PLAN AND AGREEMENT OF DISTRIBUTION
This Plan and Agreement of Distribution ("Plan") is between AXP Variable
Portfolio - Money Market Series, Inc. on behalf of its series of capital stock,
AXP Variable Portfolio - Cash Management Fund, a registered management
investment company, ("the Portfolio") and IDS Life Insurance Company ("IDS
Life"). It is effective September 20, 1999.
This Plan provides that:
1. IDS Life will purchase the Portfolio's shares on behalf of its separate
accounts and the separate accounts of its affiliated life insurance
companies established for the purpose of funding variable life
insurance, annuity contracts or both (collectively referred to as
"Variable Contracts"). Additionally, IDS Life may offer the Portfolio's
shares to one or more unaffiliated life insurance companies
("Unaffiliated Life Companies") for purchase on behalf on certain of
their separate accounts established for the purpose of funding Variable
Contracts.
2. The Portfolio will reimburse IDS Life up to 0.125% of its daily net
assets for various costs paid and accrued in connection with the
distribution of the Portfolio's shares and for services provided to
existing and prospective Variable Contract owners. Payments made under
the Plan are based on budgeted expenses and shall be made within five
(5) business days after each month. At the end of each calendar year,
IDS Life shall furnish a declaration setting out the actual expenses it
has paid and accrued. Any money that has been paid in excess of the
amount of these expenses shall be returned to the Portfolio.
3. IDS Life represents that the money paid by the Portfolio will benefit
the variable Contract owners and not the separate accounts that legally
own the shares and be for the following:
(a) printing and mailing prospectuses, Statements of Additional
Information, supplements, and reports to existing and
prospective Variable Contract owners;
(b) preparation and distribution of advertisement, sales
literature, brokers' materials and promotional materials
relating to the Portfolio;
(c) presentation of seminars and sales meetings describing or
relating to the Portfolio;
(d) training sales personnel regarding the Portfolio;
(e) compensation of sales personnel for sale of the Portfolio's
shares;
(f) compensation of sales personnel for assisting Variable
Contract owners with respect to the Portfolio shares;
(g) overhead of IDS Life and its affiliates appropriately
allocated to the promotion of sale of the Portfolio's shares;
and
(h) any activity primarily intended to result in the sale of the
Portfolio's shares, including payments to Unaffiliated Life
Companies.
4. IDS Life shall provide all information relevant and necessary for the
Board to make informed determinations about whether the Plan should be
continued and shall:
(a) submit quarterly a report that sets out the expenses paid or
accrued by it, the names of the Unaffiliated Life Companies to
whom the Portfolio's shares are sold, and the payments made to
each Unaffiliated Life Company that has been reimbursed;
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(b) monitor the level and quality of services provided by it and
all affiliated companies and will use its best efforts to
assure that in each case legitimate services are rendered in
return for the reimbursement pursuant to the Plan ;and
(c) meet with the Portfolio's representatives, as reasonably
requested, to provide additional information.
5. IDS Life represents that it and all affiliated insurance company
sponsors will provide full disclosure of the Portfolio's 12b-1 Plan in
the prospectus for any separate account investing in the Portfolio and
will clearly communicate the combined effect of all fees and costs,
including the reimbursement under the 12b-1 Plan, imposed by the
separate account and the Portfolio in accordance with applicable laws.
6. All payments by IDS Life to Unaffiliated Life Companies shall be made
pursuant to a written agreement (Related Agreement). All such written
agreements will be in a form approved by a majority of the Portfolio's
independent members of the board and the board as a whole before it
shall be used. The Related Agreement shall:
(a) require full disclosure of the combined effect of all fees and
charges in accordance with applicable laws;
(b) provide for the termination at any time without penalty as
required by Rule 12b-1; and
(c) continue so long as its continuance is done in accordance with
the requirements of Rule 12b-1.
7. The Portfolio represents that the Plan has been approved as required by
Rule 12b-1 and may continue for more than one year so long as it is
continued as required by Rule 12b-1 and shall terminate automatically
in the event of an assignment.
8. The Plan may not be amended to materially increase the amount of the
payments without the approval of the outstanding voting securities.
AXP VARIABLE PORTFOLIO - MONEY MARKET SERIES, INC.
AXP Variable Portfolio - Cash Management Fund
/s/ Leslie L. Ogg
Leslie L. Ogg
Vice President
IDS LIFE INSURANCE COMPANY
/s/ Pamela J. Moret
Pamela J. Moret
Executive Vice President, Variable Assets
