.
Prices are responsive only to interest rate fluctuations.
    

Bonds rated Aa and AA are also judged to be high-grade although
margins of protection for interest and principal may not be quite
as good as Aaa or AAA rated securities.  Long-term risk may appear
greater than the Aaa or AAA group.  Prices are primarily responsive
to interest rate fluctuations.

Bonds rated A are considered upper-medium grade.  Protection for
interest and principal is deemed adequate but susceptible to future
impairment.  The market prices of such obligations move primarily
with interest rate fluctuations but also with changing economic or
trade conditions.

Bonds rated Baa and BBB are considered medium-grade obligations.
Protection for interest and principal is adequate over the short-
term; however, these obligations have certain speculative
characteristics.  They are susceptible to changing economic
conditions and require constant review.  Such bonds are more
responsive to business and trade conditions than to interest rate
fluctuations.

Bonds rated Ba and BB are considered to have speculative elements.
Their future cannot be considered well assured.  The protection of
interest and principal payments may be very moderate and not well
safeguarded during future good and bad times.  Uncertainty of
position characterizes these bonds.

Bonds rated B or lower lack characteristics of the desirable
investments.  There may be small assurance over any long period of
time of the payment of interest and principal or of the maintenance
of other contract terms.  Some of these bonds are of poor standing
and may be in default or have other marked short-comings.

Bonds rated Caa and CCC are of poor standing.  Such issues may be
in default or there may be elements of danger with respect to
principal or interest.

Bonds rated Ca and CC represent obligations that are highly
speculative.  Such issues are often in default or have other marked
shortcomings.

                                      -25-



<PAGE>


Bonds rated C are obligations with a higher degree of speculation.
These securities have major risk exposures to default.

Bonds rated D are in payment default.  The D rating is used when
interest payments or principal payments are not made on the due
date.

DEFINITIONS OF ZERO-COUPON AND PAY-IN-KIND SECURITIES

A zero-coupon security is a security that is sold at a deep
discount from its face value and makes no periodic interest
payments.  The buyer of such a security receives a rate of return
by gradual appreciation of the security, which is redeemed at face
value on the maturity date.

A pay-in-kind security is a security in which the issuer has the
option to make interest payments in cash or in additional
securities.  The securities issued as interest usually have the
same terms, including maturity date, as the pay-in-kind securities.

Non-rated securities will be considered for investment when they
possess a risk comparable to that of rated securities consistent
with the fund's objectives and policies.  When assessing the risk
involved in each nonrated security, the fund will consider the
financial condition of the issuer or the protection afforded by the
terms of the security.

INVERSE FLOATERS

   
The fund may invest in securities called "inverse floaters".
Inverse floaters are created by underwriters using the interest
payments on securities.  A portion of the interest received is paid
to holders of instruments based on current interest rates for
short-term securities.  What is left over, less a servicing fee, is
paid to holders of the inverse floaters.  As interest rates go
down, the holders of the inverse floaters receive more income and
an increase in the price for the inverse floaters.  As interest
rates go up, the holders of the inverse floaters receive less
income and a decrease in the price for the inverse floaters.
    

SHORT-TERM TAX-EXEMPT SECURITIES

A portion of the fund's assets are in cash and short-term
securities for day-to-day operating purposes.  The investments will
usually be in short-term municipal bonds and notes.  These include:

(1)  Tax anticipation notes sold to finance working capital needs
of municipalities in anticipation of receiving taxes on a future
date.

(2)  Bond anticipation notes sold on an interim basis in
anticipation of a municipality issuing a longer term bond in the
future.

(3)  Revenue anticipation notes issued in anticipation of revenues
from sources other than taxes, such as federal revenues available
under the Federal Revenue Sharing Program.

                                      -26-


<PAGE>



(4)  Tax and revenue anticipation notes issued in anticipation of
revenues from taxes and other sources of revenue, except bond
placements.

(5)  Construction loan notes insured by the Federal Housing
Administration which remain outstanding until permanent financing
by the Federal National Mortgage Association (FNMA) or the
Government National Mortgage Association (GNMA) at the end of the
project construction period.

(6)  Tax-exempt commercial paper with a stated maturity of 365
days or less issued by agencies of state and local governments to
finance seasonal working capital needs or as short-term financing
in anticipation of longer-term financing.

(7)  Project notes issued by local housing authorities to finance
urban renewal and public housing projects.  These notes are
guaranteed by the full faith and credit of the U.S. government.

(8)  Variable rate demand notes, on which the yield is adjusted at
periodic intervals not exceeding 31 days and on which the principal
may be repaid after not more than seven days' notice, are
considered short-term regardless of the stated maturity.

SHORT-TERM TAXABLE SECURITIES AND REPURCHASE AGREEMENTS

Depending on market conditions, a portion of the fund's investments
may be invested in short-term taxable securities.  These include:

(1)  Obligations of the U.S. government, its agencies and
instrumentalities resulting principally from lending programs of
the U.S. government;

(2)  U.S. Treasury bills with maturities up to one year.  The
difference between the purchase price and the maturity value or
resale price is the interest income to the fund;

(3)  Certificates of deposit or receipts with fixed interest rates
issued by banks in exchange for deposit of funds;

(4)  Bankers' acceptances arising from short-term credit
arrangements designed to enable businesses to obtain funds to
finance commercial transactions;

(5)  Letters of credit which are short-term notes issued in bearer
form with a bank letter of credit obligating the bank to pay the
bearer the amount of the note;

(6)  Commercial paper rated in the two highest grades by Standard
& Poor's or Moody's.  Commercial paper is generally defined as
unsecured short-term notes issued in bearer form by large well-
known corporations and finance companies.  These ratings reflect a
review of management, economic evaluation of the industry
competition, liquidity, long-term debt and ten-year earnings
trends:

                                      -27-


<PAGE>


Standard & Poor's rating A-1 indicates that the degree of safety
regarding timely payment is either overwhelming or very strong.

Standard & Poor's rating A-2 indicates that capacity for timely
payment on issues with this designation is strong.

Moody's rating PRIME-1 (P-1) indicates a superior capacity for
repayment of short-term promissory obligations.

Moody's rating PRIME-2 (P-2) indicates a strong capacity for
repayment of short-term promissory obligations.

(7)  Repurchase agreements involving acquisition of securities by
the fund with a concurrent agreement by the seller, usually a bank
or securities dealer, to reacquire the securities at cost plus
interest within a specified time.  From this investment, the fund
receives a fixed rate of return that is insulated from market rate
changes while it holds the security.


                                      -28-



<PAGE>


APPENDIX B


   
OPTIONS AND INTEREST RATE FUTURES CONTRACTS AND ADDITIONAL
INFORMATION ON INVESTMENT POLICIES
    

   
The fund may buy or write options traded on any U.S. or foreign
exchange or in the over-the-counter market.  The fund may enter
into interest rate futures contracts traded on any U.S. or foreign
exchange.  The fund also may buy or write put and call options on
these futures.  Options in the over-the-counter market will be
purchased only when the investment manager believes a liquid
secondary market exists for the options and only from dealers and
institutions the investment manager believes present a minimal
credit risk.  Some options are exercisable only on a specific date.
In that case, or if a liquid secondary market does not exist, the
fund could be required to buy or sell securities at disadvantageous
prices, thereby incurring losses.
    

OPTIONS.  An option is a contract.  A person who buys a call option
for a security has the right to buy the security at a set price for
the length of the contract.  A person who sells a call option is
called a writer.  The writer of a call option agrees to sell the
security at the set price when the buyer wants to exercise the
option, no matter what the market price of the security is at that
time.  A person who buys a put option has the right to sell a
security at a set price for the length of the contract.  A person
who writes a put option agrees to buy the security at the set price
if the purchaser wants to exercise the option, no matter what the
market price of the security is at that time.  An option is covered
if the writer owns the security (in the case of a call) or sets
aside the cash (in the case of a put) that would be required upon
exercise.

The price paid by the buyer for an option is called a premium.  In
addition the buyer generally pays a broker a commission.  The
writer receives a premium, less a commission, at the time the
option is written.  The cash received is retained by the writer
whether or not the option is exercised.  A writer of a call option
may have to sell the security for a below-market price if the
market price rises above the exercise price.  A writer of a put
option may have to pay an above-market price for the security if
its market price decreases below the exercise price.

Options can be used to produce incremental earnings, protect gains
and facilitate buying and selling securities for investment
purposes.  The use of options and futures contracts may benefit the
fund and its shareholders by improving the fund's liquidity and by
helping to stabilize the value of its net assets.

BUYING OPTIONS.  Put and call options may be used as a trading
technique to facilitate buying and selling securities for
investment reasons.  They also may be used for investment.  Options
are used as a trading technique to take advantage of any disparity
between the price of the underlying security in the securities
market and its price on the options market.  It is anticipated the

                                      -29-


<PAGE>


trading technique will be utilized only to effect a transaction
when the price of the security plus the option price will be as
good or better than the price at which the security could be bought
or sold directly.  When the option is purchased, the fund pays a
premium and a commission.  It then pays a second commission on the
purchase or sale of the underlying security when the option is
exercised.  For record-keeping and tax purposes, the price obtained
on the purchase of the underlying security will be the combination
of the exercise price, the premium and both commissions.  When
using options as a trading technique, commissions on the option
will be set as if only the underlying securities were traded.

Put and call options also may be held by the fund for investment
purposes.  Options permit the fund to experience the change in the
value of a security with a relatively small initial cash
investment.  The risk the fund assumes when it buys an option is
the loss of the premium.  To be beneficial to the fund, the price
of the underlying security must change within the time set by the
option contract.  Furthermore, the change must be sufficient to
cover the premium paid, the commissions paid both in the
acquisition of the option and in a closing transaction or in the
exercise of the option and subsequent sale (in the case of a call)
or purchase (in the case of a put) of the underlying security.
Even then the price change in the underlying security does not
ensure a profit since prices in the option market may not reflect
such a change.

WRITING COVERED OPTIONS.  The fund will write covered options when
it feels it is appropriate and will follow these guidelines:

'Underlying securities will continue to be bought or sold solely on
the basis of investment considerations consistent with the fund's
goal.

'All options written by the fund will be covered.  For covered call
options if a decision is made to sell the security, the fund will
attempt to terminate the option contract through a closing purchase
transaction.

   
'The fund will write options only as permitted under federal or
state laws or regulations, such as those that limit the amount of
total assets subject to the options.  While no limit has been set
by the fund, it will conform to the requirements of those states.
For example, California limits the writing of options to 50% of the
assets of a fund.
    

Net premiums on call options closed or premiums on expired call
options are treated as short-term capital gains.  Since the fund is
taxed as a regulated investment company under the Internal Revenue
Code, any gains on options and other securities held less than
three months must be limited to less than 30% of its annual gross
income.

If a covered call option is exercised, the security is sold by the
fund.  The fund will recognize a capital gain or loss based upon
the difference between the proceeds and the security's basis.

                                      -30-


<PAGE>


Options on many securities are listed on options exchanges.  If the
fund writes listed options, it will follow the rules of the options
exchange.  Options are valued at the close of the New York Stock
Exchange.  An option listed on a national exchange, CBOE or NASDAQ
will be valued at the last quoted sales price or, if such a price
is not readily available, at the mean of the last bid and asked
prices.

   
FUTURES CONTRACTS.  A futures contract is an agreement between two
parties to buy and sell a security for a set price on a future
date.  They have been established by boards of trade which have
been designated contracts markets by the Commodity Futures Trading
Commission (CFTC).  Futures contracts trade on these markets in a
manner similar to the way a stock trades on a stock exchange, and
the boards of trade, through their clearing corporations, guarantee
performance of the contracts.  Currently, there are futures
contracts based on such debt securities as long-term U.S. Treasury
bonds, Treasury notes, GNMA modified pass-through mortgage-backed
securities, three-month U.S. Treasury bills and bank certificates
of deposit.  While futures contracts based on debt securities do
provide for the delivery and acceptance of securities, such
deliveries and acceptances are very seldom made.  Generally, the
futures contract is terminated by entering into an offsetting
transaction.  An offsetting transaction for a futures contract sale
is effected by the fund entering into a futures contract purchase
for the same aggregate amount of the specific type of financial
instrument and same delivery date.  If the price in the sale
exceeds the price in the offsetting purchase, the fund immediately
is paid the difference and realizes a gain.  If the offsetting
purchase price exceeds the sale price, the fund pays the difference
and realizes a loss.  Similarly, closing out a futures contract
purchase is effected by the fund entering into a  futures contract
sale.  If the offsetting sale price exceeds the purchase price, the
fund realizes a gain, and if the offsetting sale price is less than
the purchase price, the fund realizes a loss.  At the time a
futures contract is made, a good-faith deposit called initial
margin is set up within a segregated account at the fund's
custodian bank.  The initial margin deposit is approximately 1.5%
of a contract's face value.  Daily thereafter, the futures
contract is valued and the payment of variation margin is required
so that each day the fund would pay out cash in an amount equal to
any decline in the contract's value or receive cash equal to any
increase.  At the time a futures contract is closed out, a nominal
commission is paid, which is generally lower than the commission on
a comparable transaction in the cash markets.
    

The purpose of a futures contract, in the case of a portfolio
holding long-term debt securities, is to gain the benefit of
changes in interest rates without actually buying or selling long-
term debt securities.  For example, if the fund owned long-term
bonds and interest rates were expected to increase, it might enter
into futures contracts to sell securities which would have much the
same effect as selling some of the long-term bonds it owned.

Futures contracts are based on types of debt securities referred to
above, which have historically reacted to an increase or decline in
interest rates in a fashion similar to the debt securities the fund

                                      -31-


<PAGE>



owns.  If interest rates did increase, the value of the debt
securities in the portfolio would decline, but the value of the
fund's futures contracts would increase at approximately the same
rate, thereby keeping the net asset value of the fund from
declining as much as it otherwise would have.  If, on the other
hand, the fund held cash reserves and interest rates were expected
to decline, the fund might enter into interest rate futures
contracts for the purchase of securities.  If short-term rates were
higher than long-term rates, the ability to continue holding these
cash reserves would have a very beneficial impact on the fund's
earnings.  Even if short-term rates were not higher, the fund would
still benefit from the income earned by holding these short-term
investments.  At the same time, by entering into futures contracts
for the purchase of securities, the fund could take advantage of
the anticipated rise in the value of long-term bonds without
actually buying them until the market had stabilized.  At that
time, the futures contracts could be liquidated and the fund's cash
reserves could then be used to buy long-term bonds on the cash
market.  The fund could accomplish similar results by selling bonds
with long maturities and investing in bonds with short maturities
when interest rates are expected to increase or by buying bonds
with long maturities and selling bonds with short maturities when
interest rates are expected to decline.  But by using futures
contracts as an investment tool, given the greater liquidity in the
futures market than in the cash market, it might be possible to
accomplish the same result more easily and more quickly.
Successful use of futures contracts depends on the investment
manager's ability to predict the future direction of interest
rates.  If the investment manager's prediction is incorrect, the
fund would have been better off had it not entered into futures
contracts.

OPTIONS ON FUTURES CONTRACTS.  Options give the holder a right to
buy or sell futures contracts in the future.  Unlike a futures
contract, which requires the parties to the contract to buy and
sell a security on a set date, an option on a futures contract
merely entitles its holder to decide on or before a future date
(within nine months of the date of issue) whether to enter into
such a contract.  If the holder decides not to enter into the
contract, all that is lost is the amount (premium) paid for the
option.  Furthermore, because the value of the option is fixed at
the point of sale, there are no daily payments of cash to reflect
the change in the value of the underlying contract.  However, since
an option gives the buyer the right to enter into a contract at a
set price for a fixed period of time, its value does change daily
and that change is reflected in the net asset value of the fund.

RISKS.  There are risks in engaging in each of the management tools
described above.  The risk the fund assumes when it buys an option
is the loss of the premium paid for the option.  Purchasing options
also limits the use of monies that might otherwise be available for
long-term investments.

The risk involved in writing options on futures contracts the fund
owns, or on securities held in its portfolio, is that there could
be an increase in the market value of such contracts or securities.
If that occurred, the option would be exercised and the asset sold


                                      -32-


<PAGE>


at a lower price than the cash market price.  To some extent, the
risk of not realizing a gain could be reduced by entering into a
closing transaction.  The fund could enter into a closing
transaction by purchasing an option with the same terms as the one
it had previously sold.  The cost to close the option and terminate
the fund's obligation, however, might be more or less than the
premium received when it originally wrote the option.  Furthermore,
the fund might not be able to close the option because of
insufficient activity in the options market.

A risk in employing futures contracts to protect against the price
volatility of portfolio securities is that the prices of securities
subject to futures contracts may not correlate perfectly with the
behavior of the cash prices of the fund's portfolio securities.
The correlation may be distorted because the futures market is
dominated by short-term traders seeking to profit from the
difference between a contract or security price and their cost of
borrowed funds.  Such distortions are generally minor and would
diminish as the contract approached maturity.

Another risk is that the fund's investment manager could be
incorrect in anticipating as to the direction or extent of various
interest rate movements or the time span within which the movements
take place.  For example, if the fund sold futures contracts for
the sale of securities in anticipation of an increase in interest
rates, and interest rates declined instead, the fund would lose
money on the sale.

TAX TREATMENT.  As permitted under federal income tax laws, the
fund intends to identify futures contracts as mixed straddles and
not mark them to market, that is, not treat them as having been
sold at the end of the year at market value.  Such an election may
result in the fund being required to defer recognizing losses
incurred by entering into futures contracts and losses on
underlying securities identified as being hedged against.

Federal income-tax treatment of gains or losses from transactions
in options on futures contracts and indexes is presently unclear,
although the fund's tax advisors currently believe marking to
market is not required.  Depending on developments, and although no
assurance is given, the fund may seek Internal Revenue Service
(IRS) rulings clarifying questions concerning such treatment.
Certain provisions of the Internal Revenue Code may also limit the
fund's ability to engage in futures contracts and related options
transactions.  For example, at the close of each quarter of the
fund's taxable year, at least 50% of the value of its assets must
consist of cash, government securities and other securities,
subject to certain diversification requirements.  Less than 30% of
its gross income must be derived from sales of securities held less
than three months.

   
The IRS has ruled publicly that an exchange-traded call option is a
security for purposes of the 50%-of-assets test and that its issuer
is the issuer of the underlying security, not the writer of the
option, for purposes of the diversification requirements.  In order
to avoid realizing a gain within the three-month period, the fund
may be required to defer closing out a contract beyond the time

                                      -33-

<PAGE>


when it might otherwise be advantageous to do so.  The fund
also may be restricted in purchasing put options for the purpose of
hedging underlying securities because of applying the short sale
holding period rules with respect to such underlying securities.
    

Accounting for futures contracts will be according to generally
accepted accounting principles.  Initial margin deposits will be
recognized as assets due from a broker (the fund's agent in
acquiring the futures position).  During the period the futures
contract is open, changes in value of the contract will be
recognized as unrealized gains or losses by marking to market on a
daily basis to reflect the market value of the contract at the end
of each day's trading.  Variation margin payments will be made or
received depending upon whether gains or losses are incurred.  All
contracts and options will be valued at the last-quoted sales price
on their primary exchange.

   
WHEN-ISSUED SECURITIES
    

   
The fund may purchase some securities in advance of when they are
issued.  Price and rate of interest are set on the date the
commitments are given but no payment is made or interest earned
until the date the securities are issued, usually within two
months, but other terms may be negotiated.  The commitment requires
the fund to buy the security when it is issued so the commitment is
valued daily the same way as owning a security would be valued.
The fund designates cash or liquid high-grade debt securities to at
least equal the amount of its commitment.  Under normal market
conditions, the fund does not intend to commit more than 5% of its
total assets to these practices.  The fund may sell the commitment
just like it can sell a security.  Frequently, the fund has the
opportunity to sell the commitment back to the institution.
    

   
INVERSE FLOATERS
    

   
The Fund may invest in securities called "inverse floaters."
Inverse floaters are created by underwriters using the interest
payments on securities.  A portion of the interest received is paid
to holders of instruments based on current interest rates for
short-term securities.  What is left over, less a servicing fee, is
paid to holders of the inverse floaters.  As interest rates go
down, the holders of the inverse floaters receive more income and
an increase in the price for the inverse floaters.  As interest
rates go up, the holders of the inverse floaters receive less
income and a decrease in the price for the inverse floaters.
    

                                      -34-


<PAGE>


APPENDIX C

DOLLAR-COST AVERAGING

A technique that works well for many investors is one that
eliminates random buy and sell decisions.  One such system is
dollar-cost averaging.  Dollar-cost averaging involves building a
portfolio through the investment of fixed amounts of money on a
regular basis regardless of the price or market condition.  This
may enable an investor to smooth out the effects of the volatility
of the financial markets.  By using this strategy, more shares will
be purchased when the price is low and less when the price is high.
As the accompanying chart illustrates, dollar-cost averaging tends
to keep the average price paid for the shares lower than the
average market price of shares purchased, although there is no
guarantee.

While this does not ensure a profit and does not protect against a
loss if the market declines, it is an effective way for many
shareholders who can continue investing through changing market
conditions to accumulate shares in a fund to meet long term goals.

DOLLAR-COST AVERAGING
<TABLE>
<CAPTION>

- -------------------------------------------------------------------
Regular             Market Price             Shares
Investment          of a Share               Acquired
- -------------------------------------------------------------------

 <S>                 <C>                     <C>
 $100                $ 6.00                   16.7
  100                  4.00                   25.0
  100                  4.00                   25.0
  100                  6.00                   16.7
  100                  5.00                   20.0
 ----                ------                  -----
 $500                $25.00                  103.4

<FN>
AVERAGE MARKET PRICE OF A SHARE OVER 5 PERIODS:
$5.00 ($25.00 DIVIDED BY 5).
THE AVERAGE PRICE YOU PAID FOR EACH SHARE:
$4.84 ($500 DIVIDED BY 103.4).
</TABLE>



                                      -35-


<PAGE>
                         Independent auditors' report
______________________________________________________________________________

                         The board of directors and shareholders
                         IDS Tax-Exempt Bond Fund, Inc.:

                         We have audited the accompanying statement of assets
                         and liabilities, including the schedule of
                         investments in securities, of IDS Tax-Exempt Bond
                         Fund, Inc. as of November 30, 1994, and the related
                         statement of operations for the year then ended and
                         the statements of changes in net assets for each of
                         the years in the two-year period ended November 30,
                         1994, and the financial highlights for each of the
                         years in the three-year period ended November 30,
                         1994, the eleven months ended November 30, 1991, and
                         for each of the years in the six-year period ended
                         December 31, 1990. These financial statements and the
                         financial highlights are the responsibility of fund
                         management. Our responsibility is to express an
                         opinion on these financial statements and the
                         financial highlights based on our audits.

                         We conducted our audits in accordance with generally
                         accepted auditing standards. Those standards require
                         that we plan and perform the audit to obtain
                         reasonable assurance about whether the financial
                         statements and the financial highlights are free of
                         material misstatement. An audit includes examining,
                         on a test basis, evidence supporting the amounts and
                         disclosures in the financial statements. Investment
                         securities held in custody are confirmed to us by the
                         custodian. As to securities purchased and sold but
                         not received or delivered, we request confirmations
                         from brokers, and where replies are not received, we
                         carry out other appropriate auditing procedures. An
                         audit also includes assessing the accounting
                         principles used and significant estimates made by
                         management, as well as evaluating the overall
                         financial statement presentation. We believe that our
                         audits provide a reasonable basis for our opinion.

                         In our opinion, the financial statements referred to
                         above present fairly, in all material respects, the
                         financial position of IDS Tax-Exempt Bond Fund, Inc.
                         at November 30, 1994, and the results of its
                         operations for the year then ended and the changes in
                         its net assets for each of the years in the two-year
                         period ended November 30, 1994, and the financial
                         highlights for the periods stated in the first
                         paragraph above, in conformity with generally
                         accepted accounting principles.



                         /s/ KPMG Peat Marwick LLP
                         KPMG Peat Marwick LLP
                         Minneapolis, Minnesota
                         January 6, 1995

<PAGE>
                         Financial statements

                         Statement of assets and liabilities
                         IDS Tax-Exempt Bond Fund, Inc.
                         Nov. 30, 1994
<TABLE>
<CAPTION>
_____________________________________________________________________________________________________________

                         Assets
_____________________________________________________________________________________________________________
<S>                                                                                            <C>
Investments in securities, at value (Note 1)
   (identified cost $1,082,850,359)                                                            $1,046,578,827
Accrued interest receivable                                                                        20,306,086
Receivable for investment securities sold                                                          15,210,110
_____________________________________________________________________________________________________________

Total assets                                                                                    1,082,095,023
_____________________________________________________________________________________________________________

                         Liabilities
_____________________________________________________________________________________________________________

Disbursements in excess cash on demand deposit                                                        138,867
Dividends payable to shareholders                                                                     346,612
Payable for investment securities purchased                                                        26,431,099
Accrued investment management and services fee                                                        452,778
Accrued distribution fee                                                                               17,842
Accrued transfer agency fee                                                                            45,142
Other accrued expenses                                                                                236,237
_____________________________________________________________________________________________________________

Total liabilities                                                                                 27,668,577
_____________________________________________________________________________________________________________

Net assets applicable to outstanding capital stock                                             $1,054,426,446
_____________________________________________________________________________________________________________

                         Represented by
_____________________________________________________________________________________________________________

Capital stock -- authorized 10,000,000,000 shares of $.01 par value;
   outstanding 297,618,426 shares                                                              $    2,976,184
Additional paid-in capital                                                                      1,127,424,503
Accumulated net realized loss (Notes 1 and 4)                                                     (39,702,709)
Unrealized depreciation                                                                           (36,271,532)
_____________________________________________________________________________________________________________

Total -- representing net assets applicable to outstanding capital stock                       $1,054,426,446
_____________________________________________________________________________________________________________

Net asset value per share of outstanding capital stock                                         $         3.54
_____________________________________________________________________________________________________________

See accompanying notes to financial statements.
</TABLE>

<PAGE>
                         Financial statements

                         Statement of operations
                         IDS Tax-Exempt Bond Fund, Inc.
                         Year ended Nov. 30, 1994
<TABLE>
<CAPTION>
_____________________________________________________________________________________________________________

                         Investment income
_____________________________________________________________________________________________________________
<S>                                                                                            <C>
Income:
Interest                                                                                       $  77,391,841
_____________________________________________________________________________________________________________

Expenses (Note 2):
Investment management and services fee                                                              6,316,486
Distribution fee                                                                                      227,564
Transfer agency fee                                                                                   575,746
Compensation of directors                                                                              22,070
Compensation of officers                                                                                7,356
Custodian fees                                                                                         37,166
Postage                                                                                                93,133
Registration fees                                                                                      39,323
Reports to shareholders                                                                                14,945
Audit fees                                                                                             30,750
Administrative                                                                                         14,026
Other                                                                                                  16,550
_____________________________________________________________________________________________________________

Total expenses                                                                                     7,395,115
_____________________________________________________________________________________________________________

Investment income -- net                                                                           69,996,726
_____________________________________________________________________________________________________________

                         Realized and unrealized loss -- net
_____________________________________________________________________________________________________________

Net realized loss on security transactions (Note 3)                                              (29,604,611)
Net change in unrealized appreciation or depreciation                                           (141,085,176)
_____________________________________________________________________________________________________________

Net loss on investments                                                                          (170,689,787)
_____________________________________________________________________________________________________________

Net decrease in net assets resulting from operations                                            $(100,693,061)
_____________________________________________________________________________________________________________

See accompanying notes to financial statements.
</TABLE>

<PAGE>
                         Financial statements

                         Statements of changes in net assets
                         IDS Tax-Exempt Bond Fund, Inc.
                         Year ended Nov. 30,
<TABLE>
<CAPTION>
_____________________________________________________________________________________________________________

                         Operations and distributions                                  1994              1993
_____________________________________________________________________________________________________________
<S>                                                                          <C>               <C>
Investment income -- net                                                     $   69,996,726    $   71,694,282
Net realized gain (loss) on investments                                         (29,604,611)       27,788,192
Net change in unrealized appreciation or depreciation                          (141,085,176)       43,928,922
_____________________________________________________________________________________________________________

Net increase (decrease) in net assets resulting from operations                (100,693,061)      143,411,396
_____________________________________________________________________________________________________________

Distributions to shareholders from:
   Net investment income                                                        (69,995,559)      (71,687,635)
   Net realized gain                                                            (28,014,289)       (5,478,900)
_____________________________________________________________________________________________________________

Total distributions                                                             (98,009,848)      (77,166,535)
_____________________________________________________________________________________________________________

                         Capital share transactions
_____________________________________________________________________________________________________________

Proceeds from sales of
   33,342,008 and 51,016,103 shares (Note 2)                                    128,446,824       209,394,147
Net asset value of 17,804,910 and 12,737,284 shares
   issued in reinvestment of distributions                                       70,563,152        52,523,554
Payments for redemptions of
   61,882,421 and 75,320,334 shares                                            (237,258,569)     (309,695,896)
_____________________________________________________________________________________________________________

Decrease in net assets from capital share transactions
   representing net reduction of 10,735,503 and
   11,566,947 shares                                                            (38,248,593)      (47,778,195)
_____________________________________________________________________________________________________________

Total increase (decrease) in net assets                                        (236,951,502)       18,466,666
Net assets at beginning of year                                               1,291,377,948     1,272,911,282
_____________________________________________________________________________________________________________

Net assets at end of year                                                     1,054,426,446     1,291,377,948
_____________________________________________________________________________________________________________

See accompanying notes to financial statements.
</TABLE>

<PAGE>
                         Notes to financial statements

                         IDS Tax-Exempt Bond Fund, Inc.
______________________________________________________________________________
1. Summary of significant accounting policies

                         The fund is registered under the Investment Company
                         Act of 1940 (as amended) as a diversified, open-end
                         management investment company. Significant accounting
                         policies followed by the fund are summarized below:

                         Valuation of securities

                         All securities are valued at the close of each
                         business day. Securities for which market quotations
                         are not readily available are valued at fair value
                         according to methods selected in good faith by the
                         board of directors. Determination of fair value
                         involves, among other things, reference to market
                         indexes, matrixes and data from independent brokers.
                         Short-term securities maturing in more than 60 days
                         from the valuation date are valued at the market
                         price or approximate market value based on current
                         interest rates; those maturing in 60 days or less are
                         valued at amortized cost.

                         Option transactions

                         In order to produce incremental earnings, protect
                         gains, and facilitate buying and selling of
                         securities for investment purposes, the fund may buy
                         and sell put and call options and write covered call
                         options on portfolio securities and may write cash-
                         secured put options. The risk in writing a call
                         option is that the fund gives up the opportunity of
                         profit if the market price of the security increases.
                         The risk in writing a put option is that the fund may
                         incur a loss if the market price of the security
                         decreases and the option is exercised. The risk in
                         buying an option is that the fund pays a premium
                         whether or not the option is exercised. The fund also
                         has the additional risk of not being able to enter
                         into a closing transaction if a liquid secondary
                         market does not exist. The fund also may write over-
                         the-counter options where the completion of the
                         obligation is dependent upon the credit standing of
                         the other party.

<PAGE>

                         Option contracts are valued daily at the closing
                         prices on their primary exchanges and unrealized
                         appreciation or depreciation is recorded. The fund
                         will realize a gain or loss upon expiration or
                         closing of the option transaction. When options on
                         debt securities or futures are exercised, the fund
                         will realize a gain or loss. When other options are
                         exercised, the proceeds on sales for a written call
                         option, the purchase cost for a written put option or
                         the cost of a security for a purchased put or call
                         option is adjusted by the amount of premium received
                         or paid.

                         Futures transactions

                         In order to gain exposure to or protect itself from
                         changes in the market, the fund may buy and sell
                         interest rate futures contracts. Risks of entering
                         into futures contracts and related options include
                         the possibility that there may be an illiquid market
                         and that a change in the value of the contract or
                         option may not correlate with changes in the value of
                         the underlying securities.

                         Upon entering into a futures contract, the fund is
                         required to deposit either cash or securities in an
                         amount (initial margin) equal to a certain percentage
                         of the contract value. Subsequent payments (variation
                         margin) are made or received by the fund each day.
                         The variation margin payments are equal to the daily
                         changes in the contract value and are recorded as
                         unrealized gains and losses. The fund recognizes a
                         realized gain or loss when the contract is closed or
                         expires.

                         Securities purchased on a when-issued basis

                         Delivery and payment for securities that have been
                         purchased by the fund on a forward-commitment or
                         when-issued basis can take place one month or more
                         after the transaction date. During this period, such
                         securities are subject to market fluctuations, and
                         they may effect the fund's net assets the same as
                         owned securities. The fund designates cash or liquid
                         high-grade debt securities at least equal to the
                         amount of its commitment. As of Nov. 30, 1994, the
                         fund had entered into outstanding when-issued or
                         forward commitments of $12,565,215.

                         Federal taxes

                         Since the fund's policy is to comply with all
                         sections of the Internal Revenue Code applicable to
                         regulated investment companies and to distribute all
                         of its taxable income to shareholders, no provision
                         for income or excise taxes is required.

<PAGE>

                         Net investment income (loss) and net realized gains
                         (losses) may differ for financial statement and tax
                         purposes primarily because of the deferral of losses
                         on certain futures contracts, the recognition of
                         certain foreign currency gains (losses) as ordinary
                         income (loss) for tax purposes, and losses deferred
                         due to "wash sale" transactions. The character of
                         distributions made during the year from net
                         investment income or net realized gains may differ
                         from their ultimate characterization for federal
                         income tax purposes. Also, due to the timing of
                         dividend distributions, the fiscal year in which
                         amounts are distributed may differ from the year that
                         the income or realized gains (losses) were recorded
                         by the fund.

                         On the statement of assets and liabilities, as a
                         result of permanent book-to-tax differences,
                         accumulated net realized loss has been decreased by
                         $5,230 resulting in a net reclassification adjustment
                         to decrease paid-in-captial by $5,230.

                         Dividends to shareholders

                         Dividends from net investment income, declared daily
                         and payable monthly, are reinvested in additional
                         shares of the fund at net asset value or payable in
                         cash. Capital gains, when available, are distributed
                         along with the last income dividend of the calendar
                         year.

                         Other

                         Security transactions are accounted for on the date
                         securities are purchased or sold. Interest income,
                         including level-yield amortization of premium and
                         discount, is accrued daily.
______________________________________________________________________________
2. Expenses and sales charges

                         Under terms of an agreement dated Nov. 14, 1991, the
                         fund pays American Express Financial Corporation a
                         fee for managing its investments, recordkeeping and
                         other specified services. The fee is a percentage of
                         the fund's average daily net assets consisting of a
                         group asset charge in reducing percentages from 0.46%
                         to 0.32% annually on the combined net assets of all
                         non-money market funds in the IDS MUTUAL FUND GROUP
                         and an individual annual asset charge of 0.13% of
                         average daily net assets.

                         The fund also pays American Express Financial
                         Corporation a distribution fee at an annual rate of
                         $6 per shareholder account and a transfer agency fee
                         at an annual rate of $15.50 per shareholder account.
                         The transfer agency fee is reduced by earnings on
                         monies pending shareholder redemptions.

<PAGE>

                         American Express Financial Corporation will assume
                         and pay any expenses (except taxes and brokerage
                         commissions) that exceed the most restrictive
                         applicable state expense limitation.

                         Sales charges by American Express Financial Advisors
                         inc. for distributing fund shares were $1,969,064 for
                         the year ended Nov. 30, 1994.

                         The fund has a retirement plan for its independent
                         directors. Upon retirement, directors receive monthly
                         payments equal to one-half of the retainer fee for as
                         many months as they served as directors up to 120
                         months. There are no death benefits. The plan is not
                         funded but the fund recognizes the cost of payments
                         during the time the directors serve on the board. The
                         retirement plan expense amounted to $11,436 for the
                         year ended Nov. 30, 1994.
______________________________________________________________________________
3. Securities transactions

                         Cost of purchases and proceeds from sales of
                         securities (other than short-term obligations)
                         aggregated $775,076,135 and $887,011,705,
                         respectively, for the year ended Nov. 30, 1994.
                         Realized gains and losses are determined on an
                         identified cost basis.
______________________________________________________________________________
4. Capital loss carryover

                         For federal income tax purposes, the fund has a
                         capital loss carryover of $32,682,088 at Nov. 30,
                         1994, that will expire in 2002 if not offset by
                         subsequent capital gains. It is unlikely the board of
                         directors will authorize a distribution of any net
                         realized capital gains until the available capital
                         loss carryover has been offset or expires.

<PAGE>
<TABLE>
                         Investments in securities

                         IDS Tax-Exempt Bond Fund, Inc.                                       (Percentages represent value of
                         Nov. 30, 1994                                                    investments compared to net assets)
<CAPTION>
_____________________________________________________________________________________________________________________________

Municipal bonds (92.9%)
_____________________________________________________________________________________________________________________________

Name of issuer and title of issue (b)(c)                                    Coupon   Maturity    Principal           Value(a)
                                                                             rate                 amount
_____________________________________________________________________________________________________________________________
<S>                                                                         <C>      <C>       <C>              <C>
Alaska (2.5%)
North Slope Borough General Obligation Bonds Series 1994B Zero Coupon
  (CGIC Insured)                                                             7.05 %    2004    $ 3,000,000 (d,e)$   1,594,980
North Slope Borough General Obligation Bonds Series 1994B Zero Coupon
  (CGIC Insured)                                                             7.15      2005      3,000,000 (d,e)    1,478,040
State Housing Finance Veterans Mortgage Corporation Collateralized Bonds
  Series 1990                                                                7.50      2030      4,235,000          4,234,915
Valdez Marine Terminal Refunding Revenue Bonds SOhio Pipeline
  Series 1985                                                                7.125     2025     20,000,000         19,500,600
                                                                                                               ______________
Total                                                                                                              26,808,535
_____________________________________________________________________________________________________________________________
Arizona (2.5%)
Phoenix Industrial Development Authority Single Family Mortgage
  Revenue Capital Appreciation Bonds Zero Coupon                             6.66      2014     39,000,000 (d)      9,103,380
Phoenix Junior Lien Street & Highway User Refunding Revenue Bonds
  Series 1992                                                                6.25      2011     10,350,000          9,748,872
Tucson Street & Highway User Revenue Bonds Series 1991B                      6.25      2010      8,250,000          7,870,582
                                                                                                               ______________
Total                                                                                                              26,722,834
_____________________________________________________________________________________________________________________________
California (10.6%)
Fresno Health Facility Refunding Revenue Bonds Holy Cross Health System
  (MBIA Insured)                                                             5.625     2018      2,500,000          2,087,900
Loma Linda University Medical Center Hospital Refunding Revenue Bonds
  Series C (MBIA Insured)                                                    5.375     2022     21,000,000         16,663,080
Los Angeles County Metropolitan Transportation Authority
  Sales Tax Revenue Bonds Series B (AMBAC Insured)                           4.75      2018      6,500,000          4,792,775
Los Angeles County Metropolitan Transportation Authority
  Sales Tax Revenue Bonds Series B (AMBAC Insured)                           5.25      2023     15,000,000         11,712,750
Los Angeles County Sanitation District Financing Authority Capital
  Series A                                                                   5.25      2019      6,000,000          4,689,240
Los Angeles Wastewater System
  Refunding Revenue Bonds Series C (MBIA Insured)                            5.60      2020      6,000,000          5,001,360
Oakland Redevelopment Agency Special Tax Assessment Bonds Inverse Floater    8.27      2019      6,000,000 (f)      4,447,500
San Diego County Certificates of Participation Capital Asset Leasing
  Master Refunding Bonds Series 1993 Inverse Floater (AMBAC Insured)         7.08      2012     11,700,000 (f)      8,350,875
San Diego Sewer Revenue Bonds Series A (AMBAC Insured)                       5.25      2020      3,300,000          2,604,954

See accompanying notes to investments in securities.

<PAGE>

<S>                                                                         <C>      <C>       <C>              <C>
San Jose Redevelopment Agency Merged Area Tax Allocation Bonds
  Series 1993 (MBIA Insured)                                                 4.75      2024      9,000,000          6,396,030
San Marcos Public Facility Authority Tax Allocation
  Refunding Revenue Bonds Series A (CGIC Insured)                            5.50      2023     10,000,000          8,143,600
Southern California Public Power Authority Revenue Bonds Series 1993
  Inverse Floater (FGIC Insured)                                             6.92      2012     12,100,000 (f)      7,698,625
State Public Works Board California Community Colleges Lease
  Revenue Bonds Series 1994B                                                 7.00      2019     10,000,000 (e)      9,838,000
Statewide Community Development Authority Certificate of Participation
  Sutter Health Obligated Revenue Bonds (MBIA Insured)                       5.50      2023     14,500,000         11,731,370
Statewide Community Development Authority Insurance
  Certificate of Participation Childrens Hospital of Los Angeles
  Revenue Bonds (MBIA Insured)                                               4.75      2021      4,000,000          2,884,400
University of California Refunding Revenue Bonds
  Multiple Purpose Project Series C (AMBAC Insured)                          5.125     2018      5,635,000          4,397,779
                                                                                                               ______________
Total                                                                                                             111,440,238
_____________________________________________________________________________________________________________________________
Connecticut (1.7%)
State General Obligation Bonds Series 1992A                                  6.40      2006     18,000,000        18,198,360
_____________________________________________________________________________________________________________________________
Delaware (0.2%)
State University Revenue Bonds Series 1989                                   6.00      2014      2,000,000         1,765,260
_____________________________________________________________________________________________________________________________
District of Columbia (1.8%)
General Obligation Bonds Series 1994B Zero Coupon (MBIA Insured)             6.64     2013-14   50,360,000 (d)     12,805,774
General Obligation Bonds Series 1994B Zero Coupon (MBIA Insured)             6.68      2012     22,070,000 (d)      6,323,938
                                                                                                               ______________
Total                                                                                                              19,129,712
_____________________________________________________________________________________________________________________________
Florida (4.5%)
Duvall County Housing Authority Single Family Mortgage
  Refunding Revenue Bonds Series 1991 (FGIC Insured)                         7.35      2024      3,430,000          3,436,380
Jacksonville Electric Revenue Bonds St. John's River Series A                6.00      2016      6,900,000          6,175,224
Jacksonville Electric Revenue Bonds St. John's River 2nd Series 1986         6.50      2020     10,000,000          9,473,500
Jacksonville Excise Taxes Refunding Revenue Bonds Series 1992
  (AMBAC Insured)                                                            6.50      2008      5,000,000          5,042,700
Lakeland Electric & Water Refunding Revenue Bonds Series 1986
  (AMBAC Insured)                                                            6.00      2012      5,500,000          5,069,900
St. John's River Water Management District Land Acquisition Revenue Bonds
  Series 1989 (AMBAC Insured)                                                6.00      2009      7,000,000          6,566,280
State Board of Education Administration Capital Outlay
  Public Education Bonds Series 1991C                                        6.50     2008-09   11,225,000         11,222,916
                                                                                                               ______________
Total                                                                                                              46,986,900
_____________________________________________________________________________________________________________________________
Georgia (3.3%)
Municipal Electric Authority Refunding Revenue Bonds
  Series EE Project #1 Bonds (AMBAC Insured)                                 5.50      2026      4,000,000          3,218,120
Municipal Electric Authority Refunding Revenue Bonds
  Series B (Secondary FGIC)                                                  5.70      2019     10,500,000          8,825,040
Municipal Electric Authority Refunding Revenue Bonds
  Series 1989T                                                               6.50      2025      5,000,000          4,588,400
Municipal Electric Authority Special Obligation Bonds Project #1
  4th Crossover Series X (Secondary MBIA)                                    6.50      2020     19,550,000         18,643,858
                                                                                                               ______________
Total                                                                                                              35,275,418
_____________________________________________________________________________________________________________________________

<PAGE>

<S>                                                                         <C>      <C>       <C>              <C>
Hawaii (1.3%)
City & County of Honolulu General Obligation Bonds Series 1992A              6.30      2006      5,880,000          5,903,755
City & County of Honolulu Refunding & Improvement General Obligation Bonds
  Series 1993B Inverse Floater                                               6.32      2006      5,300,000 (f)      3,981,625
City & County of Honolulu Refunding & Improvement General Obligation Bonds
  Series 1993B Inverse Floater                                               6.62      2008      5,300,000 (f)      3,855,750
                                                                                                               ______________
Total                                                                                                              13,741,130
_____________________________________________________________________________________________________________________________
Illinois (6.9%)
Cook & Will Counties TWP High School District #206
  Capital Appreciation Bonds Series 1994C Zero Coupon (AMBAC Insured)        6.55      2010      2,605,000 (d)        856,863
Cook County School District #170 Chicago Heights Capital Appreciation Bonds
  Series 1994C Zero Coupon (AMBAC Insured)                                   6.40      2008      2,155,000 (d)        815,624
Cook County School District #170 Chicago Heights Capital Appreciation Bonds
  Series 1994C Zero Coupon (AMBAC Insured)                                   6.50      2009      2,155,000 (d)        763,172
Cook County School District #170 Chicago Heights Capital Appreciation Bonds
  Series 1994C Zero Coupon (AMBAC Insured)                                   6.50      2010      2,155,000 (d)        708,844
Cook County Unlimited Tax General Obligation Bonds Series 1989               6.50      2009      5,800,000          5,590,678
Health Facilities Authority Refunding Revenue Bonds
  Edwards Hospital Series 1993A                                              6.00      2019      3,055,000          2,534,611
Health Facilities Authority Revenue Bonds Childrens Memorial Hospital
  (MBIA Insured)                                                             5.00      2022      8,400,000          6,115,368
Health Facilities Authority Refunding Revenue Bonds
  University of Chicago Hospital Series 1993 Inverse Floater (MBIA Insured)  7.73      2014      5,000,000 (f)      3,531,250
Metropolitan Pier & Exposition Authority Dedicated State Tax
  Capital Appreciation Revenue Bonds McCormick Place Expansion
  Series A Zero Coupon (FGIC Insured)                                        6.55      2021      5,000,000 (d)        704,750
Metropolitan Pier & Exposition Authority McCormick Place Expansion Bonds
  Series A Zero Coupon (FGIC Insured)                                        6.43      2017      8,250,000 (d)      1,617,495
Metropolitan Pier & Exposition Authority McCormick Place Expansion Bonds
  Series A Zero Coupon (FGIC Insured)                                        6.50      2013      6,500,000 (d)      1,732,380
Metropolitan Pier & Exposition Authority McCormick Place Expansion Bonds
  Series A Zero Coupon (FGIC Insured)                                        6.64      2010     11,000,000 (d)      3,697,100
Metropolitan Pier & Exposition Authority McCormick Place Expansion Bonds
  Series A Zero Coupon (FGIC Insured)                                        6.72      2016      9,000,000 (d)      1,904,760
Northwest Suburban Joint Action Water Supply System Refunding Revenue Bonds
  (MBIA Insured)                                                             5.75      2012      4,815,000          4,209,755
Public Building Commission of Chicago Building Revenue Bonds
  Board of Education of Chicago Series 1990A (MBIA Insured)                  6.50      2018     23,500,000         22,708,990
Public Building Commission of Chicago Building Revenue Bonds
  State Development Finance Authority Power Refunding Bonds Series 1991A     7.375     2021     10,000,000          9,677,200
State Development Finance Authority Regency Park Retirement Housing
  Revenue Bonds Series 1991B Zero Coupon                                     6.50      2025     10,000,000 (d)        988,700
State Health Facility Authority Revenue Bonds Sisters Hospital Services
  Series 1991B Inverse Floater                                               9.67      2015      5,200,000 (f)      4,667,000
                                                                                                               ______________
Total                                                                                                              72,824,540
_____________________________________________________________________________________________________________________________

<PAGE>

<S>                                                                         <C>      <C>       <C>              <C>
Indiana (2.1%)
Municipal Power Agency Power Supply System Refunding Revenue Bonds
  Series 1989A (AMBAC Insured)                                               6.50      2016      8,800,000          9,209,112
Seymour Economic Development Revenue Bonds Union Camp Series 1992            6.25      2012      2,870,000          2,656,673
Transportation Finance Authority Highway Revenue Bonds Series 1990A          7.25      2015     10,000,000         10,182,400
                                                                                                               ______________
Total                                                                                                              22,048,185
_____________________________________________________________________________________________________________________________
Iowa (0.4%)
State Finance Authority Single Family Mortgage-Backed Securities
  Program Bonds Series 1991A                                                 7.25      2016      4,220,000         4,187,717
_____________________________________________________________________________________________________________________________
Kansas (0.8%)
Reno & Labette Counties Single Family Mortgage Revenue Bonds
  Escrowed to Maturity Zero Coupon                                           6.25      2015     25,000,000 (d)      5,426,500
Reno Sedgwick Finney Counties Single Family Mortgage Revenue Bonds
  Escrowed to Maturity Zero Coupon (MBIA Insured)                            6.02      2016     12,015,000 (d)      2,545,618
                                                                                                               ______________
Total                                                                                                               7,972,118
_____________________________________________________________________________________________________________________________
Kentucky (0.4%)
Jefferson County Pollution Control Revenue Bonds Louisville Gas & Electric
  Series 1985A                                                               9.25      2015      1,750,000          1,838,235
Owensboro Electric Light & Power Refunding Revenue Bonds Series B
  Zero Coupon (AMBAC Insured)                                                6.65      2015      9,125,000 (d)      2,216,645
                                                                                                               ______________
Total                                                                                                               4,054,880
_____________________________________________________________________________________________________________________________
Louisiana (2.8%)
Industrial Development Board of Bastrop Percent Pollution Control
  Refunding Revenue Bonds International Paper Company Series 1992A           6.90      2007      6,875,000          6,953,444
New Orleans Capital Appreciation Refunding Revenue Bonds
  Zero Coupon (AMBAC Insured)                                                6.35      2014     12,270,000 (d)      3,063,083
New Orleans Capital Appreciation Refunding Revenue Bonds
  Zero Coupon (AMBAC Insured)                                                6.36      2015     16,000,000 (d)      3,708,640
New Orleans Capital Appreciation Refunding Revenue Bonds
  Zero Coupon (AMBAC Insured)                                                6.62      2012      6,250,000 (d)      1,820,500
New Orleans General Obligation Bonds Series 1986 (AMBAC Insured)             6.00      2004      4,685,000          4,675,255
New Orleans General Obligation Refunding Bonds Series 1991 (AMBAC Insured)   6.00      2004      1,165,000          1,149,517
New Orleans Home Mortgage Authority Special Obligation Refunding Bonds
  Series 1992                                                                6.25      2011      9,000,000          8,443,530
                                                                                                               ______________
Total                                                                                                              29,813,969
_____________________________________________________________________________________________________________________________
Maryland (2.5%)
Health & Educational Facility Authority Refunding Revenue Bonds
  Sinai Hospital Baltimore (AMBAC Insured)                                   5.25      2019      5,000,000          3,940,850
Health & Educational Facility Authority Revenue Bonds
  Frederick Memorial Hospital Series 1993 (FGIC Insured)                     5.00      2028     10,000,000          7,325,500
State Community Development Administration Department of Housing &
  Community Development Single Family Program Bonds Series 1991-1            7.30      2017     10,500,000         10,595,970
State Health & Higher Educational Facility Authority Revenue Bonds
  Anne Arndel Medical Center (AMBAC Insured)                                 5.00      2023      5,500,000          4,099,535
                                                                                                               ______________
Total                                                                                                              25,961,855
_____________________________________________________________________________________________________________________________

<PAGE>

<S>                                                                         <C>      <C>       <C>              <C>
Massachusetts (1.5%)
Health & Educational Facilities Authority Revenue Bonds
  Valley Regional Health System Series C (Connie Lee Insured)                5.75      2018      3,500,000          2,913,995
State Health & Education Authority Beverly Hospital Inverse Floater
  (MBIA Insured)                                                             7.37      2020      2,950,000 (f)      1,921,187
State Municipal Wholesale Electric Power Supply System Revenue Bonds
  Series 1992B                                                               6.75      2017     10,000,000         10,591,300
                                                                                                               ______________
Total                                                                                                              15,426,482
_____________________________________________________________________________________________________________________________
Michigan (1.1%)
Detroit Water Supply System Refunding Revenue Bonds
  Series 1992 (FGIC Insured)                                                 6.25      2007      2,000,000          1,960,660
State Hospital Finance Authority Refunding Revenue Bonds
  Detroit Medical Center Obligation Group Series 1993A                       6.50      2018      5,000,000          4,443,900
State Strategic Fund Percent Limited Obligation Refunding Revenue Bonds
  Ford Motor Company Series 1991A                                            7.10      2006      5,000,000          5,119,300
                                                                                                               ______________
Total                                                                                                              11,523,860
_____________________________________________________________________________________________________________________________
Minnesota (2.8%)
Cambridge 1st Mortgage Nursing Home Revenue Bonds
  Cambridge Nursing Care Center (FHA Insured)                               10.15      2013      2,965,000          2,986,407
Minneapolis & St. Paul Housing & Redevelopment Authority
  Health Care System Series 1990A                                            7.40      2005      4,500,000          4,841,685
Osseo Independent School District #279 General Obligation
  School Building Bonds Series 1994A Inverse Floater                         6.60      2012      7,000,000 (f)      4,961,250
Regents of the University General Obligation Bonds
  Series 1993A Inverse Floater                                               5.77      2003      5,000,000 (f)      3,912,500
State Housing Finance Agency Single Family Mortgage Bonds
  Series 1990C (FHA Insured)                                                 7.70      2014      3,215,000          3,260,621
State Housing Finance Agency Single Family Mortgage Revenue Bonds
  Series 1988E                                                               7.65      2014     10,055,000         10,087,377
                                                                                                               ______________
Total                                                                                                              30,049,840
_____________________________________________________________________________________________________________________________
Missouri (1.0%)
Lee's Summit Industrial Development Authority Bonds Pfizer Series 1984      10.50      2009      1,450,000          1,506,478
St. Louis Region Convention & Sports Complex Authority Series 1991C          7.90      2021      8,500,000          8,653,340
                                                                                                               ______________
Total                                                                                                              10,159,818
_____________________________________________________________________________________________________________________________
New Hampshire (0.4%)
Business Finance Authority Pollution Control & Solid Waste Disposal
  Revenue Bonds James River Series 1993                                      6.625     2022      5,000,000         4,315,250
_____________________________________________________________________________________________________________________________
New Jersey (1.5%)
Turnpike Authority Revenue Bonds Series 1991C                                6.50      2005     16,000,000        16,098,560
_____________________________________________________________________________________________________________________________

<PAGE>

<S>                                                                         <C>      <C>       <C>              <C>
New Mexico (0.3%)
Mortgage Finance Authority Single Family Mortgage Program
  Series 1987A (FGIC Insured)                                                7.00      2017      3,800,000         3,723,696
_____________________________________________________________________________________________________________________________
New York (6.7%)
City Municipal Water Finance Authority Water & Sewer System Revenue Bonds
  Series A                                                                   5.50      2020      4,370,000          3,414,849
Dormitory Authority New York City Court Facility Lease
  Revenue Bonds Series 1993A                                                 5.25      2021     20,000,000         14,909,200
Dormitory Authority New York City University System Consolidated
  2nd General Revenue Bonds Series A                                         5.75      2018      5,500,000          4,515,115
New York City General Obligation Bonds Series B                              6.75      2017     10,000,000          9,297,700
New York City General Obligation Bonds Series 1995B                          7.00      2016     10,000,000          9,653,100
State Dormitory Authority City University Revenue Bonds
  Series F                                                                   5.00      2014      7,970,000          6,007,388
State Medical Care Facilities Mental Health Service Series A
  (FGIC Insured)                                                             5.50      2021      4,000,000          3,262,360
State Mortgage Agency Homeowner Mortgage Revenue Bonds Series TT             7.50      2015     15,945,000         16,308,705
State Urban Development Correctional Capital Facility Revenue Bonds
  Series 4                                                                   5.375     2023      4,840,000          3,623,756
                                                                                                             ________________
Total                                                                                                              70,992,173
_____________________________________________________________________________________________________________________________
North Carolina (3.3%)
Eastern Municipal Power Agency System Refunding Revenue Bonds
  Series 1989A                                                               6.50      2024     20,000,000         17,903,200
Eastern Municipal Power Agecny System Series G                               5.75      2016      8,000,000          6,524,720
State Municipal Power Agency #1 Catawba Electric Revenue Bonds Series 1993
  Inverse Floater (MBIA Insured)                                             6.97      2012     15,000,000 (f)     10,181,250
                                                                                                               ______________
Total                                                                                                              34,609,170
_____________________________________________________________________________________________________________________________
Ohio (0.8%)
Columbus Sewerage System Refunding Revenue Bonds Series 1992                 6.30      2005      3,500,000          3,499,965
State Building Authority Bonds Toledo Government Center                      6.00      2007      4,620,000          4,432,058
                                                                                                               ______________
Total                                                                                                               7,932,023
_____________________________________________________________________________________________________________________________
Oregon (0.3%)
Hospital Facility Authority of Clackamas County Revenue Bonds
  Kaiser-Permanente Series 1985                                              9.375     2015      2,750,000         2,901,690
_____________________________________________________________________________________________________________________________

<PAGE>

<S>                                                                         <C>      <C>       <C>              <C>
Pennsylvania (3.8%)
Commonwealth General Obligation Bonds Series 1992-1                          6.30      2005     11,000,000         10,981,630
Delaware County Industrial Development Authority Pollution Control
  Refunding Revenue Bonds Philadelphia Electric Company                      7.375     2021     23,540,000         23,173,953
State Housing Finance Agency Single Family Mortgage Revenue Bonds
  Series 1987L                                                               7.125     2014      6,165,000          6,431,328
                                                                                                               ______________
Total                                                                                                              40,586,911
_____________________________________________________________________________________________________________________________
South Carolina (2.3%)
Horry County Hospital Refunding Revenue Bonds Conway Hospital Series 1992    6.75      2012      4,000,000          3,594,320
Piedmont Municipal Power Agency Electric Refunding Revenue Bonds
  Series 1986                                                                6.00      2024     13,060,000         11,090,944
Piedmont Municipal Power Agency Electric Refunding Revenue Bonds
  Series 1986A                                                               5.75      2024      2,390,000          1,921,297
Public Service Revenue Bonds Series D                                        6.375     2022      8,000,000          7,125,760
                                                                                                               ______________
Total                                                                                                              23,732,321
_____________________________________________________________________________________________________________________________
Tennessee (0.6%)
Chattanooga Municipal Improvement & Sewer Facility Unlimited Tax Bonds       6.50     2009-11    6,000,000         5,916,600
_____________________________________________________________________________________________________________________________
Texas (12.9%)
Austin Utility System Capital Appreciation Combined Refunding
  Revenue Bonds Series 1994A Zero Coupon (MBIA Insured)                      6.60      2008     11,515,000 (d)      4,419,227
Austin Utility System Capital Appreciation Refunding Revenue Bonds
  Zero Coupon (AMBAC Insured)                                                6.51      2010      5,055,000 (d)      1,688,572
Austin Utility System Capital Appreciation Refunding Revenue Bonds
  Zero Coupon (MBIA Insured)                                                 6.80      2010     16,000,000 (d)      5,344,640
Austin Utility System Combined Utility Refunding Revenue Bonds Series 1992
  (AMBAC Insured)                                                            6.25      2006     10,500,000         10,403,715
Coastal Water Authority Water Conveyance System Refunding Revenue Bonds
  Series 1991 (AMBAC Insured)                                                6.25      2017      5,000,000          4,771,250
Corpus Christi Independent School District
  Unlimited Tax School Building Bonds                                        6.00     2005-06    4,845,000          4,667,024
Cypress-Fairbanks Independent School District Harris County
  Unlimited Tax Schoolhouse Bonds Series 1990 (FGIC Insured)                 6.50      2008      1,500,000          1,553,610
Fort Worth Tarrant & Denton Counties Water & Sewer System
  Refunding Revenue Bonds Series 1991B                                       6.30      2004     11,390,000         11,417,564
Fort Worth Tarrant & Denton Counties Water & Sewer System
  Refunding Revenue Bonds Series 1991B                                       6.40      2005      8,760,000          8,758,861
Houston Water & Sewer System Junior Lien Refunding Revenue Bonds
  Series C Zero Coupon (AMBAC Insured)                                       6.60      2008      8,000,000 (d)      3,060,880
Municipal Power Agency Bonds (BIG Insured)                                   6.25      2010      7,000,000          7,307,020
Municipal Power Agency Capital Appreciation Refunding Revenue Bonds
  Zero Coupon (AMBAC Insured)                                                6.90      2009      6,500,000 (d)      2,368,925

<PAGE>

<S>                                                                         <C>      <C>       <C>              <C>
North Central Texas Health Facilities Development Bonds
  Kaiser Foundation of Texas                                                 9.375     2015      4,500,000          4,762,080
San Antonio Electric & Gas Systems Refunding Revenue Bonds Series 1989       6.00      2014      6,000,000          5,406,360
San Antonio Electric & Gas Systems Refunding Revenue Bonds Series 1989       6.50      2012     20,000,000         19,248,400
San Antonio Electric & Gas Systems Refunding Revenue Bonds Series 1989A      6.50      2012      6,250,000          6,015,125
San Antonio Water Refunding Revenue Bonds (FGIC Insured)                     6.40      2007     25,000,000         24,871,500
State Turnpike Authority Revenue Bonds                                       6.00      2020     10,000,000         10,129,100
                                                                                                               ______________
Total                                                                                                             136,193,853
_____________________________________________________________________________________________________________________________
Utah (1.3%)
Intermountain Power Authority Special Obligation Bonds
  1st Crossover Series                                                       6.00      2015     15,970,000        14,067,175
_____________________________________________________________________________________________________________________________
Virginia (1.3%)
Fairfax County Water Authority Refunding Revenue Bonds                       5.75      2029      5,000,000          4,173,950
Loudoun County Sanitation Authority Water & Sewer Revenue Bonds
  (MBIA Insured)                                                             5.25      2025      2,580,000          1,989,954
State Transportation Board Revenue Bonds                                     6.00      2019      8,000,000          7,043,840
                                                                                                               ______________
Total                                                                                                              13,207,744
_____________________________________________________________________________________________________________________________
Washington (4.6%)
Auburn School District #408 King County Unlimited Tax
  General Obligation Bonds Series 1992A                                      6.375     2006      8,000,000          7,976,640
Issaquah School District #411 King County Unlimited Tax
  General Obligation Refunding Bonds 1992                                    6.375     2008     16,675,000         16,320,323
Public Power Supply System Nuclear Project #1 Revenue Bonds Series 1989A     6.00      2017     12,130,000         10,468,190
Public Power Supply System Nuclear Project #3 Capital Appreciation
  Refunding Revenue Bonds Series B Zero Coupon (MBIA Insured)                6.61      2013     10,360,000 (d)      2,787,254
State Public Power Supply System Nuclear Project #1 Revenue Refunding Bonds
  Bonneville Power Administration Series 1993A Inverse Floater
  (FSA Insured)                                                              7.47      2011     15,000,000 (f)     11,100,000
                                                                                                               ______________
Total                                                                                                              48,652,407
_____________________________________________________________________________________________________________________________
West Virginia (0.8%)
School Building Authority Capital Improvement Revenue Bonds Series 1990B
  (MBIA Insured)                                                             6.00      2020      9,730,000         8,484,852
_____________________________________________________________________________________________________________________________
Wyoming (1.3%)
Casper Industrial Development Revenue Bonds Albertson's                      9.875     2010      2,525,000          2,683,696
Community Development Authority Single Family Mortgage Bonds
  Federally Insured or Guaranteed Mortgage Loan                              7.40      2031      3,510,000          3,520,916
State Farm Loan Board Capital Facilities Revenue Bonds Series 1994           6.10      2024      8,495,000          7,368,139
                                                                                                               ______________
Total                                                                                                              13,572,751
_____________________________________________________________________________________________________________________________
Total municipal bonds
(Cost: $1,015,350,359)                                                                                           $979,078,827
_____________________________________________________________________________________________________________________________

<PAGE>

<CAPTION>
Short-term securities (6.4%)
_____________________________________________________________________________________________________________________________
Issuer (g,h)                                                                Effective               Amount           Value(a)
                                                                                yield           payable at
                                                                                                  maturity
_____________________________________________________________________________________________________________________________
<S>                                                                        <C>                 <C>            <C>
Municipal notes
Harris County Texas Pollution Control Revenue Bonds
Exxon V.R.D.B. Series 1984A
  03-01-24                                                                   3.40%             $ 2,300,000    $    2,300,000
Jackson County Mississippi Pollution Control Revenue Bonds
Chevron V.R.D.B. Series 1993
  06-01-23                                                                   3.40                1,000,000         1,000,000
Kemmerer Wyoming Pollution Control Revenue Bonds
Exxon V.R.D.B. Series 1984
  11-01-14                                                                   3.55                1,400,000         1,400,000
Lincoln County Wyoming Pollution Control Revenue Bonds
Exxon V.R.B.D. Series 1984A
  11-01-14                                                                   3.40                8,300,000         8,300,000
Lincoln County Wyoming Pollution Control Revenue Bonds
Exxon V.R.B.D. Series 1984D
  11-01-14                                                                   3.40                7,700,000         7,700,000
New York City General Obligation Bonds V.R.D.B. Series 1994H-2
  08-01-14                                                                   3.50                2,000,000         2,000,000
New York City General Obligation Bonds V.R.D.B. Series 1994H-3
  08-01-22                                                                   3.50                  500,000           500,000
New York City Municipal Water Finance Authority V.R.D.B.
Series 1992C
  06-15-22                                                                   3.40                5,200,000         5,200,000
New York City Municipal Water Finance Authority V.R.D.B.
Series 1994C
  06-15-23                                                                   3.40               10,200,000        10,200,000
New York State V.R.D.B. Series B-1
  08-01-23                                                                   3.40                7,200,000         7,200,000
Peninsula Port Authority Virginia Shell Oil V.R.D.B.
  12-01-05                                                                   3.45                4,400,000         4,400,000
Triborough Bridge & Tunnel Authority New York Special Obligation
V.R.D.B. Series 1994
  01-01-24                                                                   3.50                5,100,000         5,100,000
Uinta County Wyoming Polution Control Revenue Bonds
Chevron V.R.D.B.
  08-15-20                                                                   3.40               12,200,000        12,200,000
_____________________________________________________________________________________________________________________________
Total short-term securities
(Cost: $67,500,000)                                                                                            $   67,500,000
_____________________________________________________________________________________________________________________________
Total investments in securities
(Cost: $1,082,850,359)(i)                                                                                      $1,046,578,827
_____________________________________________________________________________________________________________________________

<PAGE>

Notes to investments in securities
_____________________________________________________________________________________________________________________________
(a) Securities are valued by procedures described in Note 1 to the financial statements.
(b) Investments in bonds, by rating category as a percentage of total bonds, are as follows:
<CAPTION>
                                                                                 (Unaudited)
                                                                  _________________________________________
    Rating                                                        11-30-94                         11-30-93
    _______________________________________________________________________________________________________
    <S>                                                           <C>                              <C>
    AAA                                                              46%                              35%
    AA                                                               29                               36
    A                                                                17                               23
    BBB and below                                                     8                                6
    Non-rated                                                         -                                -
    _______________________________________________________________________________________________________
    Total                                                           100%                             100%
    _______________________________________________________________________________________________________

(c) The following abbreviations are used in portfolio descriptions to identify the insurer of the issue:

    AMBAC    -- American Municipal Bond Association Corporation
    BIG      -- Bond Investors Guarantee
    CGIC     -- Capital Guaranty Insurance Company
    FGIC     -- Financial Guarantee Insurance Corporation
    FHA      -- Federal Housing Authority
    FSA      -- Financial Security Assurance
    MBIA     -- Municipal Bond Investors Assurance

(d) For zero coupon bonds, the interest rate disclosed represents the annualized effective yield on the date of acquisition.
(e) At Nov. 30, 1994 the cost of securities purchased on a when-issued basis was $12,565,215.
(f) Inverse floaters represent securities that pay interest at a rate that increases (decreases) in the same magnitude as,
    or in a multiple of, a decline (increase) in market short-term rates. Interest rate disclosed is the rate in effect on
    Nov. 30, 1994. Inverse floaters in the aggregate represent 6.5% of the fund's net assets as of Nov. 30, 1994.
(g) Interest rate varies to reflect current market conditions; rates shown are the effective rates on Nov. 30, 1994.
(h) The following abbreviation is used in portolio description:

    V.R.D.B.  -- Variable Rate Demand Bond

(i) At Nov. 30, 1994, the cost of securities for federal income tax purposes was $1,082,913,601 and the
    aggregate gross unrealized appreciation and depreciation based on that cost was:
<CAPTION>
    <C>                                                                                       <C>
    Unrealized appreciation                                                                   $ 16,831,283
    Unrealized depreciation                                                                    (53,166,057)
    ______________________________________________________________________________________________________
    Net unrealized depreciation                                                               $(36,334,774)
    ______________________________________________________________________________________________________
</TABLE>

<PAGE>
                           PART C.  OTHER INFORMATION

ITEM 24.  FINANCIAL STATEMENTS AND EXHIBITS

   
<TABLE>
<C>        <C>        <S>
      (a)  FINANCIAL STATEMENTS:
           List  of  financial statements  filed as  part  of this  Post-Effective Amendment  to the
           Registration Statement:
                   -  Independent Auditors' Report dated January 6, 1995
                   -  Statement of Assets and Liabilities, November 30, 1994
                   -  Statement of Operations, Year ended November 30, 1994
                   -  Statement of Changes in Net Assets, for the two-year period ended November 30,
                      1993 and November 30, 1994
                   -  Notes to Financial Statements
                   -  Investments in Securities, November 30, 1994
                   -  Notes to Investments in Securities
      (b)  EXHIBITS:
                  1.  Copy of Articles of Incorporation amended October 17, 1988, filed as Exhibit 1
                      to Post-Effective Amendment No.  23 to this  Registration Statement is  herein
                      incorporated by reference.
                  2.  Copy of By-Laws as amended June 14, 1987, filed as Exhibit 2 to Post-Effective
                      Amendment  No. 20  to this  Registration Statement  is herein  incorporated by
                      reference.
                  3.  Not Applicable.
                  4.  Copy of Stock  certificate, filed  as Exhibit 4  to Registrant's  Registration
                      Statement  No.  2-57382  on  September 30,  1976,  is  incorporated  herein by
                      reference.
                  5.  Form of  Investment  Management  Services  Agreement  between  Registrant  and
                      American  Express  Financial  Corporation,  dated  March  20,  1995,  is filed
                      electronically herewith.
                  6.  Form  of  Distribution  Agreement  between  Registrant  and  American  Express
                      Financial  Advisors  Inc.,  dated  March  20,  1995,  is  filed electronically
                      herewith.
                  7.  All employees are eligible to participate in a profit sharing plan. Entry into
                      the plan is Jan. 1 or July  1. The Registrant contributes each year an  amount
                      up  to  15 percent  of their  annual salaries,  the maximum  deductible amount
                      permitted under Section 404(a) of the Internal Revenue Code.
                  8.  Form of  Custodian Agreement  between Registrant  and American  Express  Trust
                      Company, dated March 20, 1995, is filed electronically herewith.
               9(a).  Form  of  Transfer Agency  Agreement between  Registrant and  American Express
                      Financial Corporation, dated March 20, 1995, is filed electronically herewith.
               9(b).  Form of Shareholder Service Agreement between Registrant and American  Express
                      Financial  Advisors  Inc.,  dated  March  20,  1995,  is  filed electronically
                      herewith.
                 10.  Not Applicable.
                 11.  Independent Auditors' Consent is filed electronically herewith.
                 12.  None.
                 13.  Not Applicable.
                 14.  Copy of Keogh, IRA and other retirement plans, filed as Exhibits 14(a) through
                      14(n)  to  IDS  Growth  Fund,  Inc.,  Post  Effective  Amendment  No.  34   to
                      Registration Statement No. 2-38355 are incorporated herein by reference.
                 15.  Form  of Plan  and Agreement of  Distribution between  Registrant and American
                      Express Financial Advisors Inc., dated March 20, 1995, is filed electronically
                      herewith.
                 16.  Copy of Schedule for computation of each performance quotation provided in the
                      Registration Statement in response to Item 22, filed electronically as Exhibit
                      16 to Post-Effective Amendment No. 29 is herein incorporated by reference.
</TABLE>
    

                                      II-1
<PAGE>
   
<TABLE>
<C>        <C>        <S>
                 17.  Financial Data Schedule is filed electronically herewith.
                 18.  (a) Directors'  Power of  Attorney  to sign  amendments to  this  Registration
                      Statement  dated  Nov.  10, 1994,  filed  electronically as  Exhibit  18(a) to
                      Registrant's Post-Effective  Amendment  No.  34,  is  incorporated  herein  by
                      reference.
                 18.  (b)  Officers'  Power  of Attorney  to  sign amendments  to  this Registration
                      Statement dated  June  1,  1993,  filed electronically  as  Exhibit  17(b)  to
                      Post-Effective Amendment No. 31 is incorporated herein by reference.
</TABLE>
    

ITEM 25.  PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT

    None

ITEM 26.  NUMBER OF HOLDERS OF SECURITIES

   
<TABLE>
<CAPTION>
     (1)             (2)

                  NUMBER OF
                   RECORD
                HOLDERS AS OF
                 JANUARY 23,
TITLE OF CLASS      1995
- --------------  -------------
<S>             <C>
Common Stock       35,505
</TABLE>
    

                                      II-2

<PAGE>
Item 27.  Indemnification

The Articles of Incorporation of the registrant provide that the
Fund shall indemnify any person who was or is a party or is
threatened to be made a party, by reason of the fact that she or he
is or was a director, officer, employee or agent of the Fund, or is
or was serving at the request of the Fund as a director, officer,
employee or agent of another company, partnership, joint venture,
trust or other enterprise, to any threatened, pending or completed
action, suit or proceeding, wherever brought, and the Fund may
purchase liability insurance and advance legal expenses, all to the
fullest extent permitted by the laws of the State of Minnesota, as
now existing or hereafter amended.  The By-laws of the registrant
provide that present or former directors or officers of the Fund
made or threatened to be made a party to or involved (including as
a witness) in an actual or threatened action, suit or proceeding
shall be indemnified by the Fund to the full extent authorized by
the Minnesota Business Corporation Act, all as more fully set forth
in the By-laws filed as an exhibit to this registration statement.

Insofar as indemnification for liability arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the registrant pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that in
the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by
the registrant of expenses incurred or paid by a director, officer
or controlling person of the registrant in the successful defense
of any action, suit or proceeding) is asserted by such director,
officer or controlling person in connection with the securities
being registered, the registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.

Any indemnification hereunder shall not be exclusive of any other
rights of indemnification to which the directors, officers,
employees or agents might otherwise be entitled.  No
indemnification shall be made in violation of the Investment
Company Act of 1940.
<PAGE>

<PAGE>
PAGE 1
<TABLE><CAPTION>
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)

Directors and officers of American Express Financial Corporation who are directors and/or
officers of one or more other companies:
<S>                                     <C>                        <C>
Ronald G. Abrahamson, Vice President--Service Quality and Reengineering                       

American Express Financial Advisors     IDS Tower 10               Vice President-Field
                                        Minneapolis, MN  55440       Service Quality
                                                                     and Reengineering
American Express Service Corporation                               Vice President

Douglas A. Alger, Vice President--Total Compensation                                          

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Total Compensation

Jerome R. Amundson, Vice President and Controller--Investment Accounting                      

American Express Financial Advisors     IDS Tower 10               Vice President and 
                                        Minneapolis, MN  55440       Controller-Investment
                                                                     Accounting

Peter J. Anderson, Director and Senior Vice President--Investments                            

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Investments
IDS Advisory Group Inc.                                            Director and Chairman
                                                                     of the Board
IDS Capital Holdings Inc.                                          Director and President
IDS Fund Management Limited                                        Director
IDS International, Inc.                                            Director, Chairman of the
                                                                     Board and Executive Vice 
                                                                     President
IDS Securities Corporation                                         Executive Vice President-
                                                                     Investments
NCM Capital Management Group, Inc.      2 Mutual Plaza             Director
                                        501 Willard Street
                                        Durham, NC  27701

Ward D. Armstrong, Vice President-Sales and Marketing, American Express Institutional Services

American Express Financial Advisors     IDS Tower 10               Vice President-Sales and
                                        Minneapolis, MN  55440       Marketing, American 
                                                                     Express Institutional     
                                                                     Services

Kent L. Ashton, Vice President--Financial Education Services                                  

American Express Financial Advisors     IDS Tower 10               Vice President-Financial
                                        Minneapolis, MN  55440       Education Services
<PAGE>
PAGE 2
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Joseph M. Barsky III, Vice President--Senior Portfolio Manager                                

American Express Financial Advisors     IDS Tower 10               Vice President-Senior
                                        Minneapolis, MN  55440       Portfolio Manager
IDS Advisory Group Inc.                                            Vice President
                                                               

Robert C. Basten, Vice President--Tax and Business Services                                   

American Express Financial Advisors     IDS Tower 10               Vice President-Tax
                                        Minneapolis, MN  55440       and Business Services
American Express Tax & Business                                    Director, President and
  Services Inc.                                                      Chief Executive Officer

Timothy V. Bechtold, Vice President--Insurance Product Development                            

American Express Financial Advisors     IDS Tower 10               Vice President-Insurance
                                        Minneapolis, MN  55440       Product Development
IDS Life Insurance Company                                         Vice President-Insurance
                                                                     Product Development

Carl E. Beihl, Vice President--Strategic Technology Planning                                  

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Strategic Technology
                                                                     Planning
Alan F. Bignall, Vice President--Financial Planning Systems                                   

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Financial Planning
                                                                     Systems
American Express Service Corporation                               Vice President
                                                                

John C. Boeder, Vice President--Mature Market Group                                           

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Mature Market Group
IDS Life Insurance Company of New York  Box 5144                   Director
                                        Albany, NY  12205

Karl J. Breyer, Director and Senior Vice President--Corporate Affairs and General Counsel     

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Corporate Affairs and
                                                                     Special Counsel
American Express Minnesota Foundation                              Director
IDS Aircraft Services Corporation                                  Director and President
<PAGE>
PAGE 3
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Harold E. Burke, Vice President and Assistant General Counsel                                 

American Express Financial Advisors     IDS Tower 10               Vice President and
                                        Minneapolis, MN  55440       Assistant General Counsel
American Express Service Corporation                               Vice President

Daniel J. Candura, Vice President--Marketing Support                                          

American Express Financial Advisors     IDS Tower 10               Vice President-Marketing
                                        Minneapolis, MN  55440       Support

Cynthia M. Carlson, Vice President--American Express Securities Services                      

American Enterprise Investment          IDS Tower 10               Director, President and
  Services Inc.                         Minneapolis, MN  55440       Chief Executive Officer
American Express Financial Advisors                                Vice President-IDS
                                                                     Securities Services

Orison Y. Chaffee III, Vice President--Field Real Estate                                      

American Express Financial Advisors     IDS Tower 10               Vice President-Field
                                        Minneapolis, MN  55440       Real Estate

James E. Choat, Director and Senior Vice President--Field Management                          

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Field Management
American Express Minnesota Foundation                              Director
American Express Service Corporation                               Vice President
IDS Insurance Agency of Alabama Inc.                               Vice President--North
                                                                     Central Region 
IDS Insurance Agency of Arkansas Inc.                              Vice President--North
                                                                     Central Region
IDS Insurance Agency of Massachusetts Inc.                         Vice President--North
                                                                     Central Region
IDS Insurance Agency of Nevada Inc.                                Vice President--North
                                                                     Central Region
IDS Insurance Agency of New Mexico Inc.                            Vice President--North
                                                                     Central Region
IDS Insurance Agency of North Carolina Inc.                        Vice President--North
                                                                     Central Region
IDS Insurance Agency of Ohio Inc.                                  Vice President--North
                                                                     Central Region
IDS Insurance Agency of Wyoming Inc.                               Vice President-- North
                                                                     Central Region
IDS Property Casualty Insurance Co.                                Director
<PAGE>
PAGE 4
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Kenneth J. Ciak, Vice President and General Manager--IDS Property Casualty                    

American Express Financial Advisors     IDS Tower 10               Vice President and General
                                        Minneapolis, MN  55440       Manager-IDS Property
                                                                     Casualty
IDS Property Casualty Insurance Co.     I WEG Blvd.                Director and President
                                        DePere, Wisconsin  54115

Alan R. Dakay, Vice President--Institutional Insurance Marketing                              

American Enterprise Life Insurance Co.  IDS Tower 10               Director and President
                                        Minneapolis, MN  55440
American Express Financial Advisors                                Vice President -
                                                                     Institutional Insurance
                                                                     Marketing
American Partners Life Insurance Co.                               Director and President
IDS Life Insurance Company                                         Vice President -
                                                                     Institutional Insurance
                                                                     Marketing

Regenia David, Vice President--Systems Services                                               

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Systems Services

William H. Dudley, Director and Executive Vice President--Investment Operations               

American Express Financial Advisors     IDS Tower 10               Director and Executive
                                        Minneapolis, MN  55440       Vice President-
                                                                     Investment Operations
IDS Advisory Group Inc.                                            Director
IDS Capital Holdings Inc.                                          Director
IDS Futures Corporation                                            Director
IDS Futures III Corporation                                        Director
IDS International, Inc.                                            Director
IDS Securities Corporation                                         Director, Chairman of the
                                                                     Board, President and
                                                                     Chief Executive Officer

Roger S. Edgar, Director and Senior Vice President--Information Systems                       

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Information Systems
<PAGE>
PAGE 5
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Gordon L. Eid, Director, Senior Vice President and Deputy General Counsel                     

American Express Financial Advisors     IDS Tower 10               Senior Vice President and
                                        Minneapolis, MN  55440       General Counsel
IDS Insurance Agency of Alabama Inc.                               Director and Vice President
IDS Insurance Agency of Arkansas Inc.                              Director and Vice President
IDS Insurance Agency of Massachusetts Inc.                         Director and Vice President
IDS Insurance Agency of Nevada Inc.                                Director and Vice President
IDS Insurance Agency of New Mexico Inc.                            Director and Vice President
IDS Insurance Agency of North Carolina Inc.                        Director and Vice President
IDS Insurance Agency of Ohio Inc.                                  Director and Vice President
IDS Insurance Agency of Wyoming Inc.                               Director and Vice President
IDS Real Estate Services, Inc.                                     Vice President
Investors Syndicate Development Corp.                              Director

Robert M. Elconin, Vice President--Government Relations                                       

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Government Relations
IDS Life Insurance Company                                         Vice President

Mark A. Ernst, Vice President--Retail Services                                                

American Enterprise Investment          IDS Tower 10               Director
  Services Inc.                         Minneapolis, MN  55440
American Express Financial Advisors                                Vice President-
                                                                     Retail Services
American Express Tax & Business                                    Director and Chairman of
  Services Inc.                                                      the Board

Gordon M. Fines, Vice President--Mutual Fund Equity Investments                               

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Mutual Fund Equity
                                                                     Investments
IDS Advisory Group Inc.                                            Executive Vice President
IDS International, Inc.                                            Vice President and
                                                                     Portfolio Manager
<PAGE>
PAGE 6
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Louis C. Fornetti, Director, Senior Vice President and Chief Financial Officer                

American Enterprise Investment          IDS Tower 10               Vice President
  Services Inc.                         Minneapolis, MN  55440
American Express Financial Advisors                                Senior Vice President and
                                                                     Chief Financial Officer
American Express Tax & Business                                    Director
  Services Inc.
American Express Trust Company                                     Director
IDS Cable Corporation                                              Director
IDS Cable II Corporation                                           Director
IDS Capital Holdings Inc.                                          Senior Vice President
IDS Certificate Company                                            Vice President
IDS Insurance Agency of Alabama Inc.                               Vice President
IDS Insurance Agency of Arkansas Inc.                              Vice President
IDS Insurance Agency of Massachusetts Inc.                         Vice President
IDS Insurance Agency of Nevada Inc.                                Vice President
IDS Insurance Agency of New Mexico Inc.                            Vice President
IDS Insurance Agency of North Carolina Inc.                        Vice President
IDS Insurance Agency of Ohio Inc.                                  Vice President
IDS Insurance Agency of Wyoming Inc.                               Vice President
IDS Life Insurance Company                                         Director
IDS Life Series Fund, Inc.                                         Vice President
IDS Life Variable Annuity Funds A&B                                Vice President
IDS Property Casualty Insurance Co.                                Director and Vice President
IDS Real Estate Services, Inc.                                     Vice President
IDS Sales Support Inc.                                             Director
IDS Securities Corporation                                         Vice President
Investors Syndicate Development Corp.                              Vice President

Robert G. Gilbert, Vice President--Real Estate                                                

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Real Estate

John J. Golden, Vice President--Field Compensation Development                                

American Express Financial Advisors     IDS Tower 10               Vice President-Field
                                        Minneapolis, MN  55440       Compensation Development

Harvey Golub, Director                                                                        

American Express Company                American Express Tower     Chairman and Chief
                                        World Financial Center       Executive Officer
                                        New York, New York  10285
American Express Travel                                            Chairman and Chief
  Related Services Company, Inc.                                     Executive Officer
National Computer Systems, Inc.         11000 Prairie Lakes Drive  Director
                                        Minneapolis, MN  55440
<PAGE>
PAGE 7
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Morris Goodwin Jr., Vice President and Corporate Treasurer                                    

American Enterprise Investment          IDS Tower 10               Vice President and
  Services Inc.                         Minneapolis, MN  55440       Treasurer
American Enterprise Life Insurance                                 Vice President and
  Company                                                            Treasurer
American Express Financial Advisors                                Vice President and
                                                                     Corporate Treasurer
American Express Minnesota Foundation                              Director, Vice President
                                                                     and Treasurer
American Express Service Corporation                               Vice President and
                                                                     Treasurer
American Express Tax & Business                                    Vice President and
  Services Inc.                                                      Treasurer
IDS Advisory Group Inc.                                            Vice President and
                                                                     Treasurer
IDS Aircraft Services Corporation                                  Vice President and
                                                                     Treasurer
IDS Cable Corporation                                              Vice President and
                                                                     Treasurer
IDS Cable II Corporation                                           Vice President and
                                                                     Treasurer
IDS Capital Holdings Inc.                                          Vice President and
                                                                     Treasurer
IDS Certificate Company                                            Vice President and
                                                                     Treasurer
IDS Deposit Corp.                                                  Director, President
                                                                     and Treasurer
IDS Insurance Agency of Alabama Inc.                               Vice President and
                                                                     Treasurer
IDS Insurance Agency of Arkansas Inc.                              Vice President and
                                                                     Treasurer
IDS Insurance Agency of Massachusetts Inc.                         Vice President and
                                                                     Treasurer
IDS Insurance Agency of Nevada Inc.                                Vice President and
                                                                     Treasurer
IDS Insurance Agency of New Mexico Inc.                            Vice President and
                                                                     Treasurer
IDS Insurance Agency of North Carolina Inc.                        Vice President and 
                                                                     Treasurer
IDS Insurance Agency of Ohio Inc.                                  Vice President and
                                                                     Treasurer
IDS Insurance Agency of Wyoming Inc.                               Vice President and
                                                                     Treasurer
IDS International, Inc.                                            Vice President and
                                                                     Treasurer
IDS Life Insurance Company                                         Vice President and
                                                                     Treasurer
IDS Life Series Fund, Inc.                                         Vice President and
                                                                     Treasurer
<PAGE>
PAGE 8
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)


IDS Life Variable Annuity Funds A&B                                Vice President and
                                                                     Treasurer
IDS Management Corporation                                         Vice President and
                                                                     Treasurer
IDS Partnership Services Corporation                               Vice President and
                                                                     Treasurer
IDS Plan Services of California, Inc.                              Vice President and
                                                                     Treasurer
IDS Property Casualty Insurance Co.                                Vice President and 
                                                                     Treasurer
IDS Real Estate Services, Inc                                      Vice President and
                                                                     Treasurer
IDS Realty Corporation                                             Vice President and
                                                                     Treasurer
IDS Sales Support Inc.                                             Director, Vice President
                                                                     and Treasurer
IDS Securities Corporation                                         Vice President and
                                                                     Treasurer
Investors Syndicate Development Corp.                              Vice President and
                                                                     Treasurer
NCM Capital Management Group, Inc.      2 Mutual Plaza             Director
                                        501 Willard Street
                                        Durham, NC  27701
Sloan Financial Group, Inc.                                        Director

Suzanne Graf, Vice President--Systems Services                                                

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Systems Services

David A. Hammer, Vice President and Marketing Controller                                      

American Express Financial Advisors     IDS Tower 10               Vice President and 
                                        Minneapolis, MN  55440       Marketing Controller
IDS Plan Services of California, Inc.                              Director and Vice President

Lorraine R. Hart, Vice President--Insurance Investments                                       

American Enterprise Life                IDS Tower 10               Vice President-Investments
  Insurance Company                     Minneapolis, MN  55440
American Express Financial Advisors                                Vice President-Insurance
                                                                     Investments
American Partners Life Insurance Co.                               Director and Vice
                                                                     President-Investments
IDS Certificate Company                                            Vice President-Investments
IDS Life Insurance Company                                         Vice President-Investments
IDS Property Casualty Insurance Company                            Vice President-Investment
                                                                     Officer
Investors Syndicate Development Corp.                              Vice President-Investments
<PAGE>
PAGE 9
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Scott A. Hawkinson, Vice President--Assured Assets Product Development and Management         

American Express Financial Advisors     IDS Tower 10               Vice President-Assured
                                        Minneapolis, MN  55440       Assets Product
                                                                     Development & Management

Raymond E. Hirsch, Vice President--Senior Portfolio Manager                                   

American Express Financial Advisors     IDS Tower 10               Vice President-Senior
                                        Minneapolis, MN  55440       Portfolio Manager
IDS Advisory Group Inc.                                            Vice President

James G. Hirsh, Vice President and Assistant General Counsel                                  

American Express Financial Advisors     IDS Tower 10               Vice President and
                                        Minneapolis, MN  55440       Assistant General Counsel
IDS Securities Corporation                                         Director, Vice President
                                                                     and General Counsel

Darryl G. Horsman, Vice President--Product Development and Technology, American Express      
Institutional Services                                                                       

American Express Trust Company          IDS Tower 10               Vice President
                                        Minneapolis, MN  55440

Kevin P. Howe, Vice President--Government and Customer Relations and Chief Compliance Officer 

American Enterprise Investment          IDS Tower 10               Vice President and
  Services Inc.                         Minneapolis, MN  55440       Compliance Officer
American Express Financial Advisors                                Vice President-
                                                                     Government and
                                                                     Customer Relations
American Express Service Corporation                               Vice President
IDS Securities Corporation                                         Vice President and Chief
                                                                     Compliance Officer

David R. Hubers, Director, President and Chief Executive Officer                              

American Express Financial Advisors     IDS Tower 10               Chairman, Chief Executive
                                        Minneapolis, MN  55440       Officer and President
American Express Service Corporation                               Director and President
IDS Aircraft Services Corporation                                  Director
IDS Certificate Company                                            Director
IDS Life Insurance Company                                         Director
IDS Plan Services of California, Inc.                              Director and President
IDS Property Casualty Insurance Co.                                Director

Marietta L. Johns, Director and Senior Vice President--Field Management                       

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Field Management
<PAGE>
PAGE 10
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Douglas R. Jordal, Vice President--Taxes                                                      

American Express Financial Advisors     IDS Tower 10               Vice President-Taxes
                                        Minneapolis, MN  55440
IDS Aircraft Services Corporation                                  Vice President

Craig A. Junkins, Vice President--IDS 1994 Implementation Planning and Financial Planning     
Development                                                                                   

American Express Financial Advisors     IDS Tower 10               Vice President-IDS 1994
                                        Minneapolis, MN  55440       Implementation Planning
                                                                     and Financial Planning
                                                                     Development
American Express Service Corporation                               Vice President

James E. Kaarre, Vice President--Marketing Information                                        

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Marketing Information

Linda B. Keene, Vice President--Market Development                                            

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Market Development

G. Michael Kennedy, Vice President--Investment Services and Investment Research               

American Express Financial Advisors     IDS Tower 10               Vice President-Investment
                                        Minneapolis, MN  55440       Services and Investment
                                                                     Research

Susan D. Kinder, Director and Senior Vice President--Human Resources                          

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Human Resources
American Express Minnesota Foundation                              Director
American Express Service Corporation                               Vice President
<PAGE>
PAGE 11
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Richard W. Kling, Director and Senior Vice President--Risk Management Products                

American Enterprise Life Insurance Co.  IDS Tower 10               Director and Chairman of
                                        Minneapolis, MN  55440       the Board
American Express Financial Advisors                                Senior Vice President-
                                                                     Risk Management Products
American Partners Life Insurance Co.                               Director and Chairman of
                                                                     the Board
IDS Insurance Agency of Alabama Inc.                               Director and President
IDS Insurance Agency of Arkansas Inc.                              Director and President
IDS Insurance Agency of Massachusetts Inc.                         Director and President
IDS Insurance Agency of Nevada Inc.                                Director and President
IDS Insurance Agency of New Mexico Inc.                            Director and President
IDS Insurance Agency of North Carolina Inc.                        Director and President
IDS Insurance Agency of Ohio Inc.                                  Director and President
IDS Insurance Agency of Wyoming Inc.                               Director and President
IDS Life Insurance Company                                         Director and President
IDS Life Series Fund, Inc.                                         Director and President
IDS Life Variable Annuity Funds A&B                                Member of Board of
                                                                     Managers, Chairman of the
                                                                     Board and President
IDS Property Casualty Insurance Co.                                Director and Chairman of
                                                                     the Board
IDS Life Insurance Company              P.O. Box 5144              Director, Chairman of the
   of New York                          Albany, NY  12205            Board and President

Harold D. Knutson, Vice President--System Services                                            

American Express Financial Advisors     IDS Tower 10               Vice President--
                                        Minneapolis, MN  55440       System Services

Paul F. Kolkman, Vice President--Actuarial Finance                                            

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Actuarial Finance
IDS Life Insurance Company                                         Director and Executive
                                                                     Vice President
IDS Life Series Fund, Inc.                                         Vice President and Chief
                                                                     Actuary

Claire Kolmodin, Vice President--Service Quality                                              

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Service Quality

Steven C. Kumagai, Director and Senior Vice President--Field Management and Business Systems  

American Express Financial Advisors     IDS Tower 10               Director and Senior Vice
                                        Minneapolis, MN  55440       President-Field
                                                                     Management and Business
                                                                     Systems
American Express Service Corporation                               Vice President
<PAGE>
PAGE 12
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Edward Labenski, Vice President--Senior Portfolio Manager                                     

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Senior Portfolio
                                                                     Manager
IDS Advisory Group Inc.                                            Senior Vice President

Kurt A. Larson, Vice President--Senior Portfolio Manager                                      

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Senior Portfolio Manager

Lori J. Larson, Vice President--Variable Assets Product Development                           

American Express Financial Advisors     IDS Tower 10               Vice President-Variable
                                        Minneapolis, MN  55440       Assets Product
                                                                     Development
IDS Cable Corporation                                              Director and Vice President
IDS Cable II Corporation                                           Director and Vice President
IDS Futures Brokerage Group                                        Assistant Vice President-
                                                                     General Manager/Director
IDS Futures Corporation                                            Director and Vice President
IDS Futures III Corporation                                        Director and Vice President
IDS Management Corporation                                         Director and Vice President
IDS Partnership Services Corporation                               Director and Vice President
IDS Realty Corporation                                             Director and Vice President

Ryan R. Larson, Vice President--IPG Product Development                                       

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       IPG Product Development
IDS Life Insurance Company                                         Vice President-
                                                                     Annuity Product
                                                                     Development

Daniel E. Laufenberg, Vice President and Chief U.S. Economist                                 

American Express Financial Advisors     IDS Tower 10               Vice President and
                                        Minneapolis, MN  55440       Chief U.S. Economist

Richard J. Lazarchic, Vice President--Senior Portfolio Manager                                

American Express Financial Advisors     IDS Tower 10               Vice President-Senior
                                        Minneapolis, MN  55440       Portfolio Manager
<PAGE>
PAGE 13
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Peter A. Lefferts, Director, Senior Vice President and Chief Marketing Officer                

American Express Financial Advisors     IDS Tower 10               Senior Vice President and
                                        Minneapolis, MN  55440       Chief Marketing Officer
American Express Trust Company                                     Director and Chairman of
                                                                     the Board
IDS Life Insurance Company                                         Director and Executive
                                                                     Vice President-Marketing
IDS Plan Services of California, Inc.                              Director
Investors Syndicate Development Corp.                              Director

Douglas A. Lennick, Director and Executive Vice President--Private Client Group               

American Express Financial Advisors     IDS Tower 10               Director and Executive
                                        Minneapolis, MN  55440       Vice President-Private
                                                                     Client Group
American Express Service Corporation                               Vice President

Mary J. Malevich, Vice President--Senior Portfolio Manager                                    

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Senior Portfolio
                                                                     Manager
IDS International, Inc.                                            Vice President and
                                                                     Portfolio Manager

Fred A. Mandell, Vice President--Field Marketing Readiness                                    

American Express Financial Advisors     IDS Tower 10               Vice President-Field
                                        Minneapolis, MN  55440       Marketing Readiness

William J. McKinney, Vice President--Field Management Support                                 

American Express Financial Advisors     IDS Tower 10               Vice President-Field
                                        Minneapolis, MN  55440       Management Support

Thomas W. Medcalf, Vice President--Senior Portfolio Manager                                   

American Express Financial Advisors     IDS Tower 10               Vice President-Senior
                                        Minneapolis, MN  55440       Portfolio Manager

William C. Melton, Vice President-International Research and Chief International Economist    

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       International Research
                                                                     and Chief International
                                                                     Economist
<PAGE>
PAGE 14
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Janis E. Miller, Vice President--Variable Assets                                              

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Variable Assets
IDS Cable Corporation                                              Director and President
IDS Cable II Corporation                                           Director and President
IDS Futures Corporation                                            Director and President
IDS Futures III Corporation                                        Director and President
IDS Life Insurance Company                                         Director and Executive
                                                                     Vice President-Variable
                                                                     Assets
IDS Life Series Fund, Inc.                                         Director
IDS Life Variable Annuity Funds A&B                                Director
IDS Management Corporation                                         Director and President
IDS Partnership Services Corporation                               Director and President
IDS Realty Corporation                                             Director and President
IDS Life Insurance Company of New York  Box 5144                   Executive Vice President
                                        Albany, NY  12205

James A. Mitchell, Director and Executive Vice President--Marketing and Products              

American Enterprise Investment          IDS Tower 10               Director
  Services Inc.                         Minneapolis, MN  55440
American Express Financial Advisors                                Executive Vice President-
                                                                     Marketing and Products
IDS Certificate Company                                            Director and Chairman of
                                                                     the Board
IDS Life Insurance Company                                         Director, Chairman of
                                                                     the Board and Chief
                                                                     Executive Officer
IDS Plan Services of California, Inc.                              Director
IDS Property Casualty Insurance Co.                                Director

Pamela J. Moret, Vice President--Corporate Communications                                     

American Express Financial Advisors     IDS Tower 10               Vice President- 
                                        Minneapolis, MN  55440       Corporate Communications
American Express Minnesota Foundation                              Director and President

Barry J. Murphy, Director and Senior Vice President--Client Service                           

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Client Service
IDS Life Insurance Company                                         Director and Executive
                                                                     Vice President-Client
                                                                     Service
<PAGE>
PAGE 15
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Robert J. Neis, Vice President--Information Systems Operations                                

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Information Systems
                                                                     Operations

James R. Palmer, Vice President--Insurance Operations                                         

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Insurance Operations
IDS Life Insurance Company                                         Vice President-Taxes

Carla P. Pavone, Vice President--Specialty Service Teams and Emerging Business                

American Express Financial Advisors     IDS Tower 10               Vice President-Specialty
                                        Minneapolis, MN  55440       Service Teams and
                                                                     Emerging Business

Judith A. Pennington, Vice President--Field Technology                                        

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Field Technology

George M. Perry, Vice President--Corporate Strategy and Development                           

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Corporate Strategy
                                                                     and Development
IDS Property Casualty Insurance Co.                                Director

Susan B. Plimpton, Vice President--Segmentation Development and Support                       

American Express Financial Advisors     IDS Tower 10               Vice President--
                                        Minneapolis, MN  55440       Segmentation Development
                                                                     and Support

Ronald W. Powell, Vice President and Assistant General Counsel                                

American Express Financial Advisors     IDS Tower 10               Vice President and
                                        Minneapolis, MN  55440       Assistant General Counsel
IDS Cable Corporation                                              Vice President and
                                                                     Assistant Secretary
IDS Cable II Corporation                                           Vice President and
                                                                     Assistant Secretary
IDS Management Corporation                                         Vice President and
                                                                     Assistant Secretary
IDS Partnership Services Corporation                               Vice President and
                                                                     Assistant Secretary
IDS Plan Services of California, Inc.                              Vice President and
                                                                     Assistant Secretary
IDS Realty Corporation                                             Vice President and
                                                                     Assistant Secretary
<PAGE>
PAGE 16
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

James M. Punch, Vice President--TransAction Services                                          

American Express Financial Advisors     IDS Tower 10               Vice President-Trans
                                        Minneapolis, MN  55440       Action Services

Frederick C. Quirsfeld, Vice President--Taxable Mutual Fund Investments                       

American Express Financial Advisors     IDS Tower 10               Vice President--
                                        Minneapolis, MN  55440       Taxable Mutual Fund
                                                                     Investments
IDS Advisory Group Inc.                                            Vice President

ReBecca K. Roloff, Vice President--1994 Program Director                                      

American Express Financial Advisors     IDS Tower 10               Vice President-1994
                                        Minneapolis, MN  55440       Program Director

Stephen W. Roszell, Vice President--Advisory Institutional Marketing                          

American Express Financial Advisors     IDS Tower 10               Vice President-Advisory
                                        Minneapolis, MN  55440       Institutional Marketing
IDS Advisory Group Inc.                                            President and Chief
                                                                     Executive Officer

Robert A. Rudell, Vice President--American Express Institutional Services                     

American Express Financial Advisors     IDS Tower 10               Vice President-American
                                        Minneapolis, MN  55440       Express Institutional
                                                                     Services
American Express Trust Company                                     Director
IDS Sales Support Inc.                                             Director and President

John P. Ryan, Vice President and General Auditor                                              

American Express Financial Advisors     IDS Tower 10               Vice President and General
                                        Minneapolis, MN  55440       Auditor
<PAGE>
PAGE 17
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Erven A. Samsel, Director and Senior Vice President--Field Management                         

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Field Management
American Express Service Corporation                               Vice President
IDS Insurance Agency of Alabama Inc.                               Vice President-
                                                                     New England Region
IDS Insurance Agency of Arkansas Inc.                              Vice President-
                                                                     New England Region
IDS Insurance Agency of Massachusetts Inc.                         Vice President-
                                                                     New England Region
IDS Insurance Agency of Nevada Inc.                                Vice President-
                                                                     New England Region
IDS Insurance Agency of New Mexico Inc.                            Vice President-
                                                                     New England Region
IDS Insurance Agency of North Carolina Inc.                        Vice President-
                                                                     New England Region
IDS Insurance Agency of Ohio Inc.                                  Vice President-
                                                                     New England Region
IDS Insurance Agency of Wyoming Inc.                               Vice President-
                                                                     New England Region

Stuart A. Sedlacek, Vice President--Assured Assets                                            

American Enterprise Life Insurance Co.  IDS Tower 10               Director and Executive
                                        Minneapolis, MN  55440       Vice President, Assured
                                                                     Assets
American Express Financial Advisors                                Vice President-
                                                                     Assured Assets
IDS Certificate Company                                            Director and President
IDS Life Insurance Company                                         Director and Executive
                                                                     Vice President, Assured
                                                                     Assets
Investors Syndicate Development Corp.                              Chairman of the Board
                                                                     and President

Donald K. Shanks, Vice President--Property Casualty                                           

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440     Property Casualty
IDS Property Casualty Insurance Co.                                Senior Vice President
<PAGE>
PAGE 18
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

F. Dale Simmons, Vice President--Senior Portfolio Manager, Insurance Investments              

American Enterprise Life Insurance Co.  IDS Tower 10               Vice President-Real
                                        Minneapolis, MN  55440       Estate Loan Management
American Express Financial Advisors                                Vice President-Senior
                                                                     Portfolio Manager
                                                                     Insurance Investments
American Partners Life Insurance Co.                               Vice President-Real
                                                                     Estate Loan Management
IDS Certificate Company                                            Vice President-Real
                                                                     Estate Loan Management
IDS Life Insurance Company                                         Vice President-Real
                                                                     Estate Loan Management
IDS Partnership Services Corporation                               Vice President
IDS Real Estate Services Inc.                                      Director and Vice President
IDS Realty Corporation                                             Vice President
IDS Life Insurance Company of New York  Box 5144                   Vice President and
                                        Albany, NY  12205            Assistant Treasurer

Judy P. Skoglund, Vice President--Human Resources and Organization Development                

American Express Financial Advisors     IDS Tower 10               Vice President-Human
                                        Minneapolis, MN  55440       Resources and
                                                                     Organization Development

Ben C. Smith, Vice President--Workplace Marketing                                             

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Workplace Marketing

William A. Smith, Vice President and Controller--Private Client Group                         

American Express Financial Advisors     IDS Tower 10               Vice President and 
                                        Minneapolis, MN  55440       Controller-Private
                                                                     Client Group

Bridget Sperl, Vice President--Human Resources Management Services                            

American Express Financial Advisors     IDS Tower 10               Vice President-Human
                                        Minneapolis, MN  55440       Resources Management
                                                                     Services

Jeffrey E. Stiefler, Director                                                                 

American Express Company                American Express Tower     Director and President
                                        World Financial Center
                                        New York, NY  10285
<PAGE>
PAGE 19
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

William A. Stoltzmann, Vice President and Assistant General Counsel                           

American Express Financial Advisors     IDS Tower 10               Vice President and
                                        Minneapolis, MN  55440       Assistant General Counsel
American Partners Life Insurance Co.                               Director, Vice President,
                                                                     General Counsel and
                                                                     Secretary
IDS Life Insurance Company                                         Vice President, General
                                                                     Counsel and Secretary
IDS Life Series Fund, Inc.                                         General Counsel and 
                                                                     Assistant Secretary
IDS Life Variable Annuity Funds A&B                                General Counsel and
                                                                     Assistant Secretary
American Enterprise Life Insurance      P.O. Box 534               Director, Vice President, 
  Company                               Minneapolis, MN  55440       General Counsel
                                                                     and Secretary

James J. Strauss, Vice President--Corporate Planning and Analysis                             

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Corporate Planning and 
                                                                     Analysis

Jeffrey J. Stremcha, Vice President--Information Resource Management/ISD                      

American Express Financial Advisors     IDS Tower 10               Vice President-Information
                                        Minneapolis, MN  55440       Resource Management/ISD

Fenton R. Talbott, Director                                                                   

ACUMA Ltd.                              ACUMA House                President and Chief
                                        The Glanty, Egham            Executive Officer
                                        Surrey TW 20 9 AT
                                        UK
<PAGE>
PAGE 20
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

John R. Thomas, Director and Senior Vice President--Information and Technology                

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Information and
                                                                     Technology
IDS Bond Fund, Inc.                                                Director
IDS California Tax-Exempt Trust                                    Trustee
IDS Discovery Fund, Inc.                                           Director
IDS Equity Select Fund, Inc.                                       Director
IDS Extra Income Fund, Inc.                                        Director
IDS Federal Income Fund, Inc.                                      Director
IDS Global Series, Inc.                                            Director
IDS Growth Fund, Inc.                                              Director
IDS High Yield Tax-Exempt Fund, Inc.                               Director
IDS Investment Series, Inc.                                        Director
IDS Managed Retirement Fund, Inc.                                  Director
IDS Market Advantage Series, Inc.                                  Director
IDS Money Market Series, Inc.                                      Director
IDS New Dimensions Fund, Inc.                                      Director
IDS Precious Metals Fund, Inc.                                     Director
IDS Progressive Fund, Inc.                                         Director
IDS Selective Fund, Inc.                                           Director
IDS Special Tax-Exempt Series Trust                                Trustee
IDS Stock Fund, Inc.                                               Director
IDS Strategy Fund, Inc.                                            Director
IDS Tax-Exempt Bond Fund, Inc.                                     Director
IDS Tax-Free Money Fund, Inc.                                      Director
IDS Utilities Income Fund, Inc.                                    Director

Melinda S. Urion, Vice President and Corporate Controller                                     

American Enterprise Life                IDS Tower 10               Vice President and
  Insurance Company                     Minneapolis, MN  55440       Controller
American Express Financial Advisors                                Vice President and
                                                                     Corporate Controller
American Partners Life Insurance Co.                               Director, Vice President,
                                                                     Controller and Treasurer
IDS Life Insurance Company                                         Director, Executive Vice
                                                                     President and Controller
IDS Life Series Fund, Inc.                                         Vice President and
                                                                     Controller

Wesley W. Wadman, Vice President--Senior Portfolio Manager                                    

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Senior Portfolio Manager
IDS Advisory Group Inc.                                            Executive Vice President
IDS Fund Management Limited                                        Director and Chairman
IDS International, Inc.                                            Senior Vice President
<PAGE>
PAGE 21
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

Norman Weaver, Jr., Director and Senior Vice President--Field Management                      

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Field Management
American Express Service Corporation                               Vice President
IDS Insurance Agency of Alabama Inc.                               Vice President-
                                                                     Pacific Region
IDS Insurance Agency of Arkansas Inc.                              Vice President-
                                                                     Pacific Region
IDS Insurance Agency of Massachusetts Inc.                         Vice President-
                                                                     Pacific Region
IDS Insurance Agency of Nevada Inc.                                Vice President-
                                                                     Pacific Region
IDS Insurance Agency of New Mexico Inc.                            Vice President-
                                                                     Pacific Region
IDS Insurance Agency of North Carolina Inc.                        Vice President-
                                                                     Pacific Region
IDS Insurance Agency of Ohio Inc.                                  Vice President-
                                                                     Pacific Region
IDS Insurance Agency of Wyoming Inc.                               Vice President-
                                                                     Pacific Region

Michael L. Weiner, Vice President--Corporate Tax Operations                                   

American Express Financial Advisors     IDS Tower 10               Vice President-Corporate
                                        Minneapolis, MN  55440       Tax Operations
IDS Capital Holdings Inc.                                          Vice President
IDS Futures Brokerage Group                                        Vice President
IDS Futures Corporation                                            Vice President, Treasurer
                                                                     and Secretary
IDS Futures III Corporation                                        Vice President, Treasurer
                                                                     and Secretary

Lawrence J. Welte, Vice President--Investment Administration                                  

American Express Financial Advisors     IDS Tower 10               Vice President-
                                        Minneapolis, MN  55440       Investment Administration
IDS Securities Corporation                                         Director, Executive Vice
                                                                     President and Chief
                                                                     Operating Officer

Jeffry F. Welter, Vice President--Equity and Fixed Income Trading                             

American Express Financial Advisors     IDS Tower 10               Vice President-Equity
                                        Minneapolis, MN  55440       and Fixed Income Trading
<PAGE>
PAGE 22
Item 28. Business and Other Connections of Investment Adviser (American Express Financial
Corporation)(cont'd)

William N. Westhoff, Director, Senior Vice President and Global Chief Investment Officer      

American Enterprise Life Insurance      IDS Tower 10               Director
  Company                               Minneapolis, MN  55440
American Express Financial Advisors                                Senior Vice President and
                                                                     Global Chief Investment
                                                                     Officer
IDS International, Inc.                                            Director
IDS Partnership Services Corporation                               Director and Vice President
IDS Real Estate Services Inc.                                      Director, Chairman of the
                                                                     Board and President
IDS Realty Corporation                                             Director and Vice President
Investors Syndicate Development Corp.                              Director

Edwin M. Wistrand, Vice President and Assistant General Counsel                               

American Express Financial Advisors     IDS Tower 10               Vice President and
                                        Minneapolis, MN  55440       Assistant General Counsel

Michael R. Woodward, Director and Senior Vice President--Field Management                     

American Express Financial Advisors     IDS Tower 10               Senior Vice President-
                                        Minneapolis, MN  55440       Field Management
American Express Service Corporation                               Vice President
IDS Insurance Agency of Alabama Inc.                               Vice President-
                                                                     North Region
IDS Insurance Agency of Arkansas Inc.                              Vice President-
                                                                     North Region
IDS Insurance Agency of Massachusetts Inc.                         Vice President-
                                                                     North Region
IDS Insurance Agency of Nevada Inc.                                Vice President-
                                                                     North Region
IDS Insurance Agency of New Mexico Inc.                            Vice President-
                                                                     North Region
IDS Insurance Agency of North Carolina Inc.                        Vice President-
                                                                     North Region
IDS Insurance Agency of Ohio Inc.                                  Vice President-
                                                                     North Region
IDS Insurance Agency of Wyoming Inc.                               Vice President-
                                                                     North Region
IDS Life Insurance Company              Box 5144                   Director
  of New York                           Albany, NY  12205
</TABLE>
<PAGE>
PAGE 23
Item 29.     Principal Underwriters.

(a)  American Express Financial Advisors acts as principal
     underwriter for the following investment companies:

     IDS Bond Fund, Inc.; IDS California Tax-Exempt Trust; IDS
     Discovery Fund, Inc.; IDS Equity Select Fund, Inc.; IDS Extra
     Income Fund, Inc.; IDS Federal Income Fund, Inc.; IDS Global
     Series, Inc.; IDS Growth Fund, Inc.; IDS High Yield Tax-Exempt
     Fund, Inc.; IDS International Fund, Inc.; IDS Investment
     Series, Inc.; IDS Managed Retirement Fund, Inc.; IDS Market
     Advantage Series, Inc.; IDS Money Market Series, Inc.; IDS New
     Dimensions Fund, Inc.; IDS Precious Metals Fund, Inc.; IDS
     Progressive Fund, Inc.; IDS Selective Fund, Inc.; IDS Special
     Tax-Exempt Series Trust; IDS Stock Fund, Inc.; IDS Strategy
     Fund, Inc.; IDS Tax-Exempt Bond Fund, Inc.; IDS Tax-Free Money
     Fund, Inc.; IDS Utilities Income Fund, Inc. and IDS
     Certificate Company.

(b)   As to each director, officer or partner of the principal
      underwriter:
                                                       
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Ronald G. Abrahamson     Vice President-              None
IDS Tower 10             Service Quality and
Minneapolis, MN 55440    Reengineering

Douglas A. Alger         Vice President-Total         None
IDS Tower 10             Compensation
Minneapolis, MN 55440

Jerome R. Amundson       Vice President and           None
IDS Tower 10             Controller-Investment
Minneapolis, MN 55440    Accounting

Peter J. Anderson        Senior Vice President-       None
IDS Tower 10             Investments
Minneapolis, MN 55440

Ward D. Armstrong        Vice President-              None
IDS Tower 10             Sales and Marketing,
Minneapolis, MN  55440   American Express
                         Institutional Services

Alvan D. Arthur          Group Vice President-        None
IDS Tower 10             Central California/
Minneapolis, MN  55440   Western Nevada

Kent L. Ashton           Vice President-              None
IDS Tower 10             Financial Education
Minneapolis, MN 55440    Services

<PAGE>
PAGE 24
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Joseph M. Barsky III     Vice President-Senior        None
IDS Tower 10             Portfolio Manager
Minneapolis, MN  55440

Robert C. Basten         Vice President-Tax           None
IDS Tower 10             and Business Services
Minneapolis, MN  55440

Timothy V. Bechtold      Vice President-Insurance     None
IDS Tower 10             Product Development
Minneapolis, MN  55440

John D. Begley           Group Vice Presdient-        None
Olentangy Valley Center  Ohio/Indiana
Suite 300
7870 Olentangy River Rd.
Columbus, OH  43235

Carl E. Beihl            Vice President-              None
IDS Tower 10             Strategic Technology
Minneapolis, MN 55440    Planning

Jack A. Benjamin         Group Vice President-        None
                         Greater Pennsylvania

Alan F. Bignall          Vice President-              None
IDS Tower 10             Financial Planning
Minneapolis, MN 55440    Systems

Brent L. Bisson          Group Vice President-        None
Seafirst Financial       Los Angeles Metro
Center, Suite 1730
601 W. Riverside Ave.
Spokane, WA 99201

John C. Boeder           Vice President-              None
IDS Tower 10             Mature Market Group
Minneapolis, MN  55440

Bruce J. Bordelon        Group Vice President-        None
                         Gulf States

Charles R. Branch        Group Vice President-        None
                         Northwest

Karl J. Breyer           Senior Vice President-       None
IDS Tower 10             Corporate Affairs and
Minneapolis, MN 55440    Special Counsel

Harold E. Burke          Vice President               None
IDS Tower 10             and Assistant 
Minneapolis, MN 55440    General Counsel<PAGE>
PAGE 25
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Daniel J. Candura        Vice President-              None
IDS Tower 10             Marketing Support
Minneapolis, MN  55440

Cynthia M. Carlson       Vice President-              None
IDS Tower 10             American Express
Minneapolis, MN  55440   Securities Services

Orison Y. Chaffee III    Vice President-Field         None
IDS Tower 10             Real Estate
Minneapolis, MN 55440

James E. Choat           Senior Vice President-       None
Suite 124                Field Management
6210 Campbell Rd.
Dallas, TX 75248

Kenneth J. Ciak          Vice President and           None
IDS Property Casualty    General Manager-
1400 Lombardi Avenue     IDS Property Casualty
Green Bay, WI 54304

Roger C. Corea           Group Vice President-        None
345 Woodcliff Drive      Upstate New York
Fairport, NY  14450

Henry J. Cormier         Group Vice President-        None
                         Connecticut


John M. Crawford         Group Vice President-        None
                         Arkansas/Springfield/Memphis


Kevin F. Crowe           Group Vice President-        None
IDS Tower 10             Carolinas/Eastern Georgia
Minneapolis, MN 55440    

Alan R. Dakay            Vice President-              None
IDS Tower 10             Institutional Insurance
Minneapolis, MN 55440    Marketing

Regenia David            Vice President-              None
                         Systems Services

Scott M. Digiammarino    Group Vice President-        None
                         Washington/Baltimore

Bradford L. Drew         Group Vice President-        None
                         Eastern Florida
<PAGE>
PAGE 26
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

William H. Dudley        Director and Executive       Director/
IDS Tower 10             Vice President-              Trustee
Minneapolis MN 55440     Investment Operations

Roger S. Edgar           Senior Vice President-       None
IDS Tower 10             Information Systems
Minneapolis, MN 55440

Gordon L. Eid            Senior Vice President        None
IDS Tower 10             and General Counsel
Minneapolis, MN 55440

Robert M. Elconin        Vice President-              None
IDS Tower 10             Government Relations
Minneapolis, MN  55440

Mark A. Ernst            Vice President-              None
IDS Tower 10             Retail Services
Minneapolis, MN 55440

Joseph Evanovich Jr.     Group Vice President-        None
                         Nebraska/Iowa/Dakotas


Louise P. Evenson        Group Vice President-        None
                         San Francisco Bay Area


Gordon M. Fines          Vice President-              None
IDS Tower 10             Mutual Fund Equity
Minneapolis MN 55440     Investments

Louis C. Fornetti        Senior Vice President        None
IDS Tower 10             and Chief Financial
Minneapolis, MN 55440    Officer

Douglas L. Forsberg      Group Vice President-        None
IDS Tower 10             Portland/Eugene
Minneapolis, MN 55440

William P. Fritz         Group Vice President-        None
                         Northern Missouri

Carl W. Gans             Group Vice President-        None
IDS Tower 10             Twin City Metro
Minneapolis, MN  55440

Bruce M. Gaurino         Group Vice President-        None
                         Hawaii

<PAGE>
PAGE 27
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Robert G. Gilbert        Vice President-              None
IDS Tower 10             Real Estate
Minneapolis, MN 55440

John J. Golden           Vice President-              None
IDS Tower 10             Field Compensation
Minneapolis, MN  55440   Development

Morris Goodwin Jr.       Vice President and           None
IDS Tower 10             Corporate Treasurer
Minneapolis, MN 55440

Suzanne Graf             Vice President-              None
IDS Tower 10             Systems Services
Minneapolis, MN  55440

Bruce M. Guarino         Group Vice President-        None
                         Hawaii

David A. Hammer          Vice President               None
IDS Tower 10             and Marketing
Minneapolis, MN  55440   Controller

Teresa A. Hanratty       Group Vice President-        None
                         Northern New England

John R. Hantz            Group Vice President-        None
                         Detroit Metro

Robert L. Harden         Group Vice President-        None
Suite 403                Boston Metro
8500 Leesburg Pike
Vienna, VA  22180

Lorraine R. Hart         Vice President-              None
IDS Tower 10             Insurance Investments
Minneapolis, MN 55440

Scott A. Hawkinson       Vice President-Assured       None
IDS Tower 10             Assets Product Development
Minneapolis, MN 55440    and Management

Brian M. Heath           Group Vice President-        None
IDS Tower 10             North Texas
Minneapolis, MN  55440

Raymond E. Hirsch        Vice President-Senior        None
IDS Tower 10             Portfolio Manager
Minneapolis, MN 55440
<PAGE>
PAGE 28
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

James G. Hirsh           Vice President and           None
IDS Tower 10             Assistant General
Minneapolis, MN  55440   Counsel

David J. Hockenberry     Group Vice President-        None
                         Eastern Tennessee


Kevin P. Howe            Vice President-              None
IDS Tower 10             Government and
Minneapolis, MN  55440   Customer Relations

David R. Hubers          Chairman, Chief              None
IDS Tower 10             Executive Officer and
Minneapolis, MN 55440    President

Marietta L. Johns        Senior Vice President-       None
IDS Tower 10             Field Management
Minneapolis, MN 55440

Douglas R. Jordal        Vice President-Taxes         None
IDS Tower 10
Minneapolis, MN 55440

Craig A. Junkins         Vice President - IDS 1994    None
IDS Tower 10             Implementation Planning
Minneapolis, MN 55440    and Financial Planning
                         Development

James E. Kaarre          Vice President-              None
IDS Tower 10             Marketing Information
Minneapolis, MN  55440

Linda B. Keene           Vice President-              None
                         Market Development


G. Michael Kennedy       Vice President-Investment    None
IDS Tower 10             Services and Investment
Minneapolis, MN  55440   Research

Susan D. Kinder          Senior Vice President-       None
IDS Tower 10             Human Resources
Minneapolis, MN 55440

Richard W. Kling         Senior Vice President-       None
IDS Tower 10             Risk Management Products
Minneapolis, MN  55440
<PAGE>
PAGE 29
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Harold D. Knutson        Vice President-              None
IDS Tower 10             System Services
Minneapolis, MN 55440

Paul F. Kolkman          Vice President-              None
IDS Tower 10             Actuarial Finance
Minneapolis, MN 55440

Claire Kolmodin          Vice President-              None
IDS Tower 10             Service Quality
Minneapolis, MN  55440

David S. Kreager         Group Vice President-        None
IDS Tower 10             Greater Michigan
Minneapolis, MN  55440

Steven C. Kumagai        Director and Senior          None
IDS Tower 10             Vice President-Field
Minneapolis, MN 55440    Management and Business
                         Systems

Mitre Kutanovski         Group Vice President-        None
IDS Tower 10             Chicago Metro
Minneapolis, MN  55440

Edward Labenski          Vice President-              None
IDS Tower 10             Senior Portfolio
Minneapolis, MN 55440    Manager

Kurt A. Larson           Vice President-              None
IDS Tower 10             Senior Portfolio
Minneapolis, MN  55440   Manager

Lori J. Larson           Vice President-              None
IDS Tower 10             Variable Assets Product
Minneapolis, MN  55440   Development

Ryan R. Larson           Vice President-              None
IDS Tower 10             IPG Product Development
Minneapolis, MN 55440

Daniel E. Laufenberg     Vice President and           None
IDS Tower 10             Chief U.S. Economist
Minneapolis, MN  55440

Richard J. Lazarchic     Vice President-              None
IDS Tower 10             Senior Portfolio 
MInneapolis, MN  55440   Manager

Peter A. Lefferts        Senior Vice President and    None
IDS Tower 10             Chief Marketing Officer
Minneapolis, MN  55440<PAGE>
PAGE 30
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Douglas A. Lennick       Director and Executive       None
IDS Tower 10             Vice President-Private
Minneapolis, MN  55440   Client Group

Mary J. Malevich         Vice President-              None
IDS Tower 10             Senior Portfolio
Minneapolis, MN 55440    Manager

Fred A. Mandell          Vice President-              None
IDS Tower 10             Field Marketing Readiness
Minneapolis, MN  55440

Daniel E. Martin         Group Vice President-        None
                         Pittsburgh Metro


William J. McKinney      Vice President-              None
IDS Tower 10             Field Management
Minneapolis, MN  55440   Support

Thomas W. Medcalf        Vice President-              None
IDS Tower 10             Senior Portfolio Manager
Minneapolis, MN 55440

William C. Melton        Vice President-              None
IDS Tower 10             International Research
Minneapolis, MN 55440    and Chief International 
                         Economist

Janis E. Miller          Vice President-              None
IDS Tower 10             Variable Assets
Minneapolis, MN 55440

James A. Mitchell        Executive Vice President-    None
IDS Tower 10             Marketing and Products
Minneapolis, MN 55440

John P. Moraites         Group Vice President-        None
                         Kansas/Oklahoma


Pamela J. Moret          Vice President-              None
IDS Tower 10             Corporate Communications
Minneapolis, MN 55440    

Barry J. Murphy          Senior Vice President-       None
IDS Tower 10             Client Service
Minneapolis, MN  55440

Robert J. Neis           Vice President-              None
IDS Tower 10             Information Systems
Minneapolis, MN 55440    Operations<PAGE>
PAGE 31
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Ronald E. Newton         Group Vice President-        None
                         Rhode Island/Central
                         Massachusetts

Thomas V. Nicolosi       Group Vice President-        None
                         New York Metro Area

Vernon F. Palen          Region Vice President-       None
Suite D-222              Rocky Mountain Region
7100 E. Lincoln Drive
Scottsdale, AZ  85253

James R. Palmer          Vice President-              None
IDS Tower 10             Insurance Operations
Minneapolis, MN 55440

Carla P. Pavone          Vice President-              None
IDS Tower 10             Specialty Service Teams
Minneapolis, MN  55440   and Emerging Business

Judith A. Pennington     Vice President-              None
IDS Tower 10             Field Technology
Minneapolis, MN  55440

George M. Perry          Vice President-              None
IDS Tower 10             Corporate Strategy
Minneapolis, MN 55440    and Development

Susan B. Plimpton        Vice President-              None
IDS Tower 10             Segmentation Development
Minneapolis, MN 55440    and Support

Larry M. Post            Group Vice President-        None
                         Philadelphia Metro


Ronald W. Powell         Vice President and           None
IDS Tower 10             Assistant General
Minneapolis, MN 55440    Counsel

James M. Punch           Vice President-              None
IDS Tower 10             TransAction Services
Minneapolis, MN 55440

Frederick C. Quirsfeld   Vice President-Taxable       None
IDS Tower 10             Mutual Fund Investments
Minneapolis, MN 55440

R. Daniel Richardson     Group Vice President-        None
                         Southern Texas

<PAGE>
PAGE 32
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Roger B. Rogos           Group Vice President-        None
Suite 15, Parkside Pl.   Western Florida
945 Boardman-Canfield Rd
Youngstown, Ohio  44512

ReBecca K. Roloff        Vice President-1994          None 
IDS Tower 10             Program Director
Minneapolis, MN  55440   

Stephen W. Roszell       Vice President-              None
IDS Tower 10             Advisory Institutional
Minneapolis, MN  55440   Marketing

Max G. Roth              Group Vice President-        None
                         Wisconsin/Upper Michigan


Robert A. Rudell         Vice President-              None
IDS Tower 10             American Express    
Minneapolis, MN 55440    Institutional Services

John P. Ryan             Vice President and           None
IDS Tower 10             General Auditor
Minneapolis, MN 55440

Erven A. Samsel          Senior Vice President-       None
45 Braintree Hill Park   Field Management
Braintree, MA 02184

Russell L. Scalfano      Group Vice President-        None
                         Illinois/Indiana/Kentucky


William G. Scholz        Group Vice President-        None
                         Arizona/Las Vegas


Stuart A. Sedlacek       Vice President-              None
IDS Tower 10             Assured Assets
Minneapolis, MN  55440

Donald K. Shanks         Vice President-              None
IDS Tower 10             Property Casualty
Minneapolis, MN  55440

F. Dale Simmons          Vice President-Senior        None
IDS Tower 10             Portfolio Manager,
Minneapolis, MN 55440    Insurance Investments

Judy P. Skoglund         Vice President-              None
IDS Tower 10             Human Resources and
Minneapolis, MN  55440   Organization Development<PAGE>
PAGE 33
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Julian W. Sloter         Group Vice Presidnet-        None
9040 Roswell Rd.         Orlando/Jacksonville
River Ridge-Suite 600
Atlanta, GA  30350

Ben C. Smith             Vice President-              None
IDS Tower 10             Workplace Marketing
Minneapolis, MN  55440

William A. Smith         Vice President and           None
IDS Tower 10             Controller-Private
Minneapolis, MN 55440    Client Group

James B. Solberg         Group Vice President-        None
IDS Tower 10             Eastern Iowa Area
Minneapolis, MN 55440

Bridget Sperl            Vice President-              None
IDS Tower 10             Human Resources
Minneapolis, MN 55440    Management Services

Paul J. Stanislaw        Group Vice President-        None
                         Southern California


Lois A. Stilwell         Group Vice President-        None
IDS Tower 10             Outstate Minnesota Area/
Minneapolis, MN  55440   North Dakota/Western Wisconsin

William A. Stoltzmann    Vice President and           None
IDS Tower 10             Assistant General
Minneapolis, MN 55440    Counsel

James J. Strauss         Vice President-              None
IDS Tower 10             Corporate Planning
Minneapolis, MN 55440    and Analysis

Jeffrey J. Stremcha      Vice President-Information   None
IDS Tower 10             Resource Management/ISD
Minneapolis, MN  55440

Neil G. Taylor           Group Vice President-        None
IDS Tower 10             Seattle/Tacoma
Minneapolis, MN 55440

John R. Thomas           Senior Vice President-       Director/
IDS Tower 10             Information and              Trustee
Minneapolis, MN 55440    Technology

Melinda S. Urion         Vice President and           None
IDS Tower 10             Corporate Controller
Minneapolis, MN 55440<PAGE>
PAGE 34
Item 29(b).  (Continued)
                                                      Positions and
Name and Principal       Position and Offices         Offices with
Business Address         with Underwriter             Registrant   

Peter S. Velardi         Group Vice President-        None
                         Atlanta/Birmingham


Charles F. Wachendorfer  Group Vice President-        None
                         Denver/Salt Lake City/
                         Albuquerque

Wesley W. Wadman         Vice President-              None
IDS Tower 10             Senior Portfolio
Minneapolis, MN 55440    Manager

Norman Weaver Jr.        Senior Vice President-       None
Suite 215                Field Management
1501 Westcliff Drive
Newport Beach, CA  92660

Michael L. Weiner        Vice President-              None
IDS Tower 10             Corporate Tax
Minneapolis, MN 55440    Operations

Lawrence J. Welte        Vice President-              None
IDS Tower 10             Investment Administration
Minneapolis, MN  55440

Jeffry M. Welter         Vice President-              None
IDS Tower 10             Equity and Fixed Income
Minneapolis, MN  55440   Trading

William N. Westhoff      Senior Vice President and    None
IDS Tower 10             Global Chief Investment
Minneapolis, MN  55440   Officer

Thomas L. White          Group Vice President-        None
                         Cleveland Metro


Eric S. Williams         Group Vice President-        None
                         Virginia


Edwin M. Wistrand        Vice President and           None
IDS Tower 10             Assistant General
Minneapolis, MN 55440    Counsel

Michael R. Woodward      Senior Vice President-       None
Suite 815                Field Management
8585 Broadway
Merrillville, IN  46410
<PAGE>
PAGE 35
Item 29(c).  Not applicable.

Item 30.     Location of Accounts and Records

             IDS Financial Corporation
             IDS Tower 10
             Minneapolis, MN  55440

Item 31.     Management Services

             Not Applicable.

Item 32.     Undertakings

             (a)  Not Applicable.

             (b)  Not Applicable.

             (c)  The Registrant undertakes to furnish each person  
                  to whom a prospectus is delivered with a copy of
                  the Registrant's latest annual report to          
                  shareholders, upon request and without charge.

<PAGE>
<PAGE>
                                   SIGNATURES

   
Pursuant  to the requirements of  the Securities Act of  1933 and the Investment
Company Act of 1940, the Registrant,  IDS Tax-Exempt Bond Fund, Inc.,  certifies
that  it meets the requirements  for the effectiveness of  this Amendment to its
Registration Statement pursuant to Rule 485(b) under the Securities Act of  1933
and has duly caused this Amendment to its Registration Statement to be signed on
its  behalf  by  the undersigned,  thereunto  duly  authorized, in  the  City of
Minneapolis and the State of Minnesota on the 27th day of February, 1995.
    

                                          IDS TAX-EXEMPT BOND FUND, INC.

                                          By       /s/ WILLIAM R. PEARCE**

                                            ------------------------------------
                                                     William R. Pearce,
                                                         PRESIDENT

   
Pursuant to the requirements  of the Securities Act  of 1933, this Amendment  to
its Registration Statement has been signed below by the following persons in the
capacities indicated on the 27th day of February, 1995.
    

   
<TABLE>
<CAPTION>
             SIGNATURE                       CAPACITY
- -----------------------------------  -------------------------

<C>                                  <S>
      /s/ WILLIAM R. PEARCE**        President, Principal
- -----------------------------------   Executive Officer and
         William R. Pearce            Director

                                     Treasurer, Principal
        /s/ LESLIE L. OGG**           Financial Officer and
- -----------------------------------   Principal Accounting
           Leslie L. Ogg              Officer

       /s/ LYNNE V. CHENEY*
- -----------------------------------  Director
          Lynne V. Cheney

      /s/ WILLIAM H. DUDLEY*
- -----------------------------------  Director
         William H. Dudley

      /s/ ROBERT F. FROEHLKE*
- -----------------------------------  Director
        Robert F. Froehlke

       /s/ DAVID R. HUBERS*
- -----------------------------------  Director
          David R. Hubers

       /s/ HEINZ F. HUTTER*
- -----------------------------------  Director
          Heinz F. Hutter
</TABLE>
    

                                      II-3
<PAGE>

   
<TABLE>
<CAPTION>
             SIGNATURE                       CAPACITY
- -----------------------------------  -------------------------

<C>                                  <S>
        /s/ ANNE P. JONES*
- -----------------------------------  Director
           Anne P. Jones

      /s/ DONALD M. KENDALL*
- -----------------------------------  Director
         Donald M. Kendall

       /s/ MELVIN R. LAIRD*
- -----------------------------------  Director
          Melvin R. Laird

        /s/ LEWIS W. LEHR*
- -----------------------------------  Director
           Lewis W. Lehr

       /s/ EDSON W. SPENCER*
- -----------------------------------  Director
         Edson W. Spencer

        /s/ JOHN R. THOMAS*
- -----------------------------------  Director
          John R. Thomas

       /s/ WHEELOCK WHITNEY*
- -----------------------------------  Director
         Wheelock Whitney

       /s/ C. ANGUS WURTELE*
- -----------------------------------  Director
         C. Angus Wurtele

<FN>

 *Signed  pursuant to  Directors' Power of  Attorney dated Nov.  10, 1994, filed
  electronically as Exhibit 18(a)  to Registrant's Post-Effective Amendment  No.
  34, by:

              /s/LESLIE L. OGG
- -----------------------------------
           Leslie L. Ogg

**Signed  pursuant  to Officers'  Power of  Attorney dated  June 1,  1993, filed
  electronically as Exhibit 17(b)  to Registrant's Post-Effective Amendment  No.
  31 by:

              /s/LESLIE L. OGG
- -----------------------------------
           Leslie L. Ogg
</TABLE>
    

                                      II-4
<PAGE>
   
                                CONTENTS OF THIS
                        POST-EFFECTIVE AMENDMENT NO. 36
                     TO REGISTRATION STATEMENT NO. 2-57328
    

This post-effective amendment comprises the following papers and documents:

The facing sheet.

Cross reference sheet.

Part A.

    The prospectus.

Part B.

    Statement of Additional Information.

   
    Financial Statements.
    

   
Part C.
    

    Other information.

    Exhibits.

The signatures.

<PAGE>
IDS TAX-EXEMPT BOND FUND, INC.
   
Registration Number 2-57328/811-2686
    

                                 EXHIBIT INDEX

   
<TABLE>
<S>             <C>                                                           <C>
Exhibit 5:      Form of Investment Management Services Agreement between
                 Registrant and American Express Financial Corporation,
                 dated March 20, 1995.
Exhibit 6:      Form of Distribution Agreement between Registrant and
                 American Express Financial Advisors Inc., dated March 20,
                 1995.
Exhibit 8:      Form of Custodian Agreement between Registrant and American
                 Express Trust Company, dated March 20, 1995.
Exhibit 9a:     Form of Transfer Agency Agreement between Registrant and
                 American Express Financial Corporation, dated March 20,
                 1995.
Exhibit 9b:     Form of Shareholder Service Agreement between Registrant and
                 American Express Financial Advisors Inc., dated March 20,
                 1995.
Exhibit 9c:     Form of Administrative Services Agreement between Registrant
                 and American Express Financial Corporation, dated March 20,
                 1995.
Exhibit 11:     Independent Auditors' Consent.
Exhibit 15:     Form of Plan and Agreement of Distribution between
                 Registrant and American Express Financial Advisors Inc.,
                 dated March 20, 1995.
Exhibit 17:     Financial Data Schedule.
</TABLE>
    

<PAGE>

                              FORM OF
               INVESTMENT MANAGEMENT SERVICES AGREEMENT

     AGREEMENT made the 20th day of March, 1995, by and between IDS Tax-Exempt
Bond Fund, Inc. (the "Fund"), a Minnesota corporation, and American Express
Financial Corporation, a Delaware corporation.

PART ONE: INVESTMENT MANAGEMENT AND OTHER SERVICES

     (1) The Fund hereby retains American Express Financial Corporation, and
American Express Financial Corporation hereby agrees, for the period of this
Agreement and under the terms and conditions hereinafter set forth, to
furnish the Fund continuously with suggested investment planning; to determine,
consistent with the Fund's investment objectives and policies, which securities
in American Express Financial Corporation's discretion shall be purchased, held
or sold and to execute or cause the execution of purchase or sell orders; to
prepare and make available to the Fund all necessary research and statistical
data in connection therewith; to furnish all other services of whatever nature
required in connection with the management of the Fund as provided under this
Agreement; and to pay such expenses as may be provided for in Part Three;
subject always to the direction and control of the Board of Directors (the
"Board"), the Executive Committee and the authorized officers of the Fund.
American Express Financial Corporation agrees to maintain an adequate
organization of competent persons to provide the services and to perform the
functions herein mentioned. American Express Financial Corporation agrees to
meet with any persons at such times as the Board deems appropriate for the
purpose of reviewing American Express Financial Corporation's performance under
this Agreement.

     (2)  American Express Financial Corporation agrees that the investment
planning and investment decisions will be in accordance with general investment
policies of the Fund as disclosed to American Express Financial Corporation
from time to time by the Fund and as set forth in its prospectuses and
registration statements filed with the United States Securities and Exchange
Commission (the "SEC").

     (3)  American Express Financial Corporation agrees that it will maintain
all required records, memoranda, instructions or authorizations relating to the
acquisition or disposition of securities for the Fund.

     (4)  The Fund agrees that it will furnish to American Express Financial
Corporation any information that the latter may reasonably request with respect
to the services performed or to be performed by American Express Financial
Corporation under this Agreement.
   
     (5)  American Express Financial Corporation is authorized to select the
brokers or dealers that will execute the purchases and sales of portfolio
securities for the Fund and is directed to use its best efforts to obtain the
best available price and most favorable execution, except as prescribed herein.
Subject to prior authorization by the Fund's Board of appropriate policies and
procedures, and subject to termination at any time by the Board, American
Express Financial Corporation may also be authorized to effect individual
securities transactions at commission rates in excess of the minimum commission
rates available, to the extent authorized by law, if American Express Financial
Corporation determines in good faith that such amount of commission was
reasonable in relation to the value of the brokerage and research services
provided by such broker or dealer, viewed in terms of either that particular
transaction or American Express Financial Corporation's overall responsibilities
with respect to the Fund and other funds for which it acts as investment
adviser.
    
     (6)  It is understood and agreed that in furnishing the Fund with the
services as herein provided, neither American Express Financial Corporation, nor
any officer, director or agent thereof shall be held liable to the Fund or its
creditors or shareholders for errors of judgment or for anything except willful
misfeasance, bad faith, or gross negligence in the performance of its duties, or
reckless disregard of its obligations and duties under the terms of this
Agreement. It is further understood and agreed that American Express Financial
Corporation may rely upon information furnished to it reasonably believed to be
accurate and reliable.

PART TWO: COMPENSATION TO INVESTMENT MANAGER

     (1)  The Fund agrees to pay to American Express Financial Corporation, and
American Express Financial Corporation covenants and agrees to accept
from the Fund in full payment for the services furnished, a fee for each
calendar day of each year equal to the total of 1/365th (1/366th in each leap


<PAGE>


year) of the amount computed as shown below. The computation shall be made for
each day on the basis of net assets as of the close of business of the full
business day two (2) business days prior to the day for which the computation is
being made. In the case of the suspension of the computation of net asset value,
the asset charge for each day during such suspension shall be computed as of the
close of business on the last full business day on which the net assets were
computed. Net assets as of the close of a full business day shall include all
transactions in shares of the Fund recorded on the books of the Fund for that
day.

     The asset charge shall be based on the net assets of the Fund as set forth
in the following table.

                              ASSET CHARGE

<TABLE>
<CAPTION>
                    ASSETS         ANNUAL RATE AT
                   (BILLIONS)      EACH ASSET LEVEL
                   ----------      ----------------
                   <S>                       <C>
                   First $1                  0.450%
                   Next  $1                  0.425
                   Next  $1                  0.400
                   Next  $3                  0.375
                   Over  $6                  0.350
</TABLE>

     (2)  The fee shall be paid on a monthly basis and, in the event of the
termination of this Agreement, the fee accrued shall be prorated on the basis of
the number of days that this Agreement is in effect during the month with
respect to which such payment is made.

     (3)  The fee provided for hereunder shall be paid in cash by the Fund to
American Express Financial Corporation within five business days after the last
day of each month.

PART THREE: ALLOCATION OF EXPENSES

     (1)  The Fund agrees to pay:
   
     (a)  Fees payable to American Express Financial Corporation for its
services under the terms of this Agreement.
    
     (b)  Taxes.

     (c)  Brokerage commissions and charges in connection with the purchase
and sale of assets.

     (d)  Custodian fees and charges.

     (e)  Fees and charges of its independent certified public accountants for
services the Fund requests.

     (f)  Premium on the bond required by Rule 17g-1 under the Investment
 Company Act of 1940.

     (g)  Fees and expenses of attorneys (i) it employs in matters not
involving the assertion of a claim by a third party against the Fund, its
directors and officers, (ii) it employs in conjunction with a claim asserted
by the Board against American Express Financial Corporation, except that
American Express Financial Corporation shall reimburse the Fund for such
fees and expenses if it is ultimately determined by a court of competent
jurisdiction, or American Express Financial Corporation agrees, that it is
liable in whole or in part to the Fund, and (iii) it employs to assert a claim
against a third party.

     (h)  Fees paid for the qualification and registration for public sale of
the securities of the Fund under the laws of the United States and of the
several states in which such securities shall be offered for sale.

     (i)  Fees of consultants employed by the Fund.


<PAGE>


     (j)  Directors, officers and employees expenses which shall include fees,
salaries, memberships, dues, travel, seminars, pension, profit sharing, and
all other benefits paid to or provided for directors, officers and employees,
directors and officers liability insurance, errors and omissions liability
insurance, worker's compensation insurance and other expenses applicable to the
directors, officers and employees, except the Fund will not pay any fees or
expenses of any person who is an officer or employee of American Express
Financial Corporation or its affiliates.

     (k)  Filing fees and charges incurred by the Fund in connection with
filing any amendment to its articles of incorporation, or incurred in filing
any other document with the State of Minnesota or its political subdivisions.

     (l)  Organizational expenses of the Fund.

     (m)  Expenses incurred in connection with lending portfolio securities of
the Fund.

     (n)  Expenses properly payable by the Fund, approved by the Board.

     (2)  American Express Financial Corporation agrees to pay all expenses
associated with the services it provides under the terms of this Agreement.
Further, American Express Financial Corporation agrees that if, at the end of
any month, the expenses of the Fund under this Agreement and any other agreement
between the Fund and American Express Financial Corporation, but excluding those
expenses set forth in (1)(b) and (1)(c) of this Part Three, exceed the most
restrictive applicable state expenses limitation, the Fund shall not pay those
expenses set forth in (1)(a) and (d) through (n) of this Part Three to the
extent necessary to keep the Fund's expenses from exceeding the limitation, it
being understood that American Express Financial Corporation will assume all
unpaid expenses and bill the Fund for them in subsequent months but in no
event can the accumulation of unpaid expenses or billing be carried past the end
of the Fund's fiscal year.

PART FOUR: MISCELLANEOUS

     (1)  American Express Financial Corporation shall be deemed to be an
independent contractor and, except as expressly provided or authorized in this
Agreement, shall have no authority to act for or represent the Fund.

     (2)  A "full business day" shall be as defined in the By-laws.

     (3)  The Fund recognizes that American Express Financial Corporation now
renders and may continue to render investment advice and other services to other
investment companies and persons which may or may not have investment policies
and investments similar to those of the Fund and that American Express Financial
Corporation manages its own investments and/ or those of its subsidiaries.
American Express Financial Corporation shall be free to render such investment
advice and other services and the Fund hereby consents thereto.

     (4)  Neither this Agreement nor any transaction had pursuant hereto shall
be invalidated or in any way affected by the fact that directors, officers,
agents and/or shareholders of the Fund are or may be interested in American
Express Financial Corporation or any successor or assignee thereof, as
directors, officers, stockholders or otherwise; that directors, officers,
stockholders or agents of American Express Financial Corporation are or may be
interested in the Fund as directors, officers, shareholders, or otherwise; or
that American Express Financial Corporation or any successor or assignee, is or
may be interested in the Fund as shareholder or otherwise, provided, however,
that neither American Express Financial Corporation, nor any officer, director
or employee thereof or of the Fund, shall sell to or buy from the Fund any
property or security other than shares issued by the Fund, except in accordance
with applicable regulations or orders of the SEC.

     (5)  Any notice under this Agreement shall be given in writing, addressed,
and delivered, or mailed postpaid, to the party to this Agreement entitled to
receive such, at such party's principal place of business in Minneapolis,
Minnesota, or to such other address as either party may designate in writing
mailed to the other.
   
     (6)  American Express Financial Corporation agrees that no officer,
director or employee of American Express Financial Corporation will deal for or
on behalf of the Fund with himself as principal or agent, or with any
corporation or partnership in which he may have a financial interest, except
that this shall not prohibit:
    
     (a)  Officers, directors or employees of American Express Financial
Corporation from having a financial interest in the Fund or in American Express
Financial Corporation.


<PAGE>

   
     (b)  The purchase of securities for the Fund, or the sale of securities
owned by the Fund, through a security broker or dealer, one or more of whose
partners, officers, directors or employees is an officer, director or
employee of American Express Financial Corporation, provided such transactions
are handled in the capacity of broker only and provided commissions charged do
not exceed customary brokerage charges for such services.
    
     (c)  Transactions with the Fund by a broker-dealer affiliate of American
Express Financial Corporation as may be allowed by rule or order of the SEC, and
if made pursuant to procedures adopted by the Fund's Board.

     (7)  American Express Financial Corporation agrees that, except as herein
otherwise expressly provided or as may be permitted consistent with the use of a
broker-dealer affiliate of American Express Financial Corporation under
applicable provisions of the federal securities laws, neither it nor any of its
officers, directors or employees shall at any time during the period of this
Agreement, make, accept or receive, directly or indirectly, any fees, profits or
emoluments of any character in connection with the purchase or sale of
securities (except shares issued by the Fund) or other assets by or for the
Fund.

PART FIVE: RENEWAL AND TERMINATION



     (1)  This Agreement shall continue in effect until March 19, 1997, or
until a new agreement is approved by a vote of the majority of the outstanding
shares of the Fund and by vote of the Fund's Board, including the vote required
by (b) of this paragraph, and if no new agreement is so approved, this Agreement
shall continue from year to year thereafter unless and until terminated by
either party as hereinafter provided, except that such continuance shall be
specifically approved at least annually (a) by the Board of the Fund or by a
vote of the majority of the outstanding shares of the Fund and (b) by the vote
of a majority of the directors who are not parties to this Agreement or
interested persons of any such party, cast in person at a meeting called for the
purpose of voting on such approval. As used in this paragraph, the term
"interested person" shall have the same meaning as set forth in the Investment
Company Act of 1940, as amended (the "1940 Act").

     (2)  This Agreement may be terminated by either the Fund or American
Express Financial Corporation at any time by giving the other party 60 days'
written notice of such intention to terminate, provided that any termination
shall be made without the payment of any penalty, and provided further that
termination may be effected either by the Board of the Fund or by a vote of the
majority of the outstanding voting shares of the Fund. The vote of the majority
of the outstanding voting shares of the Fund for the purpose of this Part Five
shall be the vote at a shareholders' regular meeting, or a special meeting duly
called for the purpose, of 67% or more of the Fund's shares present at such
meeting if the holders of more than 50% of the outstanding voting shares are
present or represented by proxy, or more than 50% of the outstanding voting
shares of the Fund, whichever is less.

     (3)  This Agreement shall terminate in the event of its assignment, the
term "assignment" for this purpose having the same meaning as set forth in the
1940 Act.

     IN WITNESS THEREOF, the parties hereto have executed the foregoing
Agreement as of the day and year first above written.

                                   IDS TAX-EXEMPT BOND FUND, INC.

                                   By:
                                       -----------------------------
                                       Leslie L. Ogg, Vice President
   
                                   AMERICAN EXPRESS FINANCIAL CORPORATION
    
                                   By:
                                       -----------------------------



<PAGE>


                    DISTRIBUTION AGREEMENT

Agreement made as of the 20th day of March, 1995, by and between
IDS Tax-Exempt Bond Fund, Inc. (the "Fund"), a Minnesota
corporation, for and on behalf of each class of the Fund and
American Express Financial Advisors Inc., a Delaware corporation.

Part One:  DISTRIBUTION OF SECURITIES

(1)  The Fund covenants and agrees that, during the term of this
agreement and any renewal or extension, American Express Financial
Advisors shall have the exclusive right to act as principal
underwriter for the Fund and to offer for sale and to distribute
either directly or through any affiliate any and all shares of each
class of capital stock issued or to be issued by the Fund.

(2)  American Express Financial Advisors hereby covenants and
agrees to act as the principal underwriter of each class of capital
shares issued and to be issued by the Fund during the period of
this agreement and agrees during such period to offer for sale such
shares as long as such shares remain available for sale, unless
American Express Financial Advisors is unable or unwilling to make
such offer for sale or sales or solicitations therefor legally
because of any federal, state, provincial or governmental law, rule
or agency or for any financial reason.

(3)  With respect to the offering for sale and sale of shares of
each class to be issued by the Fund, it is mutually understood and
agreed that such shares are to be sold on the following terms:

     (a)  All sales shall be made by means of an application, and
every application shall be subject to acceptance or rejection by
the Fund at its principal place of business.  Shares are to be sold
for cash, payable at the time the application and payment for such
shares are received at the principal place of business of the Fund.

     (b)  No shares shall be sold at less than the asset value
(computed in the manner provided by the currently effective
prospectus or Statement of Additional Information and the
Investment Company Act of 1940, and rules thereunder).  The number
of shares or fractional shares to be acquired by each applicant
shall be determined by dividing the amount of each accepted
application by the public offering price of one share of the
capital stock of the appropriate class as of the close of business
on the day when the application, together with payment, is received
by the Fund at its principal place of business.  The computation as
to the number of shares and fractional shares shall be carried to
three decimal points of one share with the computation being
carried to the nearest 1/lOOOth of a share.  If the day of receipt
of the application and payment is not a full business day, then the
asset value of the share for use in such computation shall be
determined as of the close of business on the next succeeding full
business day.  In the event of a period of emergency, the
computation of the asset value for the purpose of determining the
number of shares or fractional shares to be acquired by the
applicant may be deferred until the close of business on the first
full business day following the termination of the period of


<PAGE>


emergency.  A period of emergency shall have the definition given
thereto in the Investment Company Act of 1940, and rules
thereunder.

(4)  The Fund agrees to make prompt and reasonable effort to do
any and all things necessary, in the opinion of American Express
Financial Advisors, to have and to keep the Fund and the shares
properly registered or qualified in all appropriate jurisdictions
and, as to shares, in such amounts as American Express Financial
Advisors may from time to time designate in order that the Fund's
shares may be offered or sold in such jurisdictions.

(5)  The Fund agrees that it will furnish American Express
Financial Advisors with information with respect to the affairs and
accounts of the Fund, and in such form, as American Express
Financial Advisors may from time to time reasonably require and
further agrees that American Express Financial Advisors, at all
reasonable times, shall be permitted to inspect the books and
records of the Fund.

(6)  American Express Financial Advisors or its agents may prepare
or cause to be prepared from time to time circulars, sales
literature, broadcast material, publicity data and other
advertising material to be used in the sales of shares issued by
the Fund, including material which may be deemed to be a prospectus
under rules promulgated by the Securities and Exchange Commission
(each separate promotional piece is referred to as an "Item of
Soliciting Material").  At its option, American Express Financial
Advisors may submit any Item of Soliciting Material to the Fund for
its prior approval.  Unless a particular Item of Soliciting
Material is approved in writing by the Fund prior to its use,
American Express Financial Advisors agrees to indemnify the Fund
and its directors and officers against any and all claims, demands,
liabilities and expenses which the Fund or such persons may incur
arising out of or based upon the use of any Item of Soliciting
Material.  The term "expenses" includes amounts paid in
satisfaction of judgments or in settlements.  The foregoing right
of indemnification shall be in addition to any other rights to
which the Fund or any director or officer may be entitled as a
matter of law.  Notwithstanding the foregoing, such indemnification
shall not be deemed to abrogate or diminish in any way any right or
claim American Express Financial Advisors may have against the Fund
or its officers or directors in connection with the Fund's
registration statement, prospectus, Statement of Additional
Information or other information furnished by or caused to be
furnished by the Fund.

(7)  American Express Financial Advisors agrees to submit to the
Fund each application for shares immediately after the receipt of
such application and payment therefor by American Express Financial
Advisors at its principal place or business.

(8)  American Express Financial Advisors agrees to cause to be
delivered to each person submitting an application a prospectus or
circular to be furnished by the Fund in the form required by the
applicable federal laws or by the acts or statutes of any
applicable state, province or country.


<PAGE>


(9) The Fund shall have the right to extend to shareholders of
each class the right to use the proceeds of any cash dividend paid
by the Fund to that shareholder to purchase shares of the same
class at the net asset value at the close of business upon the day
of purchase, to the extent set forth in the currently effective
prospectus or Statement of Additional Information.

(10) Shares of each class issued by the Fund may be offered and
sold at their asset value to the shareholders of the same class of
other funds in the IDS MUTUAL FUND GROUP who wish to exchange their
investments in shares of the other funds in the IDS MUTUAL FUND
GROUP to investments in shares of the Fund, to the extent set forth
in the currently effective prospectus or Statement of Additional
Information, such asset value to be computed as of the close of
business on the day of sale of such shares of the Fund.

(11) American Express Financial Advisors and the Fund agree to use
their best efforts to conform with all applicable state and federal
laws and regulations relating to any rights or obligations under
the term of this agreement.

Part Two:  ALLOCATION OF EXPENSES

Except as provided by any other agreements between the parties,
American Express Financial Advisors covenants and agrees that
during the period of this agreement it will pay or cause or be paid
all expenses incurred by American Express Financial Advisors, or
any of its affiliates, in the offering for sale or sale of each
class of the Fund's shares.

Part Three:  COMPENSATION

(1)  It is covenanted and agreed that American Express Financial
Advisors shall be paid:

     (i) for a class of shares imposing a front-end sales charge,
by the purchasers of Fund shares in an amount equal to the
difference between the total amount received upon each sale of
shares issued by the Fund and the asset value of such shares at the
time of such sale; and

     (ii) for a class of shares imposing a deferred sales charge,
by owners of Fund shares at the time the sales charge is imposed in
an amount equal to any deferred sales charge, as described in the
Fund's prospectus.

Such sums as are received by the Fund shall be received as Agent
for American Express Financial Advisors and shall be remitted to
American Express Financial Advisors daily as soon as practicable
after receipt.

(2)  The asset value of any share of each class of the Fund shall
be determined in the manner provided by the classes currently
effective prospectus and Statement of Additional Information and
the Investment Company Act of 1940, and rules thereunder.


<PAGE>


Part Four:  MISCELLANEOUS

(1)  American Express Financial Advisors shall be deemed to be an
independent contractor and, except as expressly provided or
authorized in this agreement, shall have no authority to act for or
represent the Fund.

(2)  American Express Financial Advisors shall be free to render
to others services similar to those rendered under this agreement.

(3)  Neither this agreement nor any transaction had pursuant
hereto shall be invalidated or in any way affected by the fact that
directors, officers, agents and/or shareholders of the Fund are or
may be interested in American Express Financial Advisors as
directors, officers, shareholders or otherwise; that directors,
officers, shareholders or agents of American Express Financial
Advisors are or may be interested in the Fund as directors,
officers, shareholders or otherwise; or that American Express
Financial Advisors is or may be interested in the Fund as
shareholder or otherwise, provided, however, that neither American
Express Financial Advisors nor any officer or director of American
Express Financial Advisors or any officers or directors of the Fund
shall sell to or buy from the Fund any property or security other
than a security issued by the Fund, except in accordance with a
rule, regulation or order of the federal Securities and Exchange
Commission.

(4)  For the purposes of this agreement, a "business day" shall
have the same meaning as is given to the term in the By-laws of the
Fund.

(5)  Any notice under this agreement shall be given in writing,
addressed and delivered, or mailed postpaid, to the parties to this
agreement at each company's principal place of business in
Minneapolis, Minnesota, or to such other address as either party
may designate in writing mailed to the other.

(6)  American Express Financial Advisors agrees that no officer,
director or employee of American Express Financial Advisors will
deal for or on behalf of the Fund with himself as principal or
agent, or with any corporation or partnership in which he may have
a financial interest, except that this shall not prohibit:

     (a)  Officers, directors and employees of American Express
Financial Advisors from having a financial interest in the Fund or
in American Express Financial Advisors.

     (b)  The purchase of securities for the Fund, or the sale of
securities owned by the Fund, through a security broker or dealer,
one or more of whose partners, officers, directors or employees is
an officer, director or employee of American Express Financial
Advisors, provided such transactions are handled in the capacity of
broker only and provided commissions charged do not exceed
customary brokerage charges for such services.


<PAGE>


    (c)  Transactions with the Fund by a broker-dealer affiliate
of American Express Financial Advisors if allowed by rule or order
of the Securities and Exchange Commission and if made pursuant to
procedures adopted by the Fund's Board of Directors.

(7)  American Express Financial Advisors agrees that, except as
otherwise provided in this agreement, or as may be permitted
consistent with the use of a broker-dealer affiliate of American
Express Financial Advisors under applicable provisions of the
federal securities laws, neither it nor any of its officers,
directors or employees shall at any time during the period of this
agreement make, accept or receive, directly or indirectly, any
fees, profits or emoluments of any character in connection with the
purchase or sale of securities (except securities issued by the
Fund) or other assets by or for the Fund.

Part Five:  TERMINATION

(1)  This agreement shall continue from year to year unless and
until terminated by American Express Financial Advisors or the
Fund, except that such continuance shall be specifically approved
at least annually by a vote of a majority of the Board of Directors
who are not parties to this agreement or interested persons of any
such party, cast in person at a meeting called for the purpose of
voting on such approval, and by a majority of the Board of
Directors or by vote of a majority of the outstanding voting
securities of the Fund.  As used in this paragraph, the term
"interested person" shall have the meaning as set forth in the
Investment Company Act of 1940, as amended.

(2)  This agreement may be terminated by American Express
Financial Advisors or the Fund at any time by giving the other
party sixty (60) days written notice of such intention to
terminate.

(3)  This agreement shall terminate in the event of its
assignment, the term "assignment" for this purpose having the same
meaning as set forth in the Investment Company Act of 1940, as
amended.

IN WITNESS WHEREOF, The parties hereto have executed the foregoing
agreement on the date and year first above written.

IDS TAX-EXEMPT BOND FUND, INC.


By _____________________________________
    Leslie L. Ogg
    Vice President


AMERICAN EXPRESS FINANCIAL ADVISORS INC.


By ____________________________________
    Vice President

<PAGE>


                         CUSTODIAN AGREEMENT


THIS CUSTODIAN AGREEMENT dated March 20, 1995, between IDS Tax-
Exempt Bond Fund, Inc., a Minnesota Corporation (the "Corporation")
and American Express Trust Company, a corporation organized under
the laws of the State of Minnesota with its principal place of
business at Minneapolis, Minnesota (the "Custodian").

WHEREAS, the Corporation desires that its securities and cash be
hereafter held and administered by Custodian pursuant to the terms
of this Agreement.

NOW, THEREFORE, in consideration of the mutual agreements herein
made, the Corporation and the Custodian agree as follows:

SECTION 1.  DEFINITIONS

The word "securities" as used herein shall be construed to include,
without being limited to, shares, stocks, treasury stocks,
including any stocks of this Corporation, notes, bonds, debentures,
evidences of indebtedness, options to buy or sell stocks or stock
indexes, certificates of interest or participation in any profit-
sharing agreements, collateral trust certificates, preorganization
certificates or subscriptions, transferable shares, investment
contracts, voting trust certificates, certificates of deposit for a
security, fractional or undivided interests in oil, gas or other
mineral rights, or any certificates of interest or participation
in, temporary or interim certificates for, receipts for, guarantees
of, or warrants or rights to subscribe to or purchase any of the
foregoing, acceptances and other obligations and any evidence of
any right or interest in or to any cash, property or assets and any
interest or instrument commonly known as a security.  In addition,
for the purpose of this Custodian Agreement, the word "securities"
also shall include other instruments in which the Corporation may
invest including currency forward contracts and commodities such as
interest rate or index futures contracts, margin deposits on such
contracts or options on such contracts.

The words "custodian order" shall mean a request or direction,
including a computer printout, directed to the Custodian and signed
in the name of the Corporation by any two individuals designated in
the current certified list referred to in Section 2.

The word "facsimile" shall mean an exact copy or likeness which is
electronically transmitted for instant reproduction.

SECTION 2.  NAMES, TITLES AND SIGNATURES OF AUTHORIZED PERSONS

The Corporation will certify to the Custodian the names and
signatures of its present officers and other designated persons
authorized on behalf of the Corporation to direct the Custodian by
custodian order as herein before defined.  The Corporation agrees
that whenever any change occurs in this list it will file with the
Custodian a copy of a resolution certified by the Secretary or an


<PAGE>


Assistant Secretary of the Corporation as having been duly adopted
by the Board of Directors or the Executive Committee of the Board
of Directors of the Corporation designating those persons currently
authorized on behalf of the Corporation to direct the Custodian by
custodian order, as herein before defined, and upon such filing (to
be accompanied by the filing of specimen signatures of the
designated persons) the persons so designated in said resolution
shall constitute the current certified list.  The Custodian is
authorized to rely and act upon the names and signatures of the
individuals as they appear in the most recent certified list from
the Corporation which has been delivered to the Custodian as herein
above provided.

SECTION 3.  USE OF SUBCUSTODIANS

The Custodian may make arrangements, where appropriate, with other
banks having not less than two million dollars aggregate capital,
surplus and undivided profits for the custody of securities.  Any
such bank selected by the Custodian to act as subcustodian shall be
deemed to be the agent of the Custodian.

The Custodian also may enter into arrangements for the custody of
securities entrusted to its care through foreign branches of United
States banks; through foreign banks, banking institutions or trust
companies; through foreign subsidiaries of United States banks or
bank holding companies, or through foreign securities depositories
or clearing agencies (hereinafter also called, collectively, the
"Foreign Subcustodian" or indirectly through an agent, established
under the first paragraph of this section, if and to the extent
permitted by Section 17(f) of the Investment Company Act of 1940
and the rules promulgated by the Securities and Exchange Commission
thereunder, any order issued by the Securities and Exchange
Commission, or any "no-action" letter received from the staff of
the Securities and Exchange Commission.  To the extent the existing
provisions of the Custodian Agreement are consistent with the
requirements of such Section, rules, order or no-action letter,
they shall apply to all such foreign custodianships.  To the extent
such provisions are inconsistent with or additional requirements
are established by such Section, rules, order or no-action letter,
the requirements of such Section, rules, order or no-action letter
will prevail and the parties will adhere to such requirements;
provided, however, in the absence of notification from the
Corporation of any changes or additions to such requirements, the
Custodian shall have no duty or responsibility to inquire as to any
such changes or additions.

SECTION 4.  RECEIPT AND DISBURSEMENT OF MONEY

(1) The Custodian shall open and maintain a separate account or
accounts in the name of the Corporation or cause its agent to open
and maintain such account or accounts subject only to checks,
drafts or directives by the Custodian pursuant to the terms of this
Agreement.  The Custodian or its agent shall hold in such account
or accounts, subject to the provisions hereof, all cash received by
it from or for the account of the Corporation.  The Custodian or
its agent shall make payments of cash to or for the account of the
Corporation from such cash only:


<PAGE>


    (a)   for the purchase of securities for the portfolio of the
          Corporation upon the receipt of such securities by the
          Custodian or its agent unless otherwise instructed on
          behalf of the Corporation;

     (b)  for the purchase or redemption of shares of capital
          stock of the Corporation;

     (c)  for the payment of interest, dividends, taxes,
          management fees, or operating expenses (including,
          without limitation thereto, fees for legal, accounting
          and auditing services);

     (d)  for payment of distribution fees, commissions, or
          redemption fees, if any;

     (e)  for payments in connection with the conversion,
          exchange or surrender of securities owned or subscribed
          to by the Corporation held by or to be delivered to the
          Custodian;

     (f)  for payments in connection with the return of
          securities loaned by the Corporation upon receipt of
          such securities or the reduction of collateral upon
          receipt of proper notice;

     (g)  for payments for other proper corporate purposes;

     (h)  or upon the termination of this Agreement.

Before making any such payment for the purposes permitted under the
terms of items (a), (b), (c), (d), (e), (f) or (g) of paragraph (1)
of this section, the Custodian shall receive and may rely upon a
custodian order directing such payment and stating that the payment
is for such a purpose permitted under these items (a), (b), (c),
(d), (e), (f) or (g) and that in respect to item (g), a copy of a
resolution of the Board of Directors or of the Executive Committee
of the Board of Directors of the Corporation signed by an officer
of the Corporation and certified by its Secretary or an Assistant
Secretary, specifying the amount of such payment, setting forth the
purpose to be a proper corporate purpose, and naming the person or
persons to whom such payment is made.  Notwithstanding the above,
for the purposes permitted under items (a) or (f) of paragraph (1)
of this section, the Custodian may rely upon a facsimile order.

(2) The Custodian is hereby appointed the attorney-in-fact of the
Corporation to endorse and collect all checks, drafts or other
orders for the payment of money received by the Custodian for the
account of the Corporation and drawn on or to the order of the
Corporation and to deposit same to the account of the Corporation
pursuant to this Agreement.

SECTION 5.  RECEIPT OF SECURITIES

Except as permitted by the second paragraph of this section, the
Custodian or its agent shall hold in a separate account or
accounts, and physically segregated at all times from those of any
other persons, firms or corporations, pursuant to the provisions


<PAGE>


hereof, all securities received by it for the account of the
Corporation.  The Custodian shall record and maintain a record of
all certificate numbers.  Securities so received shall be held in
the name of the Corporation, in the name of an exclusive nominee
duly appointed by the Custodian or in bearer form, as appropriate.

Subject to such rules, regulations or guidelines as the Securities
and Exchange Commission may adopt, the Custodian may deposit all or
any part of the securities owned by the Corporation in a securities
depository which includes any system for the central handling of
securities established by a national securities exchange or a
national securities association registered with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, or
such other person as may be permitted by the Commission, pursuant
to which system all securities of any particular class or series of
any issuer deposited within the system are treated as fungible and
may be transferred or pledged by bookkeeping entry without physical
delivery of such securities.

All securities are to be held or disposed of by the Custodian for,
and subject at all times to the instructions of, the Corporation
pursuant to the terms of this Agreement.  The Custodian shall have
no power or authority to assign, hypothecate, pledge or otherwise
dispose of any such securities, except pursuant to the directive of
the Corporation and only for the account of the Corporation as set
forth in Section 6 of this Agreement.

SECTION 6.  TRANSFER EXCHANGE, DELIVERY, ETC. OF SECURITIES

The Custodian shall have sole power to release or deliver any
securities of the Corporation held by it pursuant to this
Agreement.  The Custodian agrees to transfer, exchange or deliver
securities held by it or its agent hereunder only:

(a)  for sales of such securities for the account of the
     Corporation, upon receipt of payment therefor;

(b)  when such securities are called, redeemed, retired or
     otherwise become payable;

(c)  for examination upon the sale of any such securities in
     accordance with "street delivery" custom which would include
     delivery against interim receipts or other proper delivery
     receipts;

(d)  in exchange for or upon conversion into other securities
     alone or other securities and cash whether pursuant to any
     plan of

(e)  merger, consolidation, reorganization, recapitalization or
     readjustment, or otherwise;

(f)  for the purpose of exchanging interim receipts or temporary
     certificates for permanent certificates;

(g)  upon conversion of such securities pursuant to their terms
     into other securities;


<PAGE>


(h)  upon exercise of subscription, purchase or other similar
     rights represented by such securities; for loans of such
     securities by the Corporation upon receipt of collateral; or

(i)  for other proper corporate purposes.

As to any deliveries made by the Custodian pursuant to items (a),
(b), (c), (d), (e), (f), (g) and (h), securities or cash received
in exchange therefore shall be delivered to the Custodian, its
agent, or to a securities depository.  Before making any such
transfer, exchange or delivery, the Custodian shall receive a
custodian order or a facsimile from the Corporation requesting such
transfer, exchange or delivery and stating that it is for a purpose
permitted under Section 6 (whenever a facsimile is utilized, the
Corporation will also deliver an original signed custodian order)
and, in respect to item (i), a copy of a resolution of the Board of
Directors or of the Executive Committee of the Board of Directors
of the Corporation signed by an officer of the Corporation and
certified by its Secretary or an Assistant Secretary, specifying
the securities, setting forth the purpose for which such payment,
transfer, exchange or delivery is to be made, declaring such
purpose to be a proper corporate purpose, and naming the person or
persons to whom such transfer, exchange or delivery of such
securities shall be made.

SECTION 7.  CUSTODIAN'S ACTS WITHOUT INSTRUCTIONS

Unless and until the Custodian receives a contrary custodian order
from the Corporation, the Custodian shall or shall cause its agent
to:

(a)  present for payment all coupons and other income items held
     by the Custodian or its agent for the account of the
     Corporation which call for payment upon presentation and hold
     all cash received by it upon such payment for the account of
     the Corporation;

(b)  present for payment all securities held by it or its agent
     which mature or when called, redeemed, retired or otherwise
     become payable;

(c)  ascertain all stock dividends, rights and similar securities
     to be issued with respect to any securities held by the
     Custodian or its agent hereunder, and to collect and hold for
     the account of the Corporation all such securities; and

(d)  ascertain all interest and cash dividends to be paid to
     security holders with respect to any securities held by the
     Custodian or its agent, and to collect and hold such interest
     and cash dividends for the account of the Corporation.

SECTION 8.  VOTING AND OTHER ACTION

Neither the Custodian nor any nominee of the Custodian shall vote
any of the securities held hereunder by or for the account of the
Corporation.  The Custodian shall promptly deliver to the
Corporation all notices, proxies and proxy soliciting materials


<PAGE>


with relation to such securities, such proxies to be executed by
the registered holder of such securities (if registered otherwise
than in the name of the Corporation), but without indicating the
manner in which such proxies are to be voted.

Custodian shall transmit promptly to the Corporation all written
information (including, without limitation, pendency of calls and
maturities of securities and expirations of rights in connection
therewith) received by the Custodian from issuers of the securities
being held for the Corporation.  With respect to tender or exchange
offers, the Custodian shall transmit promptly to the Corporation
all written information received by the Custodian from issuers of
the securities whose tender or exchange is sought and from the
party (or his agents) making the tender or exchange offer.

SECTION 9.  TRANSFER TAXES

The Corporation shall pay or reimburse the Custodian for any
transfer taxes payable upon transfers of securities made hereunder,
including transfers resulting from the termination of this
Agreement.  The Custodian shall execute such certificates in
connection with securities delivered to it under this Agreement as
may be required, under any applicable law or regulation, to exempt
from taxation any transfers and/or deliveries of any such
securities which may be entitled to such exemption.

SECTION 10.  CUSTODIAN'S REPORTS

The Custodian shall furnish the Corporation as of the close of
business each day a statement showing all transactions and entries
for the account of the Corporation.  The books and records of the
Custodian pertaining to its actions as Custodian under this
Agreement and securities held hereunder by the Custodian shall be
open to inspection and audit by officers of the Corporation,
internal auditors employed by the Corporation's investment adviser,
and independent auditors employed by the Corporation.  The
Custodian shall furnish the Corporation in such form as may
reasonably be requested by the Corporation a report, including a
list of the securities held by it in custody for the account of the
Corporation, identification of any subcustodian, and identification
of such securities held by such subcustodian, as of the close of
business of the last business day of each month, which shall be
certified by a duly authorized officer of the Custodian.  It is
further understood that additional reports may from time to time be
requested by the Corporation.  Should any report ever be filed with
any governmental authority pertaining to lost or stolen securities,
the Custodian will concurrently provide the Corporation with a copy
of that report.

The Custodian also shall furnish such reports on its systems of
internal accounting control as the Corporation may reasonably
request from time to time.

SECTION 11.  CONCERNING CUSTODIAN

For its services hereunder the Custodian shall be paid such
compensation at such times as may from time to time be agreed on in
writing by the parties hereto in a Custodian Fee Agreement.


<PAGE>


The Custodian shall not be liable for any action taken in good
faith upon any custodian order or facsimile herein described or
certified copy of any resolution of the Board of Directors or of
the Executive Committee of the Board of Directors of the
Corporation, and may rely on the genuineness of any such document
which it may in good faith believe to have been validly executed.

The Corporation agrees to indemnify and hold harmless Custodian and
its nominee from all taxes, charges, expenses, assessments, claims
and liabilities (including counsel fees) incurred or assessed
against it or its nominee in connection with the performance of
this Agreement, except such as may arise from the Custodian's or
its nominee's own negligent action, negligent failure to act or
willful misconduct.  Custodian is authorized to charge any account
of the Corporation for such items.  In the event of any advance of
cash for any purpose made by Custodian resulting from orders or
instructions of the Corporation, or in the event that Custodian or
its nominee shall incur or be assessed any taxes, charges,
expenses, assessments, claims or liabilities in connection with the
performance of this Agreement, except such as may arise from its or
its nominee's own negligent action, negligent failure to act or
willful misconduct, any property at any time held for the account
of the Corporation shall be security therefor.

The Custodian shall maintain a standard of care equivalent to that
which would be required of a bailee for hire and shall not be
liable for any loss or damage to the Corporation resulting from
participation in a securities depository unless such loss or damage
arises by reason of any negligence, misfeasance, or willful
misconduct of officers or employees of the Custodian, or from its
failure to enforce effectively such rights as it may have against
any securities depository or from use of an agent, unless such loss
or damage arises by reason of any negligence, misfeasance, or
willful misconduct of officers or employees of the Custodian, or
from its failure to enforce effectively such rights as it may have
against any agent.

SECTION 12.  TERMINATION AND AMENDMENT OF AGREEMENT

The Corporation and the Custodian mutually may agree from time to
time in writing to amend, to add to, or to delete from any
provision of this Agreement.

The Custodian may terminate this Agreement by giving the
Corporation ninety days' written notice of such termination by
registered mail addressed to the Corporation at its principal place
of business.

The Corporation may terminate this Agreement at any time by written
notice thereof delivered, together with a copy of the resolution of
the Board of Directors authorizing such termination and certified
by the Secretary of the Corporation, by registered mail to the
Custodian.

Upon such termination of this Agreement, assets of the Corporation
held by the Custodian shall be delivered by the Custodian to a
successor custodian, if one has been appointed by the Corporation,


<PAGE>


upon receipt by the Custodian of a copy of the resolution of the
Board of Directors of the Corporation certified by the Secretary,
showing appointment of the successor custodian, and provided that
such successor custodian is a bank or trust company, organized
under the laws of the United States or of any State of the United
States, having not less than two million dollars aggregate capital,
surplus and undivided profits.  Upon the termination of this
Agreement as a part of the transfer of assets, either to a
successor custodian or otherwise, the Custodian will deliver
securities held by it hereunder, when so authorized and directed by
resolution of the Board of Directors of the Corporation, to a duly
appointed agent of the successor custodian or to the appropriate
transfer agents for transfer of registration and delivery as
directed.  Delivery of assets on termination of this Agreement
shall be effected in a reasonable, expeditious and orderly manner;
and in order to accomplish an orderly transition from the Custodian
to the successor custodian, the Custodian shall continue to act as
such under this Agreement as to assets in its possession or
control.  Termination as to each security shall become effective
upon delivery to the successor custodian, its agent, or to a
transfer agent for a specific security for the account of the
successor custodian, and such delivery shall constitute effective
delivery by the Custodian to the successor under this Agreement.

In addition to the means of termination herein before authorized,
this Agreement may be terminated at any time by the vote of a
majority of the outstanding shares of the Corporation and after
written notice of such action to the Custodian.

SECTION 13.  GENERAL

Nothing expressed or mentioned in or to be implied from any
provision of this Agreement is intended to, or shall be construed
to give any person or corporation other than the parties hereto,
any legal or equitable right, remedy or claim under or in respect
of this Agreement, or any covenant, condition or provision herein
contained, this Agreement and all of the covenants, conditions and
provisions hereof being intended to be and being for the sole and
exclusive benefit of the parties hereto and their respective
successors and assigns.


<PAGE>


This Agreement shall be governed by the laws of the State of
Minnesota.

This Agreement supersedes all prior agreements between the parties.


IDS TAX-EXEMPT BOND FUND, INC.


By:
    ----------------------------------
    Leslie L. Ogg
    Vice President


AMERICAN EXPRESS TRUST COMPANY


By:
    ----------------------------------
    Vice President

<PAGE>


TRANSFER AGENCY AGREEMENT

AGREEMENT dated as of March 20, 1995, between IDS Tax-Exempt Bond
Fund, Inc. (the "Fund"), a Minnesota corporation, and American
Express Financial Corporation (the "Transfer Agent"), a Delaware
corporation.

In consideration of the mutual promises set forth below, the Fund
and the Transfer Agent agree as follows:

1. Appointment of the Transfer Agent. The Fund hereby appoints the
Transfer Agent, as transfer agent for its shares and as shareholder
servicing agent for the Fund, and the Transfer Agent accepts such
appointment and agrees to perform the duties set forth below.

2. Compensation. The Fund will compensate the Transfer Agent for
the performance of its obligations as set forth in Schedule A.
Schedule A does not include out-of-pocket disbursements of the
Transfer Agent for which the Transfer Agent shall be entitled to
bill the Fund separately.

The Transfer Agent will bill the Fund monthly.  The fee provided
for hereunder shall be paid in cash by the Fund to American Express
Financial Corporation within five (5) business days after the last
day of each month.

Out-of-pocket disbursements shall include, but shall not be limited
to, the items specified in Schedule B.  Reimbursement by the Fund
for expenses incurred by the Transfer Agent in any month shall be
made as soon as practicable after the receipt of an itemized bill
from the Transfer Agent.

Any compensation jointly agreed to hereunder may be adjusted from
time to time by attaching to this Agreement a revised Schedule A,
dated and signed by an officer of each party.

3. Documents. The Fund will furnish from time to time such
certificates, documents or opinions as the Transfer Agent deems to
be appropriate or necessary for the proper performance of its
duties.

4. Representations of the Fund and the Transfer Agent.

(a) The Fund represents to the Transfer Agent that all outstanding
shares are validly issued, fully paid and non-assessable by the
Fund.  When shares are hereafter issued in accordance with the
terms of the Fund's Articles of Incorporation and its prospectus,
such shares shall be validly issued, fully paid and non-assessable
by the Fund.

(b) The Transfer Agent represents that it is registered under
Section 17A(c) of the Securities Exchange Act of 1934.  The
Transfer Agent agrees to maintain the necessary facilities,
equipment and personnel to perform its duties and obligations under
this agreement and to comply with all applicable laws.


<PAGE>


5. Duties of the Transfer Agent. The Transfer Agent shall be
responsible, separately and through its subsidiaries or affiliates,
for the following functions:

(a) Sale of Fund Shares.

(1) On receipt of an application and payment, wired instructions
and payment, or payment identified as being for the account of a
shareholder, the Transfer Agent will deposit the payment, prepare
and present the necessary report to the Custodian and record the
purchase of shares in a timely fashion in accordance with the terms
of the prospectus.  All shares shall be held in book entry form and
no certificate shall be issued unless the Fund is permitted to do
so by the prospectus and the purchaser so requests.

(2) On receipt of notice that payment was dishonored, the Transfer
Agent shall stop redemptions of all shares owned by the purchaser
related to that payment, place a stop payment on any checks that
have been issued to redeem shares of the purchaser and take such
other action as it deems appropriate.

(b) Redemption of Fund Shares. On receipt of instructions to redeem
shares in accordance with the terms of the Fund's prospectus, the
Transfer Agent will record the redemption of shares of the Fund,
prepare and present the necessary report to the Custodian and pay
the proceeds of the redemption to the shareholder, an authorized
agent or legal representative upon the receipt of the monies from
the Custodian.

(c) Transfer or Other Change Pertaining to Fund Shares. On receipt
of instructions or forms acceptable to the Transfer Agent to
transfer the shares to the name of a new owner, change the name or
address of the present owner or take other legal action, the
Transfer Agent will take such action as is requested.

(d) Exchange of Fund Shares. On receipt of instructions to exchange
the shares of the Fund for the shares of another fund in the IDS
MUTUAL FUND GROUP or other American Express Financial Corporation
product in accordance with the terms of the prospectus, the
Transfer Agent will process the exchange in the same manner as a
redemption and sale of shares.

(e) Right to Seek Assurance. The Transfer Agent may refuse to
transfer, exchange or redeem shares of the Fund or take any action
requested by a shareholder until it is satisfied that the requested
transaction or action is legally authorized or until it is
satisfied there is no basis for any claims adverse to the
transaction or action.  It may rely on the provisions of the
Uniform Act for the Simplification of Fiduciary Security Transfers
or the Uniform Commercial Code.  The Fund shall indemnify the
Transfer Agent for any act done or omitted to be done in reliance
on such laws or for refusing to transfer, exchange or redeem shares
or taking any requested action if it acts on a good faith belief
that the transaction or action is illegal or unauthorized.


<PAGE>


(f) Shareholder Records, Reports and Services.

(1) The Transfer Agent shall maintain all shareholder accounts,
which shall contain all required tax, legally imposed and
regulatory information; shall provide shareholders, and file with
federal and state agencies, all required tax and other reports
pertaining to shareholder accounts; shall prepare shareholder
mailing lists; shall cause to be printed and mailed all required
prospectuses, annual reports, semiannual reports, statements of
additional information (upon request), proxies and other mailings
to shareholders; and shall cause proxies to be tabulated.

(2) The Transfer Agent shall respond to all valid inquiries related
to its duties under this Agreement.

(3) The Transfer Agent shall create and maintain all records in
accordance with all applicable laws, rules and regulations,
including, but not limited to, the records required by Section
31(a) of the Investment Company Act of 1940.

(g) Dividends and Distributions. The Transfer Agent shall prepare
and present the necessary report to the Custodian and shall cause
to be prepared and transmitted the payment of income dividends and
capital gains distributions or cause to be recorded the investment
of such dividends and distributions in additional shares of the
Fund or as directed by instructions or forms acceptable to the
Transfer Agent.

(h) Confirmations and Statements. The Transfer Agent shall confirm
each transaction either at the time of the transaction or through
periodic reports as may be legally permitted.

(i) Lost or Stolen Checks. The Transfer Agent will replace lost or
stolen checks issued to shareholders upon receipt of proper
notification and will maintain any stop payment orders against the
lost or stolen checks as it is economically desirable to do.

(j) Reports to Fund. The Transfer Agent will provide reports
pertaining to the services provided under this Agreement as the
Fund may request to ascertain the quality and level of services
being provided or as required by law.

(k) Other Duties. The Transfer Agent may perform other duties for
additional compensation if agreed to in writing by the parties to
this Agreement.

6. Ownership and Confidentiality of Records. The Transfer Agent
agrees that all records prepared or maintained by it relating to
the services to be performed by it under the terms of this
Agreement are the property of the Fund and may be inspected by the
Fund or any person retained by the Fund at reasonable times.  The
Fund and Transfer Agent agree to protect the confidentiality of
those records.

7. Action by Board and Opinion of Fund's Counsel. The Transfer
Agent may rely on resolutions of the Board of Directors or the
Executive Committee of the Board of Directors and on opinion of
counsel for the Fund.


<PAGE>


8. Duty of Care. It is understood and agreed that, in furnishing
the Fund with the services as herein provided, neither the Transfer
Agent, nor any officer, director or agent thereof shall be held
liable for any loss arising out of or in connection with their
actions under this Agreement so long as they act in good faith and
with due diligence, and are not negligent or guilty of any willful
misconduct.  It is further understood and agreed that the Transfer
Agent may rely upon information furnished to it reasonably believed
to be accurate and reliable.  In the event the Transfer Agent is
unable to perform its obligations under the terms of this Agreement
because of an act of God, strike or equipment or transmission
failure reasonably beyond its control, the Transfer Agent shall not
be liable for any damages resulting from such failure.

9. Term and Termination. This Agreement shall become effective on
the date first set forth above (the "Effective Date") and shall
continue in effect from year to year thereafter as the parties may
mutually agree; provided that either party may terminate this
Agreement by giving the other party notice in writing specifying
the date of such termination, which shall be not less than 60 days
after the date of receipt of such notice.  In the event such notice
is given by the Fund, it shall be accompanied by a vote of the
Board of Directors, certified by the Secretary, electing to
terminate this Agreement and designating a successor transfer agent
or transfer agents.  Upon such termination and at the expense of
the Fund, the Transfer Agent will deliver to such successor a
certified list of shareholders of the Fund (with name, address and
taxpayer identification or Social Security number), a historical
record of the account of each shareholder and the status thereof,
and all other relevant books, records, correspondence, and other
data established or maintained by the Transfer Agent under this
Agreement in the form reasonably acceptable to the Fund, and will
cooperate in the transfer of such duties and responsibilities,
including provisions for assistance from the Transfer Agent's
personnel in the establishment of books, records and other data by
such successor or successors.

10. Amendment. This Agreement may not be amended or modified in any
manner except by a written agreement executed by both parties.

11. Subcontracting. The Fund agrees that the Transfer Agent may
subcontract for certain of the services described under this
Agreement with the understanding that there shall be no diminution
in the quality or level of the services and that the Transfer Agent
remains fully responsible for the services.  Except for
out-of-pocket expenses identified in Schedule B, the Transfer Agent
shall bear the cost of subcontracting such services, unless
otherwise agreed by the parties.

12. Miscellaneous.

(a) This Agreement shall extend to and shall be binding upon the
parties hereto, and their respective successors and assigns;
provided, however, that this Agreement shall not be assignable
without the written consent of the other party.


<PAGE>


(b) This Agreement shall be governed by the laws of the State of
Minnesota.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement
to be executed by their respective officers as of the day and year
written above.

IDS TAX-EXEMPT BOND FUND, INC.


By:
    ----------------------------------
    Leslie L. Ogg
    Vice President


AMERICAN EXPRESS FINANCIAL CORPORATION


By:
    ----------------------------------
    Vice President


<PAGE>


SCHEDULE A


             IDS TAX-EXEMPT BOND FUND, INC.

                   TRANSFER AGENT FEE


     Effective the 20th day of March, 1995, the Annual Per Account
Fee accrued daily and payable monthly is revised as follows:

                    CLASS        FEE
                    -----        ---

                    A         $ 15.50

                    B           16.50

                    Y           15.50



<PAGE>


Schedule B
OUT-OF-POCKET EXPENSES

The Fund shall reimburse the Transfer Agent monthly for the
following out-of-pocket expenses:

- - typesetting, printing, paper, envelopes, postage and return
postage for proxy soliciting material, and proxy tabulation costs

- - printing, paper, envelopes and postage for dividend notices,
dividend checks, records of account, purchase confirmations,
exchange confirmations and exchange prospectuses, redemption
confirmations, redemption checks, confirmations on changes of
address and any other communication required to be sent to
shareholders

- - typesetting, printing, paper, envelopes and postage for
prospectuses, annual and semiannual reports, statements of
additional information, supplements for prospectuses and statements
of additional information and other required mailings to
shareholders

- - stop orders

- - outgoing wire charges

- - other expenses incurred at the request or with the consent of the
Fund

<PAGE>


               SHAREHOLDER SERVICE AGREEMENT

This agreement is between IDS Tax-Exempt Bond Fund, Inc. (the
"Fund") and American Express Financial Advisors Inc., the principal
underwriter of the Fund, for services to be provided to
shareholders by personal financial advisors and other servicing
agents.  It is effective on the first day the Fund offers multiple
classes of shares.

American Express Financial Advisors represents that shareholders
consider their financial advisor or servicing agent a significant
factor in their satisfaction with their investment and, to help
retain financial advisors or servicing agents, it is necessary for
the Fund to pay annual servicing fees to financial advisors and
other servicing agents.

American Express Financial Advisors represents that fees paid to
financial advisors will be used by financial advisors to help
shareholders thoughtfully consider their investment goals and
objectively monitor how well the goals are being achieved.  As
principal underwriter, American Express Financial Advisors will use
its best efforts to assure that other distributors provide
comparable services to shareholders for the servicing fees
received.

American Express Financial Advisors agrees to monitor the services
provided by financial advisors and servicing agents, to measure the
level and quality of services provided, to provide training and
support to financial advisors and servicing agents and to devise
methods for rewarding financial advisors and servicing agents who
achieve an exemplary level and quality of services.

The Fund agrees to pay American Express financial advisors and
other servicing agents 0.15 percent of the net asset value for each
shareholder account assigned to a financial advisor or servicing
agent that holds either Class A or Class B shares.  In addition,
the Fund agrees to pay American Express Financial Advisors' costs
to monitor, measure, train and support services provided by
financial advisors or servicing agents up to 0.025 percent of the
net asset value for each shareholder account assigned to a
financial advisor or servicing agent that holds either Class A or
Class B shares.  The Fund agrees to pay American Express Financial
Advisors in cash within five (5) business days after the last day
of each month.

American Express Financial Advisors agrees to provide the Fund,
prior to the beginning of the calendar year, a budget covering its
expected costs to monitor, measure, train and support services and
a quarterly report of its actual expenditures.  American Express
Financial Advisors agrees to meet with representatives of the Fund
at their request to provide information as may be reasonably
necessary to evaluate its performance under the terms of this
agreement.

American Express Financial Advisors agrees that if, at the end of
any month, the expenses of the Fund, including fees under this
agreement and any other agreement between the Fund and American
Express Financial Advisors or American Express Financial
Corporation, but excluding taxes, brokerage commissions and charges
in connection with the purchase and sale of assets exceed the most


<PAGE>



restrictive applicable state expense limitation for the Fund's
current fiscal year, the Fund shall not pay fees and expenses under
this agreement to the extent necessary to keep the Fund's expenses
from exceeding the limitation, it being understood that American
Express Financial Advisors will assume all unpaid expenses and bill
the Fund for them in subsequent months but in no event can the
accumulation of unpaid expenses or billing be carried past the end
of the Fund's fiscal year.

This agreement shall continue in effect for a period of more than
one year so long as it is reapproved at least annually at a meeting
called for the purpose of voting on the agreement by a vote, in
person, of the members of the Board who are not interested persons
of the Fund and have no financial interest in the operation of the
agreement, and of all the members of the Board.

This agreement may be terminated at any time without payment of any
penalty by a vote of a majority of the members of the Board who are
not interested persons of the Fund and have no financial interest
in the operation of the agreement or by American Express Financial
Advisors.  The agreement will terminate automatically in the event
of its assignment as that term is defined in the Investment Company
Act of 1940.  This agreement may be amended at any time provided
the amendment is approved in the same manner the agreement was
initially approved and the amendment is agreed to by American
Express Financial Advisors.

Approved this 20th day of March, 1995.


IDS TAX-EXEMPT BOND FUND, INC.


__________________________________
Leslie L. Ogg
Vice President



AMERICAN EXPRESS FINANCIAL ADVISORS INC.


__________________________________
Vice President

<PAGE>


ADMINISTRATIVE SERVICES AGREEMENT

AGREEMENT made the 20th day of March, 1995, by and between IDS Tax-
Exempt Bond Fund, Inc. (the "Fund"), a Minnesota corporation, and
American Express Financial Corporation, a Delaware corporation.

PART ONE:  SERVICES

(1) The Fund hereby retains American Express Financial Corporation,
and American Express Financial Corporation hereby agrees, for the
period of this Agreement and under the terms and conditions
hereinafter set forth, to furnish the Fund continuously with all
administrative, accounting, clerical, statistical, correspondence,
corporate and all other services of whatever nature required in
connection with the administration of the Fund as provided under
this Agreement; and to pay such expenses as may be provided for in
Part Three hereof; subject always to the direction and control of
the Board of Directors, the Executive Committee and the authorized
officers of the Fund.  American Express Financial Corporation
agrees to maintain an adequate organization of competent persons to
provide the services and to perform the functions herein mentioned.
American Express Financial Corporation agrees to meet with any
persons at such times as the Board of Directors deems appropriate
for the purpose of reviewing American Express Financial
Corporation's performance under this Agreement.

(2) The Fund agrees that it will furnish to American Express
Financial Corporation any information that the latter may
reasonably request with respect to the services performed or to be
performed by American Express Financial Corporation under this
Agreement.

(3) It is understood and agreed that in furnishing the Fund with
the services as herein provided, neither American Express Financial
Corporation, nor any officer, director or agent thereof shall be
held liable to the Fund or its creditors or shareholders for errors
of judgment or for anything except willful misfeasance, bad faith,
or gross negligence in the performance of its duties, or reckless
disregard of its obligations and duties under the terms of this
Agreement.  It is further understood and agreed that American
Express Financial Corporation may rely upon information furnished
to it reasonably believed to be accurate and reliable.

PART TWO:  COMPENSATION FOR SERVICES

(1) The Fund agrees to pay to American Express Financial
Corporation, and American Express Financial Corporation covenants
and agrees to accept from the Fund in full payment for the services
furnished, based on the net assets of the Fund as set forth in the
following table:


<PAGE>


               Assets         Annual Rate At
              (Billions)      Each Asset Level
              ----------      ----------------

              First $1        0.040%
              Next   1        0.035
              Next   1        0.030
              Next   3        0.025
              Over   6        0.020

The administrative fee for each calendar day of each year shall be
equal to 1/365th (1/366th in each leap year) of the total amount
computed.  The computation shall be made for each such day on the
basis of net assets as of the close of business of the full
business day two (2) business days prior to the day for which the
computation is being made.  In the case of the suspension of the
computation of net asset value, the administrative fee for each day
during such suspension shall be computed as of the close of
business on the last full business day on which the net assets were
computed.  As used herein, "net assets" as of the close of a full
business day shall include all transactions in shares of the Fund
recorded on the books of the Fund for that day.

(2) The administrative fee shall be paid on a monthly basis and, in
the event of the termination of this Agreement, the administrative
fee accrued shall be prorated on the basis of the number of days
that this Agreement is in effect during the month with respect to
which such payment is made.

(3) The administrative fee provided for hereunder shall be paid in
cash by the Fund to American Express Financial Corporation within
five (5) business days after the last day of each month.

PART THREE:  ALLOCATION OF EXPENSES

(1) The Fund agrees to pay:

(a) Administrative fees payable to American Express Financial
Corporation for its services under the terms of this Agreement.

(b) Taxes.

(c) Fees and charges of its independent certified public
accountants for services the Fund requests.

(d) Fees and expenses of attorneys (i) it employs in matters not
involving the assertion of a claim by a third party against the
Fund, its directors and officers, (ii) it employs in conjunction
with a claim asserted by the Board of Directors against American
Express Financial Corporation, except that American Express
Financial Corporation shall reimburse the Fund for such fees and
expenses if it is ultimately determined by a court of competent
jurisdiction, or American Express Financial Corporation agrees,
that it is liable in whole or in part to the Fund, and (iii) it
employs to assert a claim against a third party.


<PAGE>


(e) Fees paid for the qualification and registration for public
sale of the securities of the Fund under the laws of the United
States and of the several states in which such securities shall be
offered for sale.

(f) Office expenses which shall include a charge for occupancy,
insurance on the premises, furniture and equipment, telephone,
telegraph, electronic information services, books, periodicals,
published services, and office supplies used by the Fund, equal to
the cost of such incurred by American Express Financial
Corporation.

(g) Fees of consultants employed by the Fund.

(h) Directors, officers and employees expenses which shall include
fees, salaries, memberships, dues, travel, seminars, pension,
profit sharing, and all other benefits paid to or provided for
directors, officers and employees, directors and officers liability
insurance, errors and omissions liability insurance, worker's
compensation insurance and other expenses applicable to the
directors, officers and employees, except the Fund will not pay any
fees or expenses of any person who is an officer or employee of
American Express Financial Corporation or its affiliates.

(i) Filing fees and charges incurred by the Fund in connection with
filing any amendment to its articles of incorporation, or incurred
in filing any other document with the State of Minnesota or its
political subdivisions.

(j) Organizational expenses of the Fund.

(k) One-half of the Investment Company Institute membership dues
charged jointly to the IDS MUTUAL FUND GROUP and American Express
Financial Corporation.

(l) Expenses properly payable by the Fund, approved by the Board of
Directors.

(2) American Express Financial Corporation agrees to pay all
expenses associated with the services it provides under the terms
of this Agreement.  Further, American Express Financial Corporation
agrees that if, at the end of any month, the expenses of the Fund
under this Agreement and any other agreement between the Fund and
American Express Financial Corporation, but excluding those
expenses set forth in (1)(b) of this Part Three, exceed the most
restrictive applicable state expenses limitation, the Fund shall
not pay those expenses set forth in (1)(a) and (c) through (m) of
this Part Three to the extent necessary to keep the Fund's expenses
from exceeding the limitation, it being understood that American
Express Financial Corporation will assume all unpaid expenses and
bill the Fund for them in subsequent months but in no event can the
accumulation of unpaid expenses or billing be carried past the end
of the Fund's fiscal year.


<PAGE>


PART FOUR:  MISCELLANEOUS

(1) American Express Financial Corporation shall be deemed to be an
independent contractor and, except as expressly provided or
authorized in this Agreement, shall have no authority to act for or
represent the Fund.

(2) A "full business day" shall be as defined in the By-laws.

(3) The Fund recognizes that American Express Financial Corporation
now renders and may continue to render investment advice and other
services to other investment companies and persons which may or may
not have investment policies and investments similar to those of
the Fund and that American Express Financial Corporation manages
its own investments and/or those of its subsidiaries.  American
Express Financial Corporation shall be free to render such
investment advice and other services and the Fund hereby consents
thereto.

(4) Neither this Agreement nor any transaction had pursuant hereto
shall be invalidated or in anyway affected by the fact that
directors, officers, agents and/or shareholders of the Fund are or
may be interested in American Express Financial Corporation or any
successor or assignee thereof, as directors, officers, stockholders
or otherwise; that directors, officers, stockholders or agents of
American Express Financial Corporation are or may be interested in
the Fund as directors, officers, shareholders, or otherwise; or
that American Express Financial Corporation or any successor or
assignee, is or may be interested in the Fund as shareholder or
otherwise, provided, however, that neither American Express
Financial Corporation, nor any officer, director or employee
thereof or of the Fund, shall sell to or buy from the Fund any
property or security other than shares issued by the Fund, except
in accordance with applicable regulations or orders of the United
States Securities and Exchange Commission.

(5) Any notice under this Agreement shall be given in writing,
addressed, and delivered, or mailed postpaid, to the party to this
Agreement entitled to receive such, at such party's principal place
of business in Minneapolis, Minnesota, or to such other address as
either party may designate in writing mailed to the other.

(6) American Express Financial Corporation agrees that no officer,
director or employee of American Express Financial Corporation will
deal for or on behalf of the Fund with himself as principal or
agent, or with any corporation or partnership in which he may have
a financial interest, except that this shall not prohibit officers,
directors or employees of American Express Financial Corporation
from having a financial interest in the Fund or in American Express
Financial Corporation.

(7) The Fund agrees that American Express Financial Corporation may
subcontract for certain of the services described under this
Agreement with the understanding that there shall be no diminution
in the quality or level of the services and that American Express
Financial Corporation remains fully responsible for the services.


<PAGE>


(8) This Agreement shall extend to and shall be binding upon the
parties hereto, and their respective successors and assigns;
provided, however, that this Agreement shall not be assignable
without the written consent of the other party.  This Agreement
shall be governed by the laws of the State of Minnesota.

PART FIVE:  RENEWAL AND TERMINATION

(1) This Agreement shall become effective on the date first set
forth above (the "Effective Date") and shall continue in effect
from year to year thereafter as the parties may mutually agree;
provided that either party may terminate this Agreement by giving
the other party notice in writing specifying the date of such
termination, which shall be not less than 60 days after the date of
receipt of such notice.

(2) This Agreement may not be amended or modified in any manner
except by a written agreement executed by both parties.

IN WITNESS THEREOF, the parties hereto have executed the foregoing
Agreement as of the day and year first above written.


IDS TAX-EXEMPT BOND FUND, INC.


By:

    ----------------------------------
    Leslie L. Ogg
    Vice President


AMERICAN EXPRESS FINANCIAL CORPORATION


By:
    ----------------------------------
    Vice President

<PAGE>




INDEPENDENT AUDITORS' CONSENT
______________________________________________________________________________

The Board of Directors and Shareholders
IDS Tax-Exempt Bond Fund, Inc.:



We consent to the use of our report incorporated herein by reference and to the
references to our Firm under the headings "Financial Highlights" in Part A and
"INDEPENDENT AUDITORS" in Part B of the Registration Statement.



                                           /s/ KPMG Peat Marwick LLP
                                           KPMG Peat Marwick LLP



Minneapolis, Minnesota
February  27,  1995


<PAGE>


               PLAN AND AGREEMENT OF DISTRIBUTION

This plan and agreement is between IDS Tax-Exempt Bond Fund, Inc.
(the "Fund") and American Express Financial Advisors Inc., the
principal underwriter of the Fund, for distribution services to the
Fund.  It is effective on the first day the Fund offers multiple
classes of shares.

The plan and agreement has been approved by members of the Board of
Directors (the "Board") of the Fund who are not interested persons
of the Fund and have no direct or indirect financial interest in
the operation of the plan or any related agreement, and all of the
members of the Board, in person, at a meeting called for the
purpose of voting on the plan and agreement.

The plan and agreement provides that:

1.   The Fund will reimburse American Express Financial Advisors
for all sales and promotional expenses attributable to the sale of
Class B shares, including sales commissions, business and employee
expenses charged to distribution of Class B shares, and corporate
overhead appropriately allocated to the sale of Class B shares.

2.   The amount of the reimbursement shall be equal on an annual
basis to 0.75% of the average daily net assets of the Fund
attributable to Class B shares.  The amount so determined shall be
paid to American Express Financial Advisors in cash within five (5)
business days after the last day of each month.  American Express
Financial Advisors agrees that if, at the end of any month, the
expenses of the Fund, including fees under this agreement and any
other agreement between the Fund and American Express Financial
Advisors or American Express Financial Corporation, but excluding
taxes, brokerage commissions and charges in connection with the
purchase and sale of assets exceed the most restrictive applicable
state expense limitation for the Fund's current fiscal year, the
Fund shall not pay fees and expenses under this agreement to the
extent necessary to keep the Fund's expenses from exceeding the
limitation, it being understood that American Express Financial
Advisors will assume all unpaid expenses and bill the Fund for them
in subsequent months, but in no event can the accumulation of
unpaid expenses or billing be carried past the end of the Fund's
fiscal year.

3.   For each purchase of Class B shares, after eight years the
Class B shares will be converted to Class A shares and those assets
will no longer be included in determining the reimbursement amount.

4.   The Fund understands that if a shareholder redeems Class B
shares before they are converted to Class A shares, American
Express Financial Advisors will impose a sales charge directly on
the redemption proceeds to cover those expenses it has previously
incurred on the sale of those shares.

5.   American Express Financial Advisors agrees to provide at
least quarterly an analysis of distribution expenses and to meet
with representatives of the Fund as reasonably requested to provide
additional information.


<PAGE>


6.  The plan and agreement shall continue in effect for a period
of more than one year provided it is reapproved at least annually
in the same manner in which it was initially approved.

7.   The plan and agreement may not be amended to increase
materially the amount that may be paid by the Fund without the
approval of a least a majority of the outstanding shares of Class
B.  Any other amendment must be approved in the manner in which the
plan and agreement was initially approved.

8.   This agreement may be terminated at any time without payment
of any penalty by a vote of a majority of the members of the Board
who are not interested persons of the Fund and have no financial
interest in the operation of the plan and agreement, or by vote of
a majority of the outstanding Class B shares, or by American
Express Financial Advisors.  The plan and agreement will terminate
automatically in the event of its assignment as that term is
defined in the Investment Company Act of 1940.

Approved this 20th day of March, 1995.


IDS TAX-EXEMPT BOND FUND, INC.



__________________________________
Leslie L. Ogg
Vice President


AMERICAN EXPRESS FINANCIAL ADVISORS INC.



__________________________________
Vice President

<PAGE>
[ARTICLE] 6
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   YEAR
[FISCAL-YEAR-END]                          NOV-30-1994
[PERIOD-END]                               NOV-30-1994
[INVESTMENTS-AT-COST]                       1082850359
[INVESTMENTS-AT-VALUE]                      1046578827
[RECEIVABLES]                                 35516196
[ASSETS-OTHER]                                       0
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              1082095023
[PAYABLE-FOR-SECURITIES]                      26431099
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      1237478
[TOTAL-LIABILITIES]                           27668577
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    1130400687
[SHARES-COMMON-STOCK]                        297618426
[SHARES-COMMON-PRIOR]                        308353929
[ACCUMULATED-NII-CURRENT]                            0
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                     (39702709)
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                    (36271532)
[NET-ASSETS]                                1054426446
[DIVIDEND-INCOME]                                    0
[INTEREST-INCOME]                             77391841
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                 7395115
[NET-INVESTMENT-INCOME]                       69996726
[REALIZED-GAINS-CURRENT]                    (29604611)
[APPREC-INCREASE-CURRENT]                  (141085176)
[NET-CHANGE-FROM-OPS]                      (100693061)
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                   (69995559)
[DISTRIBUTIONS-OF-GAINS]                    (28014289)
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                       33342008
[NUMBER-OF-SHARES-REDEEMED]                 (61882421)
[SHARES-REINVESTED]                           17804910
[NET-CHANGE-IN-ASSETS]                     (236951502)
[ACCUMULATED-NII-PRIOR]                       71694282
[ACCUMULATED-GAINS-PRIOR]                     27788192
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          6316486
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                7395115
[AVERAGE-NET-ASSETS]                        1203418103
[PER-SHARE-NAV-BEGIN]                             4.19
[PER-SHARE-NII]                                    .23
[PER-SHARE-GAIN-APPREC]                          (.56)
[PER-SHARE-DIVIDEND]                             (.23)
[PER-SHARE-DISTRIBUTIONS]                        (.32)
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                               3.54
[EXPENSE-RATIO]                                    .61
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>


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