IDS LIFE INVESTMENT SERIES INC
485APOS, 1999-08-27
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                       SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549-1004

                                    Form N-1A


            REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

             Post-Effective Amendment No. 39 (File No. 2-73115)              [X]
                                       ---

                                     and/or

        REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

                    Amendment No. 41 (File No. 811-3218)                     [X]
                                       ---

AXP Variable Portfolio - Investment Series, Inc.
(Formerly known as IDS LIFE INVESTMENT SERIES, INC.)
IDS Tower 10
Minneapolis, Minnesota 55440-0010

Leslie L. Ogg - 901 S. 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)
[ ] on (date) pursuant to paragraph (b)
[ ] 60 days after filing  pursuant to paragraph (a)(1)
[X] on Oct. 29, 1999 pursuant to paragraph (a)(1)
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of rule 485

If appropriate, check the following box:
[ ] This  post-effective  amendment  designates a new  effective  date for a
previously filed post-effective amendment.
<PAGE>

American Express(R)Variable Portfolio Funds

AXPSM Variable  Portfolio - Blue Chip Advantage Fund
AXPSM Variable  Portfolio - Bond Fund
AXPSM  Variable  Portfolio  - Capital  Resource  Fund
AXPSM  Variable Portfolio - Cash Management Fund
AXPSM Variable  Portfolio - Diversified  Equity Income  Fund
AXPSM  Variable  Portfolio  - Extra  Income  Fund
AXPSM  Variable Portfolio  - Federal  Income  Fund
AXPSM  Variable  Portfolio - Global Bond Fund
AXPSM Variable  Portfolio - Growth Fund
AXPSM Variable Portfolio - International Fund
AXPSM  Variable  Portfolio - Managed  Fund
AXPSM  Variable  Portfolio - New Dimensions  Fund
AXPSM  Variable  Portfolio - Small Cap  Advantage  Fund
AXPSM Variable Portfolio - Strategy Aggressive Fund



Prospectus
Oct. 29, 1999

Please note that each Fund:
o        is not a bank deposit
o        is not federally insured
o        is not endorsed by any bank or government agency
o        is not guaranteed to achieve its goal

Like all mutual funds,  the Securities and Exchange  Commission has not approved
or disapproved  these securities or passed upon the adequacy or accuracy of this
prospectus. Any representation to the contrary is a criminal offense.

<PAGE>

Table of  Contents

TAKE A CLOSER LOOK AT:

THE FUNDS

AXP VARIABLE PORTFOLIO - BLUE CHIP ADVANTAGE FUND
Goal
Investment Strategy
Risks
Past Performance
Management


AXP VARIABLE PORTFOLIO - BOND FUND
Goal
Investment Strategy
Risks
Past Performance
Management

AXP VARIABLE  PORTFOLIO - CAPITAL  RESOURCE FUND
Goal
Investment  Strategy
Risks
Past Performance
Management

AXP VARIABLE  PORTFOLIO - CASH MANAGEMENT  FUND
Goal
Investment  Strategy
Risks
Past Performance
Management

AXP VARIABLE PORTFOLIO - DIVERSIFIED EQUITY INCOME FUND
Goal
Investment Strategy
Risks
Past Performance
Management

AXP VARIABLE  PORTFOLIO - EXTRA INCOME FUND
Goal
Investment  Strategy
Risks
Past Performance
Management

<PAGE>

AXP VARIABLE PORTFOLIO - FEDERAL INCOME FUND
Goal
Investment Strategy
Risks
Past Performance
Management


AXP VARIABLE  PORTFOLIO - GLOBAL BOND FUND
Goal
Investment  Strategy
Risks
Past Performance
Management


AXP VARIABLE PORTFOLIO - GROWTH FUND
Goal
Investment Strategy
Risks
Past Performance
Management


AXP VARIABLE PORTFOLIO- INTERNATIONAL FUND
Goal
Investment Strategy
Risks
Past Performance
Management

AXP VARIABLE PORTFOLIO- MANAGED FUND
Goal
Investment Strategy
Risks
Past Performance
Management

AXP VARIABLE PORTFOLIO- NEW DIMENSIONS FUND
Goal
Investment Strategy
Risks
Past Performance
Management

AXP VARIABLE  PORTFOLIO- SMALL CAP ADVANTAGE FUND
Goal
Investment Strategy
Risks
Past Performance
Management

<PAGE>

AXP VARIABLE PORTFOLIO- STRATEGY AGGRESSIVE FUND
Goal
Investment Strategy
Risks
Past Performance
Management

FEES AND EXPENSES
Shareholder Fees
Annual Fund Operating Expenses

BUYING AND SELLING SHARES
Valuing Fund Shares
Purchasing Shares
Transferring/Selling Shares

DISTRIBUTIONS AND TAXES

ABOUT THE COMPANY

FINANCIAL HIGHLIGHTS

<PAGE>

The Funds


References to "Fund" throughout this prospectus refer to AXP Variable  Portfolio
- - Blue Chip  Advantage  Fund,  AXP Variable  Portfolio  Bond Fund,  AXP Variable
Portfolio - Capital  Resource  Fund,  AXP Variable  Portfolio - Cash  Management
Fund,  AXP Variable  Portfolio  Diversified  Equity  Income  Fund,  AXP Variable
Portfolio - Extra Income Fund, AXP Variable Portfolio - Federal Income Fund, AXP
Variable Portfolio - Global Bond Fund, AXP Variable Portfolio - Growth Fund, AXP
Variable Portfolio - International  Fund, AXP Variable Portfolio - Managed Fund,
AXP Variable Portfolio - New Dimensions Fund, AXP Variable Portfolio - Small Cap
Advantage Fund and AXP Variable Portfolio - Strategy Aggressive Fund, singularly
or collectively as the context requires.


Please  remember  that you may not buy (nor  will  you own)  shares  of the Fund
directly.  You invest by buying a variable  annuity or life insurance policy and
allocating  your  purchase  payments to the variable  subaccount or account (the
subaccount) that invests in the Fund.

The Fund was patterned after an existing retail fund managed by American Express
Financial  Corporation  (AEFC),  the  Fund's  investment  advisor.  The Fund has
substantially the same investment  policies,  goals and objectives as the retail
fund. In addition,  the Fund will be managed by the same  portfolio  manager and
will  have   substantially   similar  investment   strategies,   techniques  and
characteristics  as the retail  fund.  However,  the Fund is not the same as the
retail fund. The Fund will have its own portfolio  holdings and its own fees and
operating  expenses.  Therefore,  the  performance of the Fund may be greater or
less than the performance of the retail fund.

AXP Variable Portfolio - Blue Chip Advantage Fund

GOAL
The Fund seeks to provide  shareholders  with a long-term total return exceeding
that of the U.S. stock market.  Because any investment involves risk,  achieving
this goal cannot be guaranteed.

INVESTMENT STRATEGY
Currently, the S&P 500 Index is the unmanaged market index used to measure total
return of the U.S. stock market (the Fund may change this market index from time
to time). Accordingly, the Fund's assets primarily are invested in common stocks
of companies that are included in the S&P 500 Index. To the extent  practicable,
the Fund's  total  assets are fully  invested  in stocks with 65% of those being
blue chip  stocks.  Blue chip  stocks  are  issued  by  companies  with a market
capitalization of at least $1 billion, an established  management,  a history of
consistent  earnings and a leading position within their respective  industries.
Although the Fund invests in common stocks that  comprise the S&P 500 Index,  it
is not an index fund,  it will not own all of the companies in the market index,
and its results will likely differ from the market index.

The  selection  of  common  stocks  is the  primary  decision  in  building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
equity investments by:

o        Identifying companies that are included in the S&P 500 Index with:
         - effective management,
         - financial strength,
         - strong, sustainable earnings growth, and
         - competitive market position.
o        Focusing on those companies that AEFC considers to be "blue chips."
o        Establishing  one or more  industry  classifications  for each  company
         (AEFC will  classify  each company into one of at least 25 industries -
         the  classifications may or may not be the same as the ones assigned by
         others).
o        Assigning ratings to each company based on that company's merits and on
         its industry grouping(s).
o        Buying a diversified portfolio of securities. AEFC will over-weight
         certain industry classifications based on AEFC's expectations for
         growth and for expected market trends.

<PAGE>

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the security is overvalued,
     - the security has reached AEFC's price objective,
     - the company has met AEFC's earnings and/or growth expectations,
     - political,  economic, or other events could affect the company's
       performance,
     - AEFC wishes to minimize potential losses (i.e., in a market  down-turn),
     - AEFC wishes to lock-in profits,
     - AEFC identifies a more attractive opportunity,  and
     - the company or the security  continues to meet the other  standards
       described above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments  such as  derivative  instruments  (generally  options  and  futures
contracts that are based on the S&P 500 Index) in order to remain fully invested
and money market securities.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For more  information  on strategies and holdings,  see the Fund's  Statement of
Additional Information (SAI) and the annual/semiannual reports.

RISKS
This Fund is designed for investors with  above-average  risk tolerance.  Please
remember  that with any mutual fund  investment  you may lose  money.  Principal
risks associated with an investment in the Fund include:

         Market Risk
         Style Risk


Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.


Style Risk
The  objective of the Fund is to provide  shareholders  with a long-term  return
exceeding  that of the U.S.  stock market.  Currently,  the S&P 500 Index is the
market index used to measure  total return of the U.S.  stock  market.  However,
unlike the unmanaged index,  the Fund's  performance is affected by factors such
as the size of the Fund's  portfolio,  transaction  costs,  management  fees and
expenses, brokerage commissions and fees, the extent and timing of cash flows in
and out of the Fund, stock selection, sector weightings, and other such factors.
As a result,  once these factors are accounted  for, the Fund may  under-perform
the market index.

<PAGE>

PAST PERFORMANCE
The  Fund is new as of the date of this  prospectus  and  therefore  performance
information is not available.

MANAGEMENT
Keith  Tufte and James  Johnson are  primarily  responsible  for the  day-to-day
operations of AXP Variable Portfolio-Blue Chip Advantage Fund.

Keith Tufte joined AEFC in 1990.  Besides managing this Fund, he has managed AXP
Blue Chip Advantage Fund and Aggressive Growth Portfolio since November 1998. He
also  became  director  of  research-equities  in  1998.  Prior  to  that he was
portfolio manager of Equity Income Portfolio.


James  Johnson  joined AEFA in 1994.  Besides  managing  this Fund, he also is a
member of the portfolio  management  team for Total Return  Portfolio.  He began
managing  portfolios  for American  Express Asset  Management in 1996.  Prior to
joining American  Express  Financial  Advisors Inc. (AEFA),  he worked for Piper
Capital Management as an equity quantitative analyst.


<PAGE>

AXP Variable Portfolio - Bond Fund

GOAL
The Fund seeks to provide shareholders with a high level of current income while
attempting to conserve the value of the  investment and to continue a high level
of income for the longest period of time. Because any investment  involves risk,
achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund's assets  primarily  are invested in bonds and other debt  obligations.
Under  normal  market  conditions,  at least 65% of the Fund's  total assets are
invested in bonds. Additionally,  at least 50% of the Fund's investments will be
invested in (1)  investment-grade  corporate bonds, (2) unrated  corporate bonds
that are believed to be of investment  grade quality,  and (3) government  bonds
(including  mortgage-backed  securities).  Although the Fund emphasizes high and
medium-quality  debt  securities,  it will  assume  some  credit risk to achieve
higher  dividends  and/or  capital  appreciation  (by buying junk  bonds).  As a
result,  lower-quality  bonds may  comprise  a large  percentage  of the  Fund's
investments.  The Fund may  invest  up to 25% of its  total  assets  in  foreign
investments.

The  selection  of debt  obligations  is the primary  decision  in building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o    Considering opportunities and risks by reviewing interest rate and economic
     forecasts.
o    Overweighting certain segments based on AEFC's expectations for interest
     rates.
o    Identifying U.S. and foreign bonds that:
     -are investment-grade,
     -are below investment-grade (junk bonds), and
     -are expected to outperform comparable investments on a risk-adjusted basis
      (i.e., after considering coupon, sinking fund provision,  call protection,
      and quality).
o    Identifying investments that contribute to portfolio diversification.

In   evaluating whether to sell a security, AEFC considers, among other factors,
     whether:
     -the interest rate or economic outlook changes,
     -the security is overvalued,
     -the issuer's  credit  rating  declines or AEFC expects a decline (the Fund
      may continue to own securities that are down-graded until AEFC believes it
      is advantageous to sell),
     -the security has reached AEFC's price objective,
     -AEFC identifies a more attractive opportunity, and
     -the issuer or the security continues to meet the other standards described
      above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments such as money market  securities,  common stocks,  preferred stocks,
derivative instruments and convertible securities.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
Please  remember  that  with any  mutual  fund  investment  you may lose  money.
Principal risks associated with an investment in the Fund include:

<PAGE>

         Call/Prepayment Risk
         Credit Risk
         Event Risk
         Foreign/Emerging Markets Risk
         Interest Rate Risk
         Liquidity Risk
         Market Risk

Call/Prepayment Risk
The risk that a bond or other security might be called (or otherwise  converted,
prepaid, or redeemed) before maturity.

Credit Risk
The risk that the issuer of a security, or the counterparty to a contract,  will
default or  otherwise  become  unable to honor a financial  obligation  (such as
payments due on a bond or a note). The price of junk bonds may react more to the
ability of the issuing  company to pay interest and  principal  when due than to
changes in interest  rates.  They have greater price  fluctuations  and are more
likely to experience a default.

Event Risk
Occasionally,  the value of a security may be seriously and unexpectedly changed
by a natural or industrial accident or occurrence.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social and  political)  in these  countries as well as the other  considerations
listed above. These markets are in early stages of development and are extremely
volatile.  They can be marked by extreme  inflation,  devaluation of currencies,
dependence on trade partners and hostile relations with neighboring countries.

Interest Rate Risk
The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall).  In general,  the longer the maturity of a debt obligation the higher its
yield and the greater the sensitivity to changes in interest rates.

Liquidity Risk
Securities  may be  difficult  or  impossible  to sell at the time that the Fund
would  like.  The  Fund  may  have  to  lower  the  selling  price,  sell  other
investments, or forego an investment opportunity.

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

<PAGE>

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's average annual total returns compare to a recognized index.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - Bond Fund Performance (based on calendar years)
- -----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994    1995    1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year         5 years                  10 years

AXP VP - Bond Fund

Lehman Brothers Aggregate
Bond Index

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

Lehman  Brothers  Aggregate  Bond  Index  is an  unmanaged  index  made  up of a
representative list of government,  corporate,  asset-backed and mortgage-backed
securities.  The index is  frequently  used as a general  measure of bond market
performance. The index reflects reinvestment of all distributions and changes in
market prices, but excludes brokerage  commissions or other fees.  However,  the
securities used to create the index may not be  representative of the bonds held
in the Fund.

MANAGEMENT
Steve Merrell manages the day-to-day operations of AXP Variable Portfolio - Bond
Fund. He joined AEFC in 1991 and currently  serves as vice  president and senior
portfolio  manager.  Besides  managing  this Fund since 1991,  he also serves as
portfolio manager for Total Return Portfolio.

<PAGE>

AXP Variable Portfolio - Capital Resource Fund

GOAL
The Fund seeks  capital  appreciation.  Because any  investment  involves  risk,
achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The  Fund's  assets  primarily  are  invested  in U.S.  common  stocks and other
securities convertible into common stock.  Additionally,  the Fund may invest up
to 25% of its total assets in foreign investments.

The selection of U.S. common stocks is the primary decision in building the
investment portfolio.

In pursuit of the Fund's goal, AEFC, the Portfolio's investment advisor, chooses
investments by:

o    Identifying  larger  companies  with:
     -effective  management,
     -financial strength,
     -competitive  market or product  position,  and
     -earnings growth potential.

o  Identifying  securities  that AEFC  believes  have good capital  appreciation
   potential.

o  Considering  opportunities and risks by reviewing  interest rates and
   economic forecasts.

o  Buying a diversified portfolio of securities. AEFC will over-weight certain
   sectors  based on AEFC's  expectations  for growth and for expected  market
   trends.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:

     -the interest rate or economic outlook changes,
     -the security is overvalued relative to other potential investments,
     -the security  has  reached  AEFC's  price  objective,
     -AEFC  wishes to lock-in profits,
     -AEFC identifies a more attractive opportunity, and
     -the issuer or the security continues to meet the other standards described
      above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments  such as money market  securities,  debt  obligations and derivative
instruments.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund will  invest in these  securities
primarily to avoid losses,  this type of investing  also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For  more  information  on  strategies  and  holdings,   see  the  SAI  and  the
annual/semiannual reports.

RISKS
This Fund is designed for investors with  above-average  risk tolerance.  Please
remember that with any investment you may lose money. Principal risks associated
with an investment in the Fund include:

         Market Risk
         Style Risk
         Foreign/Emerging Markets Risk

<PAGE>

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Style Risk
The Fund purchases  stocks based on the expectation that the companies will have
strong  growth in earnings.  The price paid often  reflects an expected  rate of
growth.  If that  growth  fails to occur,  the  price of the  stock may  decline
significantly and quickly.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's average annual total returns compare to a recognized index.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - Capital Resource Fund Performance (based on calendar years)
- ----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

<PAGE>

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year                5 years             10 years

AXP VP - Capital Resource
Fund

S&P 500 Index

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

The S&P 500 Index,  an unmanaged list of common stocks,  is frequently used as a
general measure of market  performance.  The index reflects  reinvestment of all
distributions and changes in market prices, but excludes  brokerage  commissions
or other fees.  However,  the S&P 500 Index Companies are generally  larger than
those in which the Fund invests.

The  securities  included  in the index may not be the same as those held by the
Fund.

MANAGEMENT
Joseph M. Barsky manages the day-to-day  operations of AXP Variable  Portfolio -
Capital  Resource  Fund.  He joined AEFC in 1979 and serves as vice  president -
mutual  fund  equities  and senior  portfolio  manager.  He served as  portfolio
manager  of AXP Equity  Select  Fund from 1983 to 1997.  He also  serves as vice
president and senior  portfolio  manager of IDS Equity  Advisors,  a division of
American Express Asset Management Group Inc.

<PAGE>

AXP Variable Portfolio - Cash Management Fund

GOAL
The Fund seeks to provide  shareholders  with maximum current income  consistent
with liquidity and  conservation  of capital.  Because any  investment  involves
risk, the Fund cannot guarantee this goal.

INVESTMENT STRATEGY
The Fund's assets  primarily are invested in money market  instruments,  such as
marketable debt obligations issued by the U.S. government or its agencies,  bank
certificates of deposit, bankers' acceptances, letters of credit, and commercial
paper. The Fund may invest more than 25% of its total assets in U.S. banks, U.S.
branches of foreign banks and U.S. government securities. Additionally, the Fund
may invest up to 25% of its total assets in foreign investments.

Because  the Fund  seeks to  maintain a  constant  net asset  value of $1.00 per
share, capital appreciation is not expected to play a role in the Fund's return.
The Fund's yield will vary from day-to-day.

The selection of short-term debt obligations is the primary decision in building
the investment portfolio. The Fund restricts its investments to instruments that
meet certain maturity and quality standards required by the SEC for money market
funds. For example, the Fund:

o        limits its average portfolio maturity to ninety days or less;
o        buys obligations with remaining maturities of 397 days or less; and
o        buys only obligations that are denominated in U.S. dollars and present
         minimal credit risk.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o    Considering  opportunities  and  risks  given  current  interest  rates and
     anticipated interest rates.
o    Purchasing  securities  based on the timing of cash flows in and out of the
     Fund.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     -the issuer's  credit rating  declines or AEFC expects a decline (the Fund,
      in certain  cases,  may continue to own  securities  that are  down-graded
      until AEFC believes it is advantageous to sell),
     -political,   economic,   or  other   events   could  affect  the  issuer's
      performance,
     -AEFC  identifies  a more  attractive  opportunity,  and
     -the issuer or the  security  continues  to meet the other  standards
      described above.


For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
Please  remember  that  with any  mutual  fund  investment  you may lose  money.
Although  the Fund's  share price has  remained  constant in the past,  THE FUND
CANNOT  GUARANTEE  THAT IT WILL  ALWAYS BE ABLE TO  MAINTAIN  A STABLE NET ASSET
VALUE.  An  investment  in the Fund is not insured or  guaranteed by the Federal
Deposit Insurance  Corporation or any other government  agency.  Principal risks
associated with an investment in the Fund include:

         Credit Risk
         Foreign/Emerging Markets Risk
         Interest Rate Risk
         Market Risk
         Sector/Concentration Risk

<PAGE>

Credit Risk
The risk that the issuer of a security, or the counterparty to a contract,  will
default or  otherwise  become  unable to honor a financial  obligation  (such as
payments due on a bond or a note). The price of junk bonds may react more to the
ability of the issuing  company to pay interest and  principal  when due than to
changes in interest  rates.  They have greater price  fluctuations  and are more
likely to experience a default.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

Interest Rate Risk
The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall). In general, the longer the maturity of a debt obligation,  the higher its
yield and the greater the sensitivity to changes in interest rates.

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Sector/Concentration Risk
Investments that are concentrated in a particular issuer,  geographic region, or
industry will be more  susceptible  to changes in price (the more you diversify,
the more you spread risk).

<PAGE>

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below.


How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - Cash Management Fund Performance (based on calendar years)
- -----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year              5 years                10 years

AXP VP - Cash Management Fund


This table shows total returns from  hypothetical  investments  in shares of the
Fund.  The  results do not  reflect  the  expenses  that  apply to the  variable
accounts or the  policies.  Inclusion of these charges would reduce total return
for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

MANAGEMENT
Terry Fettig manages the day-to-day  operations of AXP Variable Portfolio - Cash
Management Fund. He joined AEFC in 1986 and currently serves as senior portfolio
manager.  He also serves as portfolio  manager for AXP Cash Management Fund, AXP
Intermediate  Tax-Exempt  Fund, IDS Life Series Fund, Money Market Portfolio and
AXP Tax-Free Money Fund.

<PAGE>

AXP Variable Portfolio - Diversified Equity Income Fund

GOAL
The Fund seeks to provide  shareholders with a high level of current income and,
as a secondary goal, steady growth of capital.  Because any investment  involves
risk, achieving these goals cannot be guaranteed.

INVESTMENT STRATEGY
The Fund's  assets  primarily  are invested in equity  securities.  Under normal
market  conditions,  the Fund  will  invest  at least  65% of its net  assets in
dividend-paying common and preferred stocks.

The selection of dividend-paying  stocks is the primary decision in building the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
equity investments by:

o        Identifying companies with:
         - dividend-paying stocks,
         - effective management,
         - financial strength, and
         - moderate growth potential.

o        Determining specific industry weightings within the following sectors:
         - Consumer cyclical        - Energy
         - Consumer stable          - Technology
         - Financial                - Industrial

o        Identifying stocks that are selling at low prices in relation to:
         - current and projected earnings,
         - current and projected dividends, and
         - historic price levels.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the security is overvalued,
     - the security has reached AEFC's price objective,
     - the company has met AEFC's earnings and/or growth expectations, and
     - the company or the security  continues to meet the other  standards
       described above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments  such as foreign  securities,  convertible  securities,  real estate
investment trusts, debt obligations and money market securities.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
Please  remember  that  with any  mutual  fund  investment  you may lose  money.
Principal risks associated with an investment in the Fund include:

         Market Risk
         Sector/Concentration Risk
         Inflation Risk

<PAGE>

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Sector/Concentration Risk
Investments that are concentrated in a particular issuer,  geographic region, or
industry will be more  susceptible  to changes in price (the more you diversify,
the more you spread risk).

Inflation Risk
Also known as  purchasing  power risk,  inflation  risk  measures the effects of
continually rising prices on investments. If an investment's yield is lower than
the rate of inflation,  your money will have less purchasing  power as time goes
on.

PAST PERFORMANCE
The  Fund is new as of the date of this  prospectus  and  therefore  performance
information is not available.


MANAGEMENT
Kurt   Winters    manages   the   day-to-day    operations   of   AXP   Variable
Portfolio-Diversified  Equity Income Fund. He is a senior  portfolio  manager at
AEFC.  He  joined  AEFC in  1987.  Kurt is  responsible  for  overall  portfolio
management,  including the  determination  of the sectors in which the Fund will
invest. A team of research professionals makes investment decisions within those
sectors.  From 1992 to 1995, he managed IDS Life Series Fund, Managed Portfolio.
He also manages AXP Discovery Fund and provides overall portfolio management for
AXP Equity Value Fund, AXP Progressive Fund, Balanced  Portfolio,  Equity Income
Portfolio and IDS Life Series Fund, Equity Income Portfolio.


<PAGE>

AXP variable Portfolio - Extra Income Fund

GOAL
The Fund seeks to provide  shareholders  with high current income as its primary
goal and, as its secondary goal, capital growth.

INVESTMENT STRATEGY
The Fund invests primarily,  and may invest all of its assets, in high-yielding,
high risk  corporate  bonds (junk bonds).  These bonds may be issued by U.S. and
foreign  companies and  governments.  The Fund may invest up to 25% of its total
assets in foreign investments.

The  selection  of debt  obligations  is the primary  decision  in building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o        Considering opportunities and risks by reviewing interest rate and
         economic forecasts.
o        Identifying securities and /or companies that:
         - have medium and low quality ratings,
         - have similar qualities,  in AEFC's opinion,  even though they are not
           rated or have been given a different rating by a rating agency,
         - have growth potential,
         - have the potential for capital appreciation through credit upgrades.
o    Buying  securities  that are expected to outperform  other  securities on a
     risk-adjusted   basis  (i.e.,  after  considering   coupon,   sinking  fund
     provision,  call  protection,  and  quality).  AEFC  believes  that  credit
     selection is a primary concern and aggressively  manages the Fund to earn a
     high total return.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the interest rate or economic outlook changes,
     - a sector or industry is  experiencing  change,
     - a security's  rating is changed,
     - the security is overvalued,
     - the company does not meet AEFC's performance expectations,
     - AEFC wishes to lock-in profits,
     - AEFC identifies a more attractive opportunity,  and
     - the issuer or the  security  continues to meet the other  standards
       described above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments such as money market securities,  convertible securities,  preferred
stocks and common stocks.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
This Fund is designed for long-term investors with above-average risk tolerance.
Please  remember  that  with any  mutual  fund  investment  you may lose  money.
Principal risks associated with an investment in the Fund include:

         Market Risk
         Interest Rate Risk
         Credit Risk
         Foreign/Emerging Markets Risk

<PAGE>

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Interest Rate Risk
The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall). In general, the longer the maturity of a debt obligation,  the higher its
yield and the greater the sensitivity to changes in interest rates.

Credit Risk
The risk that the issuer of a security, or the counterparty to a contract,  will
default or  otherwise  become  unable to honor a financial  obligation  (such as
payments due on a bond or a note). The price of junk bonds may react more to the
ability of the issuing  company to pay interest and  principal  when due than to
changes in interest  rates.  They have greater price  fluctuations  and are more
likely to experience a default.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's  average  annual total returns  compare to other  recognized
     indexes.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

<PAGE>

AXP VP - Extra Income Fund Performance (based on calendar years)
- ----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year                     Since inception

AXP VP - Extra Income Fund                                          *

Lehman Brothers Aggregate
Bond Index

Merrill Lynch High Yield
Bond Index

* May 1, 1996

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

Lehman  Brothers  Aggregate  Bond  Index  is an  unmanaged  index  made  up of a
representative list of government,  corporate,  asset-backed and mortgage-backed
securities.  The index is  frequently  used as a general  measure of bond market
performance. The index reflects reinvestment of all distributions and changes in
market prices, but excludes brokerage  commissions or other fees.  However,  the
securities used to create the index may not be  representative of the bonds held
in the Fund.

Merrill  Lynch  High  Yield  Bond  Index  provides  a  broad-based   measure  of
performance of the  non-investment  grade U.S.  domestic bond market.  The index
currently  captures  close to $200 billion of the  outstanding  debt of domestic
market  issuers rated below  investment  grade but not in default.  The index is
"rule-based,"  which means there is a defined list of criteria  that a bond must
meet in order to qualify for inclusion in the index.

The securities  included in the indexes may not be the same as those held by the
Fund.

MANAGEMENT
Jack Utter and Scott  Schroepfer  are primarily  responsible  for the day-to-day
operations of AXP Variable Portfolio - Extra Income Fund.

Jack Utter,  vice president and senior portfolio  manager,  joined AEFC in 1962.
Besides  serving as  co-manager  of this Fund, he also has managed the assets of
High Yield Portfolio since 1985.

Scott  Schroepfer,  senior  portfolio  manager,  joined AEFC in 1990.  He became
co-manager  of this Fund and AXP Extra Income Fund in March 1999. He also serves
as a portfolio  manager of IDS Life Series Fund - Managed  Portfolio  since 1995
and as an associate manager since 1994.

<PAGE>

AXP Variable Portfolio - Federal Income Fund

GOAL
The Fund seeks to provide  shareholders  with a high level of current income and
safety  of  principal  consistent  with an  investment  in U.S.  government  and
government agency securities.  Because any investment  involves risk,  achieving
this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund's  assets  primarily  are  invested in debt  obligations.  Under normal
market  conditions,  at least 65% of the Fund's  total  assets are  invested  in
securities  issued  or  guaranteed  as to  principal  and  interest  by the U.S.
government,  its agencies or instrumentalities.  Although the Fund may invest in
any  U.S.  government  securities,   it  is  anticipated  that  U.S.  government
securities   representing   part   ownership   in   pools  of   mortgage   loans
(mortgage-backed  securities)  will  comprise a large  percentage  of the Fund's
investments.   Additionally,  the  Fund  will  aggressively  utilize  derivative
instruments and when-issued securities to produce incremental earnings, to hedge
existing  positions,  and to increase  flexibility.  The Fund's potential losses
from the use of these instruments could extend beyond its initial investment.

The  selection  of debt  obligations  is the primary  decision  in building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o        Considering opportunities and risks by reviewing credit characteristics
         and the interest rate outlook.
o        Identifying and buying securities that:
         - are high quality or have similar  qualities,  in AEFC's opinion,
           even though  they are not  rated or have  been  given a lower  rating
           by a rating agency, and
         - have short or intermediate-term maturities.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the interest  rate or economic  outlook  changes,
     - the security is overvalued,
     - AEFC  wishes  to  lock-in  profits,
     - AEFC  identifies  a more attractive  opportunity,  and
     - the issuer or the security continues to meet the other standards
       described above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments   such   as   money   market   securities   and   investment   grade
non-governmental debt obligations.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.  Additionally,  the  Fund's  portfolio  turnover  may be  affected  by
short-term  investment  strategies.  High  portfolio  turnover  could  result in
increases in transaction costs.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
Please  remember  that  with any  mutual  fund  investment  you may lose  money.
Principal risks associated with an investment in the Fund include:

         Market Risk
         Correlation Risk
         Interest Rate Risk
         Call/Prepayment Risk

<PAGE>


Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.


Correlation Risk
The risk that a given  transaction  may fail to achieve its objectives due to an
imperfect  relationship  between  markets.  Certain  investments  may react more
negatively than others in response to changing market conditions.

Interest Rate Risk
The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall). In general, the longer the maturity of a debt obligation,  the higher its
yield and the greater the sensitivity to changes in interest rates.

Call/Prepayment Risk
The risk that a bond or other security might be called (or otherwise  converted,
prepaid, or redeemed) before maturity.

PAST PERFORMANCE
The  Fund is new as of the date of this  prospectus  and  therefore  performance
information is not available.

MANAGEMENT
Jim Snyder manages the day-to-day operations of AXP Variable Portfolio - Federal
Income Fund. Jim joined AEFC in 1989 and currently  serves as vice president and
senior portfolio manager. Besides managing this Fund, he also manages the assets
of Government Income Portfolio.

<PAGE>

AXP Variable Portfolio - Global Bond Fund

GOAL
The Fund seeks to provide shareholders with high total return through income and
growth of capital.  Because any investment  involves  risk,  achieving this goal
cannot be guaranteed.

INVESTMENT STRATEGY
The  Fund is a  non-diversified  mutual  fund  that  invests  primarily  in debt
obligations  of U.S. and foreign  issuers.  Under normal market  conditions,  at
least  80% of the  Fund's  net  assets  will  be  invested  in  investment-grade
corporate or government debt obligations  including money market  instruments of
issuers  located  in at  least  three  different  countries.  Although  the Fund
emphasizes high and medium-quality  debt securities,  it will assume some credit
risk to achieve higher  dividends and /or capital  appreciation  (by buying junk
bonds).

The selection of  investment-grade  government and corporate debt obligations is
the primary decision in building the portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o        Considering opportunities and risks by credit rating and currency.
o        Identifying investment-grade U.S. and foreign bonds.
o        Identifying below investment-grade U.S. and foreign bonds (junk bonds).
o        Identifying  bonds that can take advantage of currency  movements and
         interest rate differences among nations.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the security is overvalued,  and
     - the security continues to meet the standards described above.

AEFC closely monitors the Fund's exposure to foreign currency fluctuations. From
time to time,  AEFC may  purchase  derivative  instruments  (such as options and
forward  contracts)  to hedge  against  currency  fluctuations.  Although  not a
primary investment strategy,  the Fund also may invest in other instruments such
as money market securities.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund will  invest in these  securities
primarily to avoid losses,  this type of investing  also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
Please  remember  that with any mutual fund  investment  you may lose money.  In
addition,  since the Fund is a  non-diversified  mutual fund, it may concentrate
its  investments  in securities of fewer issuers than would a diversified  fund.
Accordingly,  the Fund may have more risk than  mutual  funds that have  broader
diversification.  Principal  risks  associated  with an  investment  in the Fund
include:

         Credit Risk
         Foreign/Emerging Markets Risk
         Interest Rate Risk
         Market Risk

Credit Risk
The risk that the issuer of a security, or the counterparty to a contract,  will
default or  otherwise  become  unable to honor a financial  obligation  (such as
payments due on a bond or a note). The price of junk bonds may react more to the
ability of the issuing  company to pay interest and  principal  when due than to
changes in interest  rates.  They have greater price  fluctuations  and are more
likely to experience a default.

<PAGE>

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

Interest Rate Risk
The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall). In general, the longer the maturity of a debt obligation,  the higher its
yield and the greater the sensitivity to changes in interest rates.

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the economy,  industry,  or the market as a whole. The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's  average  annual total returns  compare to other  recognized
     indexes.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - Global Bond Fund Performance (based on calendar years)
- ----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

<PAGE>

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year                     Since inception

AXP VP - Global Bond Fund                                           *

Salomon Brothers World
Government Bond Index

Lipper Global Income Fund
Index

Salomon Brothers Global
Government Bond Composite
Index

*May 1, 1996

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

Salomon   Brothers  World   Government  Bond  Index,  is  an  unmanaged   market
capitalization  weighted benchmark,  tracks the performance of the 17 government
bond  markets  around the  world.  It is widely  recognized  by  investors  as a
measurement  index for  portfolios  of  government  bond  securities.  The index
reflects  reinvestment of all  distributions  and changes in market prices,  but
excludes brokerage commissions or other fees.

Lipper  Global  Income  Fund  Index,  an  unmanaged  index  published  by Lipper
Analytical  Services,  Inc., includes 30 funds that are generally similar to the
Fund,  although some funds in the index may have somewhat  different  investment
policies or objectives.

Salomon  Brothers  Global  Government Bond Composite Index is an unmanaged index
that includes all government bond markets tracked by Salomon Brothers. The index
is a general measure of government bond performance. Performance is expressed in
the U.S.  dollar as well as the currencies of  governments  making up the index.
The bonds  included  in the index may not be the same as those in the Fund.  The
index reflects  reinvestment of all  distributions and changes in market prices,
but excludes brokerage commissions or other fees.

The securities  included in the indexes may not be the same as those held by the
Fund.

MANAGEMENT
Michael Ng manages the day-to-day  operations of AXP Variable Portfolio - Global
Bond Fund.  He joined AEFC in 1994 and has served as  portfolio  manager of this
Fund since July 1998. He also manages AXP Global Balanced Fund. Prior to joining
AEFC, he was a fixed income analyst for the St. Paul Companies.

<PAGE>

AXP Variable Portfolio - Growth Fund

GOAL
The Fund seeks to provide  shareholders with long-term  capital growth.  Because
any investment involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund  primarily  invests in common stocks and  securities  convertible  into
common  stocks  that  appear  to  offer  growth   opportunities.   These  growth
opportunities  could  result  from  new  management,   market  developments,  or
technological superiority.  The Fund may invest up to 25% of its total assets in
foreign investments.

The  selection  of  common  stocks  is the  primary  decision  in  building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o        Identifying companies with:
         - effective management,
         - financial strength,
         - competitive market or product position, and
         - technological advantage.

o        Selecting companies that AEFC believes have good long-term growth
         potential.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the company has met AEFC's  earnings and/or growth  expectations,
     - political,  economic, or other events could affect the company's
       performance,
     - AEFC identifies a more attractive  opportunity,  and
     - the company  continues to meet the other standards described above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments such as money market securities,  preferred stock, debt obligations,
derivative instruments and convertible securities.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
This Fund is designed for investors with  above-average  risk tolerance.  Please
remember  that with any mutual fund  investment  you may lose  money.  Principal
risks associated with an investment in the Fund include:

         Market Risk
         Style Risk

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.


Style Risk
AEFC purchases  growth stocks based on the  expectation  that the companies will
have strong growth in earnings.  The price paid often  reflects an expected rate
of growth.  If that  growth  fails to occur,  the price of the stock may decline
significantly and quickly.


<PAGE>

PAST PERFORMANCE
The  Fund is new as of the date of this  prospectus  and  therefore  performance
information is not available.

MANAGEMENT
Mitzi   Malevich   manages   the   day-to-day   operations   of   AXP   Variable
Portfolio-Growth  Fund.  She joined  AEFC in 1983 and  currently  serves as vice
president and senior portfolio manager.  She also serves as portfolio manager of
Growth Portfolio and IDS Life Variable Annuity Funds A and B.

<PAGE>

AXP Variable Portfolio - International Fund

GOAL
The Fund seeks to provide  shareholders with capital  appreciation.  Because any
investment involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund's assets primarily are invested in equity securities of foreign issuers
that offer strong growth potential. Under normal market conditions, at least 65%
of the  Fund's  total  assets  are  invested  in common  stocks  or  convertible
securities of companies  located in at least three foreign  countries.  The Fund
may invest in developed and in emerging markets.

The  selection  of  geographic  regions is the primary  decision in building the
investment  portfolio.  The  percentage  of the Fund's total assets  invested in
particular  countries  or  regions  will  change  according  to their  political
stability and economic condition.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o    Considering opportunities and risks within regions or countries.
o    Identifying sectors or companies with strong growth potential.
o    Selecting  stocks of large  companies that AEFC believes have the following
     fundamental  strengths:
     -  financial  strength,
     - high  demand  for their products or services, and
     - effective management.
o    Identifying securities with sufficient liquidity in trading volume
     (however, AEFC may invest up to 10% of the Fund's net assets in illiquid
     securities).

AEFC decides how much to invest in various countries and local  currencies,  and
then buys securities that offer the best opportunity for long-term growth.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the security is overvalued,
     - the security has reached AEFC's price objective,
     - the  company  or the  security  continues  to meet  the  standards
       described above, and
     - the region or country is undergoing political,  economic, or other
       change.

AEFC closely monitors the Fund's exposure to foreign currency fluctuations. From
time to time, AEFC may purchase derivative instruments to hedge against currency
fluctuations.  Although  not a primary  investment  strategy,  the Fund also may
invest in other instruments such as money market securities and debt securities.

During weak or declining  markets or when growth  opportunities are unavailable,
the Fund may invest more of its assets in money market  securities.  Investments
in U.S.  issuers  generally  will  constitute  less than 20% of the Fund's total
assets.  If, however,  investments in foreign securities appear to be relatively
unattractive in AEFC's judgment, as a temporary defensive strategy, the Fund may
invest any portion of its assets in  securities  of U.S.  issuers  appearing  to
offer opportunities for superior growth.  Although the Fund will invest in these
securities  primarily to avoid losses,  this type of investing  also could cause
the Fund to lose the  opportunity to participate in market  improvement.  During
these  times,  AEFC may make  frequent  securities  trades that could  result in
increased fees and expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

<PAGE>

RISKS
This Fund is designed for long-term investors with above-average risk tolerance.
Please  remember  that  with any  mutual  fund  investment  you may lose  money.
Principal risks associated with an investment in the Fund include:

         Market Risk
         Foreign/Emerging Markets Risk
         Liquidity Risk
         Style Risk

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of accounting,  auditing,  and financial
reporting standards),  the possibility of government-imposed  restrictions,  and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

Liquidity Risk
Securities  may be  difficult  or  impossible  to sell at the time that the Fund
would like. The Fund may have to lower the selling price, sell other investments
or forego an investment opportunity.

Style Risk
AEFC purchases  growth stocks based on the  expectation  that the companies will
have strong growth in earnings.  The price paid often  reflects an expected rate
of growth.  If that  growth  fails to occur,  the price of the stock may decline
significantly and quickly.

<PAGE>

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's  average  annual total returns  compare to other  recognized
     indexes.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - International Fund Performance (based on calendar years)
- -----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year           5 years        Since inception

AXP VP - International Fund                                              a

MSCI EAFE Index                                                          b

Lipper International Fund
Index

MSCI World Index

a Jan. 13, 1992.
b Measurement period started Feb. 1, 1992.

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

Morgan  Stanley  Capital  International  EAFE Index (MSCI EAFE) is an  unmanaged
index compiled from a composite of securities  markets of Europe,  Australia and
the Far East,  is widely  recognized  by  investors  in  foreign  markets as the
measurement  index for portfolios of non-North  American  securities.  The index
reflects  reinvestment of all  distributions  and changes in market prices,  but
excludes brokerage commissions or other fees.

Lipper  International  Fund  Index,  an  unmanaged  index  published  by  Lipper
Analytical  Services,  Inc., includes 30 funds that are generally similar to the
Fund,  although some funds in the index may have somewhat  different  investment
policies or objectives.

<PAGE>

Morgan Stanley Capital  International  (MSCI) World Index,  an unmanaged  market
index,  compiled  from a composite of over 1,500  companies  listed on the stock
exchanges  of North  America,  Europe,  New Zealand and the Far East,  is widely
recognized  by  investors  as the  measurement  index for  portfolios  of global
securities.  The index reflects reinvestment of all distributions and changes in
market prices, but excludes brokerage commissions or other fees.

The securities  included in the indexes may not be the same as those held by the
Fund.

MANAGEMENT
Peter  Lamaison  manages the day-to-day  operations of AXP Variable  Portfolio -
International  Fund.  He joined AEFC in 1981 and has since served as  president,
chief executive  officer and chief investment  officer of American Express Asset
Management  International Inc. He also serves as portfolio manager of AXP Global
Balanced Fund and AXP International Fund.

<PAGE>

AXP Variable Portfolio - Managed Fund

GOAL
The Fund seeks maximum total investment  return through a combination of capital
growth and current income.  Because any investment involves risk, achieving this
goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund's assets  primarily  are invested in a  combination  of equity and debt
securities.  It will invest in a  combination  of common and  preferred  stocks,
convertible  securities,  bonds and other debt  securities.  Under normal market
conditions,  at least 50% of the  Fund's  total  assets are  invested  in common
stocks. Although the Fund emphasizes high and medium-quality  securities for the
debt portion of its portfolio, it will assume some credit risk to achieve higher
dividends and/or capital appreciation (by buying lower-quality  bonds). The Fund
may invest up to 25% of its total assets in foreign investments.

The selection of common stocks and debt obligations are the primary decisions in
building the investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
equity investments by:

o    Identifying companies with:
     -effective management,
     -financial strength,
     -competitive market position, and
     -growth potential.

o  Considering  opportunities  and risks given  overall  market  conditions  and
   industry outlook.

AEFC chooses debt obligations by:

o        Considering opportunities and risks by reviewing interest rate and
         economic forecasts.
o        Identifying U.S. and foreign bonds that:
         -are investment-grade,
         -are below investment-grade (lower-quality bonds), and
         -are expected to outperform comparable investments on a risk-adjusted
          basis (i.e., after considering coupon, sinking fund provision,
          call protection, and quality).
o        Identifying investments that contribute to portfolio diversification.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:

     - the interest rate or economic outlook changes,
     - the security is overvalued,
     - the issuer's  credit quality  declines or AEFC expects a decline (the
       Fund may continue to own securities that are down-graded until AEFC
       believes it is advantageous to sell),
     - the security has reached AEFC's price  objective,  and
     - AEFC  identifies a more attractive opportunity.

Although  not a primary  investment  strategy,  the Fund also may  invest  other
instruments such as derivatives and money market securities.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money market securities. Investments other than common stock will constitute 50%
or less of the Fund's total assets.  However,  under unusual market  conditions,
the Fund may invest any  portion of its assets in  securities  other than common
stocks.  Although  the Fund will invest in these  securities  primarily to avoid
losses, this type of investing also could cause the Fund to lose the opportunity
to participate in market improvement. During these times, AEFC may make frequent
securities trades that could result in increased fees and expenses.

<PAGE>

For  more  information  on  strategies  and  holdings,   see  the  SAI  and  the
annual/semiannual reports.

RISKS
Please  remember that with any  investment you may lose money.  Principal  risks
associated with an investment in the Fund include:

         Market Risk
         Interest Rate Risk
         Credit Risk
         Foreign/Emerging Markets Risk
         Liquidity Risk

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Interest Rate Risk
The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall). In general, the longer the maturity of a debt obligation,  the higher its
yield and the greater the sensitivity to changes in interest rates.

Credit Risk
The risk that the issuer of a security, or the counterparty to a contract,  will
default or  otherwise  become  unable to honor a financial  obligation  (such as
payments due on a bond or a note). The price of junk bonds may react more to the
ability of the issuing  company to pay interest and  principal  when due than to
changes in interest  rates.  They have greater price  fluctuations  and are more
likely to experience a default.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

Liquidity Risk
Securities  may be  difficult  or  impossible  to sell at the time that the Fund
would like. The Fund may have to lower the selling price, sell other investments
or forego an investment opportunity.

<PAGE>

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's average annual total returns compare to a recognized index.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - Managed Fund Performance (based on calendar years)
- ----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year              5 years            10 years

AXP VP - Managed Fund

S&P 500 Index

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

The S&P 500 Index,  an unmanaged list of common stocks,  is frequently used as a
general measure of market  performance.  The index reflects  reinvestment of all
distributions and changes in market prices, but excludes  brokerage  commissions
or other fees.  However,  the S&P 500 Index Companies are generally  larger than
those in which the Fund invests.

The  securities  included  in the index may not be the same as those held by the
Fund.

MANAGEMENT
Alfred  Henderson  and  Deborah  Pederson  are  primarily  responsible  for  the
day-to-day operations of AXP Variable Portfolio - Managed Fund.

Alfred Henderson joined AEFC in 1996 and serves as senior portfolio manager.  He
has managed the equity  portfolio of this Fund since 1996. From 1995-1996 he was
a portfolio  manager at Montgomery  Asset  Management.  From  1992-1995 he was a
senior portfolio manager as Husic Capital Management.

Deborah L. Pederson joined AEFC in 1986 and serves as portfolio manager. She has
managed the fixed income  portfolio of this Fund since  January  1994.  She also
manages the low grade invested  assets of IDS Life Insurance  Company,  IDS Life
Insurance Company of New York and American Enterprise Life Insurance Company.

<PAGE>

AXP Variable Portfolio - New Dimensions Fund

GOAL
The Fund seeks to provide shareholders with long-term growth of capital. Because
any investment involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund primarily  invests in common stocks showing  potential for  significant
growth.  These  companies  often  operate in areas where  dynamic  economic  and
technological changes are occurring.  The Fund may invest up to 30% of its total
assets in foreign investments.

The  selection  of  common  stocks  is the  primary  decision  in  building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o    Identifying companies with:
     -effective management,
     -financial strength, and
     -competitive market position.

o Selecting companies that AEFC believes have good long-term growth potential.

o Considering  opportunities  and risks by reviewing  interest rate and economic
  forecasts both domestically and abroad.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the security is overvalued relative to alternative  investments,
     - the company  has  met  AEFC's  earnings  and/or  growth  expectations,
     - political, economic, or other events could affect the company's
       performance,
     - AEFC wishes to minimize potential losses (i.e., in a market down-turn),
       and
     - AEFC identifies a more attractive opportunity.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments such as money market securities,  preferred stock, debt obligations,
derivative instruments and convertible securities.

During weak or declining markets or when growth opportunities are not available,
the Fund may invest more of its assets in money market securities.  Although the
Fund  primarily  will invest in these  securities to avoid losses,  this type of
investing  also could cause the Fund to lose the  opportunity  to participate in
market improvement. During these times, AEFC may make frequent securities trades
that could result in increased fees and expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
This Fund is designed for investors with  above-average  risk tolerance.  Please
remember  that with any mutual fund  investment  you may lose  money.  Principal
risks associated with an investment in the Fund include:

         Market Risk
         Style Risk
         Foreign/Emerging Markets Risk

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

<PAGE>

Style Risk
AEFC purchases  growth stocks based on the  expectation  that the companies will
have strong growth in earnings.  The price paid often  reflects an expected rate
of growth.  If that  growth  fails to occur,  the price of the stock may decline
significantly and quickly.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's  average  annual total returns  compare to other  recognized
     indexes.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - New Dimensions Fund Performance (based on calendar years)
- ----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

<PAGE>

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year                     Since inception

AXP VP - New Dimensions                                             *
Fund

S&P 500 Index

Lipper Growth Fund Index

*May 1, 1996

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

The S&P 500 Index,  an unmanaged list of common stocks,  is frequently used as a
general measure of market  performance.  The index reflects  reinvestment of all
distributions and changes in market prices, but excludes  brokerage  commissions
or other fees.  However,  the S&P 500 Index Companies are generally  larger than
those in which the Fund invests.

Lipper  Growth Fund Index,  an unmanaged  index  published by Lipper  Analytical
Services,  Inc.,  includes  30 funds  that are  generally  similar  to the Fund,
although some funds in the index may have somewhat different investment policies
or objectives.

The securities  included in the indexes may not be the same as those held by the
Fund.

MANAGEMENT
Gordon Fines manages the day-to-day  operations of AXP Variable  Portfolio - New
Dimensions  Fund. He joined AEFC in 1981 and currently  serves as vice president
and senior  portfolio  manager.  He also serves as  portfolio  manager of Growth
Trends Portfolio and leads the growth team for AEFC.

<PAGE>

AXP Variable Portfolio - Small Cap Advantage Fund

GOAL
The Fund seeks to provide  shareholders with long-term  capital growth.  Because
any investment involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund's  assets  primarily  are invested in equity  securities.  Under normal
market conditions,  at least 80% of the Fund's net assets are invested in equity
securities of small  companies.  These companies will often be those included in
the S&P SmallCap 600 Index or the Russell 2000 Index.


In pursuit of the Fund's goal, AEFC, the Fund's investment  advisor,  employs an
active investment strategy that focuses on individual stock selection.


AEFC manages the Fund to provide  diversified  exposure to the small cap segment
of the U.S. stock market.  Under normal market  conditions,  it is expected that
the Fund  will be fully  invested  in common  stocks,  and will  typically  hold
between 175 and 225 issues, across a wide range of industries.

AEFC buys stocks based on an analysis of valuation and earnings.  This selection
discipline favors companies that exhibit:

o    Attractive  valuations,  based on measures such as the ratio of stock price
     to company earnings, free cash flow or book value; and

o    Improving  earnings,  based on an analysis of trends in earnings  forecasts
     and prior  period  earnings  that were better than  expected,  as well as a
     qualitative assessment of the company's competitive market position.

AEFC will normally sell a stock holding if:
         - the stock's price moves above a reasonable valuation target; or
         - the company's financial performance fails to meet expectations.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments such as money market securities and debt securities.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money market  securities.  Although  the Fund would  invest in these  securities
primarily to reduce risk,  this type of investment  also could cause the Fund to
lose the opportunity to participate in market  improvement.  During these times,
AEFC may make frequent securities trades that could result in increased fees and
expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
This Fund is designed for investors with  above-average  risk tolerance.  Please
remember  that with any mutual fund  investment  you may lose  money.  Principal
risks associated with an investment in the Fund include:

         Market Risk
         Small Company Risk


Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.


<PAGE>

Small Company Risk
Investments  in small and medium  companies  often  involve  greater  risks than
investments  in larger,  more  established  companies  because  small and medium
companies  may lack the  management  experience,  financial  resources,  product
diversification and competitive  strengths of larger companies.  In addition, in
many  instances  the  securities  of small and medium  companies are traded only
over-the-counter  or on regional  securities  exchanges  and the  frequency  and
volume  of their  trading  is  substantially  less  than is  typical  of  larger
companies.

PAST PERFORMANCE
The  Fund is new as of the date of this  prospectus  and  therefore  performance
information is not available.

MANAGEMENT
Jacob E. Hurwitz and Kent A. Kelly are primarily  responsible for the day-to-day
management of AXP Variable  Portfolio-Small  Cap Advantage  Fund.  They are both
principals  and senior  portfolio  managers at Kenwood  Capital  Management  LLC
(Kenwood),  an indirect  subsidiary of AEFC. Besides managing the assets of this
Fund, they have managed AXP Small Cap Advantage Fund since May 1999.

From 1992 until the  establishment  of Kenwood in 1998,  Jake Hurwitz  served as
senior vice  president  and equity  portfolio  manager at  Travelers  Investment
Management  Company  (TIMCO)  where  he had  primary  responsibility  for  stock
selection and portfolio management for TIMCO's small and mid-cap portfolios.

Prior to the  establishment  of Kenwood in 1998, Kent Kelley was chief executive
officer at TIMCO.  From 1993 to 1995, Mr. Kelley served as TIMCO's president and
chief executive officer.  As chief executive officer, he was responsible for all
portfolio management, research and trading operations.

<PAGE>

AXP Variable Portfolio - Strategy Aggressive Fund

GOAL
The Fund seeks to provide  shareholders with capital  appreciation.  Because any
investment involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund primarily invests in securities of growth companies.

The  selection  of  common  stocks  is the  primary  decision  in  building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
equity  investments  by:
o Considering  opportunities  and risks within  growing industries and new
  technologies.
o Selecting  companies that AEFC believes have aggressive growth prospects.
o Identifying small and medium companies with:
     - effective management,
     - financial strength, and
     - competitive market position.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the security is overvalued relative to other potential investments,
     - the security has reached AEFC's price objective,
     - the company's characteristics change,
     - the company has met AEFC's  earnings  and/or growth  expectations,
     - political,  economic, or other events could affect the company's
       performance,
     - AEFC wishes to minimize potential losses (i.e., in a market  down-turn),
     - AEFC wishes to lock-in profits,
     - AEFC identifies a more attractive opportunity,  and
     - the company or the security  continues to meet the other  standards
       described above.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments  such  as  foreign   securities,   money  market  securities,   debt
obligations, derivative instruments and convertible securities.

During weak or declining  markets or when growth  opportunities are unavailable,
the Fund may invest more of its assets in money market securities.  Although the
Fund  primarily  will invest in these  securities to avoid losses,  this type of
investing  also could cause the Fund to lose the  opportunity  to participate in
market improvement. During these times, AEFC may make frequent securities trades
that could result in increased fees and expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

RISKS
This Fund is designed for investors with  above-average  risk tolerance.  Please
remember  that with any mutual fund  investment  you may lose  money.  Principal
risks associated with an investment in the Fund include:

         Market Risk
         Style Risk
         Small Company Risk
         Issuer Risk

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

<PAGE>

Style Risk
AEFC purchases  growth stocks based on the  expectation  that the companies will
have strong growth in earnings.  The price paid often  reflects an expected rate
of growth.  If that  growth  fails to occur,  the price of the stock may decline
significantly and quickly.

Small Company Risk
Investments  in small and medium  companies  often  involve  greater  risks than
investments  in larger,  more  established  companies  because  small and medium
companies  may lack the  management  experience,  financial  resources,  product
diversification and competitive  strengths of larger companies.  In addition, in
many  instances  the  securities  of small and medium  companies are traded only
over-the-counter  or on regional  securities  exchanges  and the  frequency  and
volume  of their  trading  is  substantially  less  than is  typical  of  larger
companies.

Issuer Risk
The risk that an  issuer,  or the value of its  stocks  or bonds,  will  perform
poorly. Poor performance may be caused by poor management decisions, competitive
pressures, breakthroughs in technology, reliance on suppliers, labor problems or
shortages, corporate restructurings, fraudulent disclosures or other factors.

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's  average  annual total returns  compare to other  recognized
     indexes.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

AXP VP - Strategy Aggressive Fund Performance (based on calendar years)
- ----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

<PAGE>

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year             5 years         Since inception

AXP VP - Strategy                                                           a
Aggressive Fund

S&P 500 Index                                                               b

Russell Midcap Growth Index

a Jan. 13, 1992.
b Measurement period started Feb. 1, 1992.

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

The S&P 500 Index,  an unmanaged list of common stocks,  is frequently used as a
general measure of market  performance.  The index reflects  reinvestment of all
distributions and changes in market prices, but excludes  brokerage  commissions
or other fees.  However,  the S&P 500 Index Companies are generally  larger than
those in which the Fund invest.

Russell Midcap Growth Index,  an unmanaged  list of common stocks,  measures the
performance   of  the  800  smallest   companies  in  the  Russell  1000  Index,
representing approximately 35% of the total market capitalization of the Russell
1000 Index.

The  securities  included  in the index may not be the same as those held by the
Fund.

MANAGEMENT
Martin G. Hurwitz manages the day-to-day  operations of AXP Variable Portfolio -
Strategy  Aggressive  Fund.  He joined AEFC in 1987 and has served as  portfolio
manager of this Fund since January  1995. He also manages  accounts for American
Express Asset Management Group Inc.

<PAGE>

Fees and Expenses

Fund investors pay various  expenses.  The summary below  describes the fees and
expenses  that you would pay if you buy a  variable  annuity  or life  insurance
policy and allocate your purchase payments to the subaccount that invests in the
Fund.

SHAREHOLDER FEES (fees paid directly from your investment)
Because the Fund is the underlying  investment vehicle for a variable annuity or
life insurance policy, there is no sales charge for the purchase or sale of Fund
shares.  However,  there may be charges associated with your annuity contract or
life insurance policy,  including those that may be associated with surrender or
withdrawal. Any charges that apply to the subaccount and your contract or policy
are described in the annuity or life insurance policy prospectus.

ANNUAL FUND OPERATING EXPENSES (expenses that are deducted from Fund assets)


o        Management Fees
         The Fund pays IDS Life Insurance  Company (IDS Life) a fee for managing
         its assets.  AXP Variable  Portfolio - Blue Chip  Advantage  Fund,  AXP
         Variable  Portfolio -  Diversified  Equity  Income  Fund,  AXP Variable
         Portfolio - Federal Income Fund,  AXP Variable  Portfolio - Growth Fund
         and  AXP  Variable  Portfolio  - Small  Cap  Advantage  Fund  commenced
         operations in September  1999.  Therefore no management  fees were paid
         for these Funds for the most recent  fiscal year.  The fee schedule for
         each of these Funds is:



- ------------------------------------- -----------------------------------
      AXP Variable Portfolio -
    Blue Chip Advantage Fund and
      AXP Variable Portfolio -             AXP Variable Portfolio -
   Diversified Equity Income Fund            Federal Income Fund
   ------------------------------            -------------------
Assets              Annual rate at    Assets            Annual rate at
(billions)          each asset level  (billions)        each asset level
- ----------          ----------------  ----------        ----------------
First    $0.50            0.560%      First    $1.00          0.610%
Next      0.50            0.545       Next      1.00          0.595
Next      1.00            0.530       Next      1.00          0.580
Next      1.00            0.515       Next      3.00          0.565
Next      3.00            0.500       Next      3.00          0.550
Over      6.00            0.470       Over      9.00          0.535
- ------------------- ----------------- ----------------- -----------------

- ------------------------------------- -----------------------------------
      AXP Variable Portfolio -             AXP Variable Portfolio -
            Growth Fund                    Small Cap Advantage Fund
            -----------                    ------------------------
Assets              Annual rate at    Assets            Annual rate at
(billions)          each asset level  (billions)        each asset level
- ----------          ----------------  ----------        ----------------
First    $1.00            0.630%      First    $0.25          0.790%
Next      1.00            0.615       Next      0.25          0.770
Next      1.00            0.600       Next      0.25          0.750
Next      3.00            0.585       Next      0.25          0.730
Over      6.00            0.570       Next      1.00          0.710
                                      Over      2.00          0.650
- ------------------- ----------------- ----------------- -----------------

<PAGE>

For the most recent  fiscal year,  the following  management  fees were
paid as a percentage of average daily net assets:
<TABLE>
<CAPTION>

- ---------------------------------------------------------------- ----------------------------------------------------
                             Fund                                                             Fee
- ---------------------------------------------------------------- ----------------------------------------------------
<S>                                                                                        <C>
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - Bond Fund                                                             %
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - Capital Resource Fund
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - Cash Management Fund
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - Extra Income Fund
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - Global Bond Fund
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - International Fund*
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - Managed Fund
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - New Dimensions Fund
- ---------------------------------------------------------------- ----------------------------------------------------
- ---------------------------------------------------------------- ----------------------------------------------------
AXP Variable Portfolio - Strategy Aggressive Fund
- ---------------------------------------------------------------- ----------------------------------------------------
</TABLE>

*AEFC pays American Express Asset Management International Inc. for managing the
assets of AXP  Variable  Portfolio -  International  Fund.  The fee for the most
recent fiscal year was __% of the Fund's average daily net assets.

o        Distribution (12b-1) Fees
         AXP  Variable  Portfolio  - Blue  Chip  Advantage  Fund,  AXP  Variable
         Portfolio - Diversified  Equity Income Fund,  AXP Variable  Portfolio -
         Federal  Income  Fund,  AXP  Variable  Portfolio  - Growth Fund and AXP
         Variable  Portfolio - Small Cap Advantage Fund have each adopted a plan
         under Rule 12b-1 of the  Investment  Company Act of 1940. The Fund pays
         IDS Life an annual fee of up to 0.125% of  average  daily net assets as
         payment for distributing its shares and providing shareholder services.
         Because this fee is paid out of the Fund's assets on an on-going basis,
         over time this fee will  increase the cost of your  investment  and may
         cost you more than paying other types of sales charges.

o        Other Expenses
         The Fund  pays  taxes,  brokerage  commissions  and  other  nonadvisory
         expenses including administrative and accounting services.

o        Expense Limitation
         Through Aug. 31, 2000,  IDS Life and AEFC have agreed to waive  certain
         fees and reimburse  expenses to the extent that total  expenses  exceed
         the following percentage of Fund average daily net assets:

         AXP Variable Portfolio-Blue Chip Advantage Fund               0.950%
         AXP Variable Portfolio-Diversified Equity Income Fund         0.950
         AXP Variable Portfolio-Federal Income Fund                    0.875
         AXP Variable Portfolio-Growth Fund                            0.950
         AXP Variable Portfolio-Small Cap Advantage Fund               1.225


Buying and Selling Shares

VALUING FUND SHARES
The net asset value  (NAV) is the value of a single Fund share.  The NAV usually
changes daily,  and is calculated at the close of business of the New York Stock
Exchange,  normally 3 p.m. Central  Standard Time (CST),  each business day (any
day the New York Stock Exchange is open).


AXP  Variable  Portfolio  - Cash  Management  Fund's  securities  are  valued at
amortized cost. In valuing assets of all other Funds, the Fund's investments are
valued based on market  quotations,  or where market  quotations are not readily
available,  based on methods  selected in good faith by the board. If the Fund's
investment policies permit it to invest in securities that are listed on foreign
stock  exchanges  that  trade on  weekends  or other days when the Fund does not
price its shares,  the value of the Fund's underlying  investments may change on
days when you could not buy or sell  shares of the Fund.  Please see the SAI for
further information.


<PAGE>

PURCHASING SHARES
You may not buy (nor will you own)  shares of the Fund  directly.  You invest by
buying a variable  annuity or life insurance policy and allocating your purchase
payments to the subaccount that invests in the Fund. Your purchase price will be
the next  NAV  calculated  after  your  request  is  received  by the Fund or an
authorized insurance company.

For further  information  concerning minimum and maximum payments and submission
and acceptance of your  application,  see your annuity or life insurance  policy
prospectus.

TRANSFERRING/SELLING SHARES
There is no sales charge for the sale of Fund  shares,  but there may be charges
associated  with the surrender or  withdrawal  of your annuity  contract or life
insurance policy.  Any charges that apply to the subaccount and your contract or
policy are described in your annuity or life insurance policy prospectus.

You may transfer  all or part of your value in a subaccount  investing in shares
of the Fund to one or more of the other subaccounts investing in shares of other
funds with different investment objectives.

You may sell any shares you have  allocated to the  subaccounts.  IDS Life or an
authorized  agent will mail your payment within seven days after  accepting your
surrender or withdrawal request. The amount you receive may be more or less than
the amount you invested.  Your sale price will be the next NAV calculated  after
your request is received by the Fund or an authorized insurance company.

Please  refer to your  annuity  or life  insurance  policy  prospectus  for more
information  about  transfers  among  subaccounts  as  well  as  surrenders  and
withdrawals.

Distributions and Taxes

The Fund distributes to shareholders  (subaccounts)  dividends and capital gains
to qualify as a  regulated  investment  company  and to avoid  paying  corporate
income and excise taxes.


DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS
The  Fund's  net  investment   income  is   distributed   to  the   shareholders
(subaccounts)  as dividends.  Capital gains are realized when a security is sold
for a higher price than was paid for it. Each  realized  capital gain or loss is
either long-term or short-term depending on the length of time the Fund held the
security.  Realized  capital gains or losses offset each other. The Fund offsets
any net realized  capital gains by any available  capital loss  carryovers.  Net
short-term  capital gains are included in net  investment  income.  Net realized
long-term capital gains, if any, are distributed by the end of the calendar year
as capital gain distributions.


REINVESTMENT
Since the distributions are automatically  reinvested in additional Fund shares,
the total value of your holdings will not change.  The reinvestment price is the
next calculated NAV after the distribution is paid.

TAXES
The Fund intends to comply with the regulations  relating to the diversification
requirements under section 817(h) of the Internal Revenue Code.

Important:  This information is a brief and selective summary of some of the tax
rules that apply to the Fund.  Because  tax matters  are highly  individual  and
complex, you should consult a qualified tax advisor.

Federal income taxation of subaccounts,  life insurance  companies and annuities
or life insurance policies is discussed in your annuity or life insurance policy
prospectus.

<PAGE>

About The Company
BUSINESS STRUCTURE
<TABLE>
<CAPTION>
<S>                   <C>                       <C>                       <C>                      <C>

                                                                            --------------------
                                                                              Annuity or life
                                                                            insurance contract
                                                                            owners invest in a
                                                                                subaccount
                                                                            --------------------
                                                                            ~/
                                                    --------------------    --------------------
                                                      Administrative        Subaccount invests
                                                      Services Agent:           in the Fund
                                                                            --------------------
                                                     American Express
                                                         Financial          ~/
                                                        Corporation

- -----------------------    --------------------                             --------------------     --------------------
     Sub-Advisor:          Investment Advisor:           Provides                                        Custodian:
   American Express         American Express        administrative and                                American Express
   Asset Management             Financial               accounting       <-                             Trust Company
  International Inc.           Corporation           services for the
    Subadvises AXP                                   Fund: receives a
 Variable Portfolio -                                  fee based on
 International Fund.                                      assets.

   Kenwood Capital
    Management LLC
                                                    --------------------
    Subadvises AXP      <-                      <-                               The Fund        ->
 Variable Portfolio -
 Small Cap Advantage
        Fund.

   American Express
Asset Mangement Group
         Inc.
    Subadvises AXP
 Variable Portfolio -
 Strategy Aggressive
        Fund.



- -----------------------
                                                    --------------------
                           Executes purchases       Investment Manager:                                   Provides
                              and sales and         IDS Life Insurance                                 safekeeping of
                               negotiates                 Company        <-                          assets: receives a
                              brokerage as                                                             fee that varies
                             directed by IDS                                                            based on the
                                  Life.                                                                   number of
                                                                                                      securities held.
                           --------------------                             --------------------     --------------------
                                                        Manages the                                  ~/
                                                                                                     --------------------
                                                    Fund's investments                                 Sub-Custodian:
                                                    and receives a fee
                                                     based on average                                 Bank of New York
                                                     daily net assets.
                                                    --------------------                             --------------------


</TABLE>

<PAGE>

ABOUT IDS LIFE AND AEFC
IDS Life is a stock life insurance  company  organized in 1957 under the laws of
the State of Minnesota and located at IDS Tower 10, Minneapolis,  MN 55440-0010.
IDS Life  conducts a  conventional  life  insurance  business in the District of
Columbia and all states except New York.


IDS  Life is a  wholly-owned  subsidiary  of  AEFC,  located  at IDS  Tower  10,
Minneapolis,  MN  55440-0010.  The AEFC  family  of  companies  offers  not only
insurance and annuities,  but also mutual funds,  investment  certificates and a
broad  range of  financial  management  services.  AEFC has been a  provider  of
financial  services  since 1894 and as of the end of the most recent fiscal year
managed more than $___ billion in assets.


AEFC 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.

YEAR 2000
The Fund could be adversely  affected if the  computer  systems used by AEFC and
the Fund's  other  service  providers  do not  properly  process  and  calculate
date-related  information from and after Jan. 1, 2000.  While Year  2000-related
computer  problems could have a negative  effect on the Fund, AEFC is working to
avoid such problems and to obtain  assurances  from service  providers that they
are taking similar steps.

The companies,  governments or  international  markets in which the Fund invests
also may be adversely  affected by Year 2000  issues.  To the extent a portfolio
holding is adversely affected by a Year 2000 processing issue, the Fund's return
could be adversely affected.


Financial Highlights

[Insert for 9 funds from Accounting]


<PAGE>

Additional  information  about the Fund and its  investments is available in the
Fund's SAI, annual and semiannual reports to shareholders.  In the Fund's annual
report,  you  will  find  a  discussion  of  market  conditions  and  investment
strategies that significantly affected the Fund during the last fiscal year. The
SAI is incorporated by reference in this prospectus. For a free copy of the SAI,
the annual report or the semiannual report, or to make inquiries about the Fund,
contact American Express Variable Portfolio Funds.

American Express Variable Portfolio Funds
IDS Tower 10
Minneapolis, MN 55440-0010
800-437-0602
TTY: 800-285-8846

You may review and copy  information  about the Fund,  including the SAI, at the
Securities  and Exchange  Commission's  (Commission)  Public  Reference  Room in
Washington,   D.C.  (for  information  about  the  public  reference  room  call
1-800-SEC-0330).  Reports and other  information about the Fund are available on
the Commission's Internet site at http://www.sec.gov. Copies of this information
may be obtained by writing and paying a duplicating fee to the Public  Reference
Section of the Commission, Washington, D.C. 20549-6009.

Investment Company Act File #s:

AXP  Variable  Portfolio -- Blue Chip  Advantage  Fund      811-3218
AXP  Variable Portfolio -- Bond Fund                        811-3219
AXP Variable  Portfolio -- Capital Resource Fund            811-3218
AXP Variable  Portfolio -- Cash  Management  Fund           811-3190
AXP Variable Portfolio -- Diversified  Equity Income Fund   811-4252
AXP Variable  Portfolio -- Extra  Income  Fund              811-3219
AXP  Variable  Portfolio -- Federal  Income Fund            811-3219
AXP  Variable  Portfolio -- Global Bond Fund                811-3219
AXP  Variable Portfolio -- Growth Fund                      811-3218
AXP Variable  Portfolio -- International  Fund              811-3218
AXP Variable  Portfolio -- Managed Fund                     811-4252
AXP Variable Portfolio -- New  Dimensions  Fund             811-3218
AXP Variable  Portfolio -- Small Cap Advantage Fund         811-3218
AXP Variable Portfolio -- Strategy Aggressive Fund          811-3218

<PAGE>

American Express(R)Variable Portfolio Funds

AXPsm Variable Portfolio - New Dimensions Fund

Prospectus
Oct. 29, 1999

Please note that the Fund:
o        is not a bank deposit
o        is not federally insured
o        is not endorsed by any bank or government agency
o        is not guaranteed to achieve its goal

Like all mutual funds,  the Securities and Exchange  Commission has not approved
or disapproved  these securities or passed upon the adequacy or accuracy of this
prospectus. Any representation to the contrary is a criminal offense.

<PAGE>

Table of  Contents

TAKE A CLOSER LOOK AT:


The Fund


Goal
Investment Strategy
Risks
Past Performance
Management

FEES AND EXPENSES
Shareholder Fees
Annual Fund Operating Expenses

BUYING AND SELLING SHARES
Valuing Fund Shares
Purchasing Shares
Transferring/Selling Shares

DISTRIBUTIONS AND TAXES


ABOUT THE COMPANY

FINANCIAL HIGHLIGHTS


<PAGE>


The Fund


Please  remember  that you may not buy (nor  will  you own)  shares  of the Fund
directly.  You invest by buying a variable  annuity or life insurance policy and
allocating  your  purchase  payments to the variable  subaccount or account (the
subaccount) that invests in the Fund.

The Fund was patterned after an existing retail fund managed by American Express
Financial  Corporation  (AEFC),  the  Fund's  investment  advisor.  The Fund has
substantially the same investment  policies,  goals and objectives as the retail
fund. In addition,  the Fund will be managed by the same  portfolio  manager and
will  have   substantially   similar  investment   strategies,   techniques  and
characteristics  as the retail  fund.  However,  the Fund is not the same as the
retail fund. The Fund will have its own portfolio  holdings and its own fees and
operating  expenses.  Therefore,  the  performance of the Fund may be greater or
less than the performance of the retail fund.

GOAL
The Fund seeks to provide shareholders with long-term growth of capital. Because
any investment involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY
The Fund primarily  invests in common stocks showing  potential for  significant
growth.  These  companies  often  operate in areas where  dynamic  economic  and
technological changes are occurring.  The Fund may invest up to 30% of its total
assets in foreign investments.

The  selection  of  common  stocks  is the  primary  decision  in  building  the
investment portfolio.

In pursuit of the Fund's goal,  AEFC,  the Fund's  investment  advisor,  chooses
investments by:

o    Identifying companies with:
     -effective management,
     -financial strength, and
     -competitive market position.

o    Selecting   companies  that  AEFC  believes  have  good  long-term   growth
     potential.

o    Considering opportunities and risks by reviewing interest rate and economic
     forecasts both domestically and abroad.

In evaluating whether to sell a security,  AEFC considers,  among other factors,
whether:
     - the security is overvalued relative to alternative  investments,
     - the company  has  met  AEFC's  earnings  and/or  growth  expectations,
     - political, economic, or other events could affect the company's
       performance,
     - AEFC wishes to minimize potential losses (i.e., in a market down-turn),
       and
     - AEFC identifies a more attractive opportunity.

Although not a primary  investment  strategy,  the Fund also may invest in other
instruments such as money market securities,  preferred stock, debt obligations,
derivative instruments and convertible securities.

During weak or declining markets or when growth opportunities are not available,
the Fund may invest more of its assets in money market securities.  Although the
Fund  primarily  will invest in these  securities to avoid losses,  this type of
investing  also could cause the Fund to lose the  opportunity  to participate in
market improvement. During these times, AEFC may make frequent securities trades
that could result in increased fees and expenses.

For more  information  on strategies  and  holdings,  see the Fund's SAI and the
annual/semiannual reports.

<PAGE>

RISKS
This Fund is designed for investors with  above-average  risk tolerance.  Please
remember  that with any mutual fund  investment  you may lose  money.  Principal
risks associated with an investment in the Fund include:

         Market Risk
         Style Risk
         Foreign/Emerging Markets Risk

Market Risk
The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the  economy,  industry or the market as a whole.  The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Style Risk
AEFC purchases  growth stocks based on the  expectation  that the companies will
have strong growth in earnings.  The price paid often  reflects an expected rate
of growth.  If that  growth  fails to occur,  the price of the stock may decline
significantly and quickly.

Foreign/Emerging Markets Risk
The following are all components of foreign/emerging markets risk:

         Country risk includes the political, economic and other conditions of a
country. These conditions include lack of publicly available  information,  less
government  oversight  (including  lack of  accounting,  auditing and  financial
reporting  standards),  the possibility of  government-imposed  restrictions and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social  and  political)  in  emerging  market  countries  as well  as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,   dependence  on  trade  partners  and  hostile  relations  with
neighboring countries.

PAST PERFORMANCE
The  following  bar chart  and table  indicate  the  risks  and  variability  of
investing in the Fund by showing:

o    how the Fund's  performance varied for each full calendar year shown on the
     chart below, and

o    how the Fund's  average  annual total returns  compare to other  recognized
     indexes.

How the Fund  performed  in the past does not indicate how the Fund will perform
in the future.

<PAGE>

AXP VP - New Dimensions Fund Performance (based on calendar years)
- -----------------------------------------------------------------------------

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




1989    1990    1991    1992    1993    1994     1995     1996     1997     1998

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was _____%  (quarter  ending  _____,  199_) and the lowest  return for a
calendar quarter was _____% (quarter ending _____, 19__).

The Fund's year to date return as of Sept. 30, 1999 was _____%.

Average Annual Total Returns (as of Dec. 31, 1998)


                             1 year                     Since inception

AXP VP - New Dimensions                                             *
Fund

S&P 500 Index

Lipper Growth Fund Index

*May 1, 1996

This table shows  total  returns  from a  hypothetical  investment  in the Fund.
Comparison  index returns are for the same  periods.  The results do not reflect
the expenses that apply to the variable  accounts or the policies.  Inclusion of
these charges would reduce total return for all periods shown.

For  purposes  of this  calculation,  information  about  the Fund  assumes  the
deduction of applicable  fund expenses and makes no  adjustments  for taxes that
may have been paid on the reinvested income and capital gains.

The S&P 500 Index,  an unmanaged list of common stocks,  is frequently used as a
general measure of market  performance.  The index reflects  reinvestment of all
distributions and changes in market prices, but excludes  brokerage  commissions
or other fees.  However,  the S&P 500 Index Companies are generally  larger than
those in which the Fund invests.

Lipper  Growth Fund Index,  an unmanaged  index  published by Lipper  Analytical
Services,  Inc.,  includes  30 funds  that are  generally  similar  to the Fund,
although some funds in the index may have somewhat different investment policies
or objectives.

The securities  included in the indexes may not be the same as those held by the
Fund.

MANAGEMENT
Gordon Fines manages the day-to-day  operations of AXP Variable  Portfolio - New
Dimensions  Fund. He joined AEFC in 1981 and currently  serves as vice president
and senior  portfolio  manager.  He also serves as  portfolio  manager of Growth
Trends Portfolio and leads the growth team for AEFC.

<PAGE>

Fees and Expenses

Fund investors pay various  expenses.  The summary below  describes the fees and
expenses  that you would pay if you buy a  variable  annuity  or life  insurance
policy and allocate your purchase payments to the subaccount that invests in the
Fund.

SHAREHOLDER FEES (fees paid directly from your investment)
Because the Fund is the underlying  investment vehicle for a variable annuity or
life insurance policy, there is no sales charge for the purchase or sale of Fund
shares.  However,  there may be charges associated with your annuity contract or
life insurance policy,  including those that may be associated with surrender or
withdrawal. Any charges that apply to the subaccount and your contract or policy
are described in the annuity or life insurance policy prospectus.

ANNUAL FUND OPERATING EXPENSES (expenses that are deducted from Fund assets)


o        Management Fees
         The Fund pays IDS Life Insurance  Company (IDS Life) a fee for managing
         its assets.  For the most recent fiscal year, the following  management
         fees were paid as a percentage of average daily net assets:


         AXP Variable Portfolio - New Dimensions Fund                       %



o        Distribution (12b-1) Fees
         The Fund adopted a plan under Rule 12b-1 of the Investment  Company Act
         of 1940.  The  Fund  pays IDS Life an  annual  fee of up to  0.125%  of
         average  daily net assets as payment  for  distributing  its shares and
         providing  shareholder  services.  Because  this fee is paid out of the
         Fund's  assets on an on-going  basis,  over time this fee will increase
         the cost of your  investment  and may cost you more than  paying  other
         types of sales charges.


o        Other Expenses
         The Fund  pays  taxes,  brokerage  commissions  and  other  nonadvisory
         expenses including administrative and accounting services.


Buying and Selling Shares

VALUING FUND SHARES
The net asset value  (NAV) is the value of a single Fund share.  The NAV usually
changes daily,  and is calculated at the close of business of the New York Stock
Exchange,  normally 3 p.m. Central  Standard Time (CST),  each business day (any
day the New York Stock Exchange is open).

The Fund's  investments are valued based on market  quotations,  or where market
quotations are not readily available, based on methods selected in good faith by
the board. If the Fund's  investment  policies permit it to invest in securities
that are listed on foreign stock  exchanges that trade on weekends or other days
when the Fund does not  price its  shares,  the value of the  Fund's  underlying
investments  may  change on days  when you  could not buy or sell  shares of the
Fund. Please see the SAI for further information.

PURCHASING SHARES
You may not buy (nor will you own)  shares of the Fund  directly.  You invest by
buying a variable  annuity or life insurance policy and allocating your purchase
payments to the subaccount that invests in the Fund. Your purchase price will be
the next  NAV  calculated  after  your  request  is  received  by the Fund or an
authorized insurance company.

For further  information  concerning minimum and maximum payments and submission
and acceptance of your  application,  see your annuity or life insurance  policy
prospectus.

<PAGE>

TRANSFERRING/SELLING SHARES
There is no sales charge for the sale of Fund  shares,  but there may be charges
associated  with the surrender or  withdrawal  of your annuity  contract or life
insurance policy.  Any charges that apply to the subaccount and your contract or
policy are described in your annuity or life insurance policy prospectus.

You may transfer  all or part of your value in a subaccount  investing in shares
of the Fund to one or more of the other subaccounts investing in shares of other
funds with different investment objectives.

You may sell any shares you have  allocated to the  subaccounts.  IDS Life or an
authorized  agent will mail your payment within seven days after  accepting your
surrender or withdrawal request. The amount you receive may be more or less than
the amount you invested.  Your sale price will be the next NAV calculated  after
your request is received by the Fund or an authorized insurance company.

Please  refer to your  annuity  or life  insurance  policy  prospectus  for more
information  about  transfers  among  subaccounts  as  well  as  surrenders  and
withdrawals.

Distributions and Taxes

The Fund distributes to shareholders  (subaccounts)  dividends and capital gains
to qualify as a  regulated  investment  company  and to avoid  paying  corporate
income and excise taxes.


DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS
The  Fund's  net  investment   income  is   distributed   to  the   shareholders
(subaccounts)  as dividends.  Capital gains are realized when a security is sold
for a higher price than was paid for it. Each  realized  capital gain or loss is
either long-term or short-term depending on the length of time the Fund held the
security.  Realized  capital gains or losses offset each other. The Fund offsets
any net realized  capital gains by any available  capital loss  carryovers.  Net
short-term  capital gains are included in net  investment  income.  Net realized
long-term capital gains, if any, are distributed by the end of the calendar year
as capital gain distributions.


REINVESTMENT
Since the distributions are automatically  reinvested in additional Fund shares,
the total value of your holdings will not change.  The reinvestment price is the
next calculated NAV after the distribution is paid.

TAXES
The Fund intends to comply with the regulations  relating to the diversification
requirements under section 817(h) of the Internal Revenue Code.

Important:  This information is a brief and selective summary of some of the tax
rules that apply to the Fund.  Because  tax matters  are highly  individual  and
complex, you should consult a qualified tax advisor.

Federal income taxation of subaccounts,  life insurance  companies and annuities
or life insurance policies is discussed in your annuity or life insurance policy
prospectus.

<PAGE>

About The Company
BUSINESS STRUCTURE
<TABLE>
<CAPTION>
<S>                         <C>                      <C>                       <C>
                                                       --------------------
                                                         Annuity or life
                                                       insurance contract
                                                       owners invest in a
                                                           subaccount
                                                       --------------------
                                                       ~/
                               --------------------    --------------------
                                 Administrative        Subaccount invests
                                 Services Agent:           in the Fund
                                                       --------------------
                                American Express
                                    Financial          ~/
                                   Corporation

      --------------------                             --------------------     --------------------
      Investment Advisor:           Provides                                        Custodian:
       American Express        administrative and                                American Express
           Financial               accounting       <-                             Trust Company
          Corporation           services for the
                                Fund: receives a
                                  fee based on
                                     assets.
                               --------------------
                           <-                               The Fund        ->
                               --------------------
      Executes purchases       Investment Manager:                                   Provides
         and sales and         IDS Life Insurance                                 safekeeping of
          negotiates                 Company        <-                          assets: receives a
         brokerage as                                                             fee that varies
        directed by IDS                                                            based on the
             Life.                                                                   number of
                                                                                 securities held.
      --------------------                             --------------------     --------------------
                                   Manages the                                  ~/
                                                                                --------------------
                               Fund's investments                                 Sub-Custodian:
                               and receives a fee
                                based on average                                 Bank of New York
                                daily net assets.
                               --------------------                             --------------------


</TABLE>

<PAGE>

ABOUT IDS LIFE AND AEFC
IDS Life is a stock life insurance  company  organized in 1957 under the laws of
the State of Minnesota and located at IDS Tower 10, Minneapolis,  MN 55440-0010.
IDS Life  conducts a  conventional  life  insurance  business in the District of
Columbia and all states except New York.


IDS  Life is a  wholly-owned  subsidiary  of  AEFC,  located  at IDS  Tower  10,
Minneapolis,  MN  55440-0010.  The AEFC  family  of  companies  offers  not only
insurance and annuities,  but also mutual funds,  investment  certificates and a
broad  range of  financial  management  services.  AEFC has been a  provider  of
financial  services  since 1894 and as of the end of the most recent fiscal year
managed more than $___ billion in assets.


AEFC 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.

YEAR 2000
The Fund could be adversely  affected if the  computer  systems used by AEFC and
the Fund's  other  service  providers  do not  properly  process  and  calculate
date-related  information from and after Jan. 1, 2000.  While Year  2000-related
computer  problems could have a negative  effect on the Fund, AEFC is working to
avoid such problems and to obtain  assurances  from service  providers that they
are taking similar steps.

The companies,  governments or  international  markets in which the Fund invests
also may be adversely  affected by Year 2000  issues.  To the extent a portfolio
holding is adversely affected by a Year 2000 processing issue, the Fund's return
could be adversely affected.


Financial Highlights

[Insert from Accounting]


<PAGE>


Additional  information  about the Fund and its  investments is available in the
Fund's SAI, annual and semiannual reports to shareholders.  In the Fund's annual
report,  you  will  find  a  discussion  of  market  conditions  and  investment
strategies that significantly affected the Fund during the last fiscal year. The
SAI is incorporated by reference in this prospectus. For a free copy of the SAI,
the annual report or the semiannual report, or to make inquiries about the Fund,
contact American Express Variable Portfolio Funds.


American Express Variable Portfolio Funds
IDS Tower 10
Minneapolis, MN 55440-0010
800-437-0602
TTY: 800-285-8846

You may review and copy  information  about the Fund,  including the SAI, at the
Securities  and Exchange  Commission's  (Commission)  Public  Reference  Room in
Washington,   D.C.  (for  information  about  the  public  reference  room  call
1-800-SEC-0330).  Reports and other  information about the Fund are available on
the Commission's Internet site at http://www.sec.gov. Copies of this information
may be obtained by writing and paying a duplicating fee to the Public  Reference
Section of the Commission, Washington, D.C. 20549-6009.


Investment Company Act File #811-3218


<PAGE>
                       STATEMENT OF ADDITIONAL INFORMATION

                                       FOR

                 AXPSM Variable Portfolio - Income Series, Inc.
                      AXPSM Variable Portfolio - Bond Fund
                      AXPSM Variable Portfolio - Extra Income Fund
                      AXPSM Variable Portfolio - Federal Income Fund
                      AXPSM Variable Portfolio - Global Bond Fund
                 AXPSM Variable Portfolio - Investment Series, Inc.
                      AXPSM Variable Portfolio - Blue Chip Advantage Fund
                      AXPSM Variable Portfolio - Capital Resource Fund
                      AXPSM Variable Portfolio - Growth Fund
                      AXPSM Variable Portfolio - International Fund
                      AXPSM Variable Portfolio - New Dimensions Fund
                      AXPSM Variable Portfolio - Small Cap Advantage Fund
                      AXPSM Variable Portfolio - Strategy Aggressive Fund
                 AXPSM Variable Portfolio - Managed Series, Inc.
                      AXPSM Variable Portfolio - Diversified Equity Income Fund
                      AXPSM Variable Portfolio - Managed Fund
                 AXPSM Variable Portfolio - Money Market Series, Inc.
                      AXPSM Variable Portfolio - Cash Management Fund

(singularly and collectively, where the context requires, referred to as the
 Fund)

                                  Oct. 29, 1999

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
most recent Annual Report to  Shareholders  (Annual Report) that may be obtained
from your  financial  advisor  or by  writing to  American  Express(R)  Variable
Portfolio  Funds,  IDS  Tower  10,  Minneapolis,  MN  55440-0010  or by  calling
800-437-0602.

The Independent Auditors' Report and the Financial  Statements,  including Notes
to the  Financial  Statements  and the Schedule of  Investments  in  Securities,
contained in the Annual Report are  incorporated  in this SAI by  reference.  No
other portion of the Annual Report,  however, is incorporated by reference.  The
prospectus for the Fund,  dated the same date as this SAI, also is  incorporated
in this SAI by reference.

<PAGE>

                                TABLE OF CONTENTS


Fundamental Investment Policies.........................................p.

Investment Strategies and Types of Investments..........................p.

Information Regarding Risks and Investment Strategies...................p.

Security Transactions...................................................p.

Brokerage Commissions Paid to Brokers Affiliated with IDS Life..........p.

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

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

Selling Shares..........................................................p.


[Capital Loss Carryover................................................p.]


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

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

Organizational Information..............................................p.

Board Members and Officers..............................................p.


Compensation for Board Members..........................................p.

[Principal Holders of Securities.......................................p.]


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

Appendix:  Description of Ratings.......................................p.

<PAGE>

FUNDAMENTAL INVESTMENT POLICIES
- --------------------------------------------------------------------------------


Throughout this SAI, the funds are referred to as follows:

AXP Variable  Portfolio - Blue Chip  Advantage  Fund (Blue Chip  Advantage)
AXP Variable  Portfolio - Bond Fund (Bond)
AXP Variable Portfolio - Capital Resource Fund (Capital  Resource)
AXP Variable Portfolio - Cash  Management  Fund (Cash Management)
AXP Variable Portfolio - Diversified Equity Income Fund (Diversified Equity
Income)
AXP Variable Portfolio - Extra  Income Fund (Extra  Income)
AXP Variable Portfolio - Federal  Income Fund  (Federal)
AXP Variable Portfolio - Global Bond Fund (Global Bond)
AXP Variable Portfolio - Growth Fund (Growth)
AXP Variable Portfolio - International Fund (International)
AXP Variable Portfolio - Managed  Fund  (Managed)
AXP Variable Portfolio - New  Dimensions  Fund (New Dimensions)
AXP Variable Portfolio - Small Cap Advantage  Fund  (Small  Cap Advantage)
AXP Variable Portfolio - Strategy Aggressive  Fund  (Strategy Aggressive)


Fundamental  investment  policies  adopted by the Fund cannot be changed without
the approval of a majority of the outstanding  voting  securities of the Fund as
defined in the Investment Company Act of 1940, as amended (the 1940 Act).

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.

The policies  below are  fundamental  policies that apply to the Fund and may be
changed  only with  shareholder  approval.  Unless  holders of a majority of the
outstanding voting securities agree to make the change, the Fund will not:


Blue Chip Advantage


o    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.

o    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.

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

o    Concentrate in any one industry. According to the present interpretation by
     the Securities and Exchange  Commission  (SEC), this means no more than 25%
     of the  Fund's  total  assets,  based on  current  market  value at time of
     purchase, can be invested in any one industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

<PAGE>

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

o    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.

o    Issue senior securities, except as permitted under the 1940 Act.

o    Lend Fund securities in excess of 30% of its net assets.

o    Make a loan  of any  part  of its  assets  to  American  Express  Financial
     Corporation (AEFC), to the board members and officers of AEFC or to its own
     board members and officers.

Bond

o    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.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    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 the Fund's total assets  (including  borrowings)  less liabilities
     (other than borrowings) immediately after the borrowing.  The Fund will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

o    Lend Fund  securities  in excess of 30% of the  Fund's net  assets,  at
     market value.

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    Concentrate in any one industry. According to the present interpretation by
     the SEC,  this means no more than 25% of a Fund's  total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    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.

o    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.

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

<PAGE>

Capital Resource

o    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.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    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 the Fund's total assets  (including  borrowings)  less liabilities
     (other than borrowings) immediately after the borrowing.  The Fund will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

o    Lend Fund  securities  in excess of 30% of the  Fund's net  assets,  at
     market value.

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    Concentrate in any one industry. According to the present interpretation by
     the SEC,  this means no more than 25% of a Fund's  total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    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.

o    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.

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

Cash Management

o    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.

o    Buy on margin or sell short.

o    Invest in a company to control or manage it.

o    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 the fund's total assets  (including  borrowings)  less liabilities
     (other than borrowings) immediately after the borrowing.  The Fund will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

<PAGE>

o    Lend Fund  securities  in excess of 30% of the  Fund's net  assets,  at
     market value.

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    Purchase  common  stocks,   preferred   stocks,   warrants,   other  equity
     securities, corporate bonds or debentures, state bonds, municipal bonds, or
     industrial revenue bonds.

o    Make cash loans. However, the Fund does make short-term investments which
     it may have an agreement with the seller to reacquire

o    Buy or sell real estate, commodities or commodity contracts.

o    Intentionally  invest  more than 25% of the Fund's  assets  taken at market
     value in any particular industry,  except with respect to investing in U.S.
     government  or agency  securities  and bank  obligations.  Investments  are
     varied according to what is judged  advantageous  under different  economic
     conditions.

Diversified Equity Income

o    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.

o    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.

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

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

o    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.

<PAGE>

o    Issue senior securities, except as permitted under the 1940 Act.

o    Lend Fund securities in excess of 30% of its net assets.

Extra Income

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    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.

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

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

o    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.

o    Lend Fund securities in excess of 30% of its net assets.

o    Issue senior securities,  except as permitted under the Investment Company
     Act of 1940.

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market value at the time of  purchase,  can be invested in any one
     industry.

Federal Income

o    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.

o    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.

<PAGE>

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

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

o    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.

o    Issue senior securities, except as permitted under the 1940 Act.

o    Lend Fund securities in excess of 30% of its net assets.

o    Make a loan  of any  part  of its  assets  to  American  Express  Financial
     Corporation (AEFC), to the board members and officers of AEFC or to its own
     board members and officers.

Global Bond

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

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

o    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.

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

<PAGE>

o    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.

o    Make a loan  of any  part of its  assets  to  AEFC,  to the  directors  and
     officers of AEFC or to its own directors and officers.

o    Lend Fund securities in excess of 30% of its net assets.

o    Issue senior securities,  except as permitted under the Investment Company
     Act of 1940.

Growth

o    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.

o    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.

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

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

o    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.

o    Issue senior securities, except as permitted under the 1940 Act.

o    Lend Fund securities in excess of 30% of its net assets.

o    Make a loan  of any  part  of its  assets  to  American  Express  Financial
     Corporation (AEFC), to the board members and officers of AEFC or to its own
     board members and officers.

<PAGE>

International

o    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.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    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 the Fund's total assets  (including  borrowings)  less liabilities
     (other than borrowings) immediately after the borrowing.  The Fund will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

o    Lend Fund  securities  in excess of 30% of the  Fund's net  assets,  at
     market value.

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    Concentrate in any one industry. According to the present interpretation by
     the SEC,  this means no more than 25% of a Fund's  total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    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.

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

o    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.

o    Make a loan  of any  part of its  assets  to  AEFC,  to its  directors  and
     officers or to its own directors and officers.

o    Issue senior securities,  except as permitted under the Investment Company
     Act of 1940.

Managed

o    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.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    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 the Fund's total assets  (including  borrowings)  less liabilities
     (other than borrowings) immediately after the borrowing.  The Fund will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

<PAGE>

o    Lend Fund  securities  in excess of 30% of the  Fund's net  assets,  at
     market value.

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    Concentrate in any one industry. According to the present interpretation by
     the SEC,  this means no more than 25% of a Fund's  total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    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.

o    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.

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

o    Make a loan  of any  part of its  assets  to  AEFC,  to its  directors  and
     officers or to its own directors and officers.

o    Issue senior securities,  except as permitted under the Investment Company
     Act of 1940.

New Dimensions

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    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.

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

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

<PAGE>

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

o    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.

o    Make a loan  of any  part of its  assets  to  AEFC,  to the  directors  and
     officers of AEFC or to its own directors and officers.

o    Lend Fund securities in excess of 30% of its net assets.

Small Cap Advantage

o    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.

o    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.

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

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

o    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.

o    Issue senior securities, except as permitted under the 1940 Act.

o    Lend Fund securities in excess of 30% of its net assets.

<PAGE>

Strategy Aggressive

o    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.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    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 the Fund's total assets  (including  borrowings)  less liabilities
     (other than borrowings) immediately after the borrowing.  The Fund will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

o    Lend Fund  securities  in excess of 30% of the  Fund's net  assets,  at
     market value.

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    Concentrate in any one industry. According to the present interpretation by
     the Securities and Exchange  Commission  (SEC), this means no more than 25%
     of a  Fund's  total  assets,  based  on  current  market  value  at time of
     purchase, can be invested in any one industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    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.

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

o    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.

o    Make a loan  of any  part of its  assets  to  AEFC,  to its  directors  and
     officers or to its own directors and officers.

Except  for  the  fundamental   investment  policies  listed  above,  the  other
investment  policies  described  in the  prospectus  and in  this  SAI  are  not
fundamental and may be changed by the board at any time.

<PAGE>

INVESTMENT STRATEGIES AND TYPES OF INVESTMENTS
- -------------------------------------------------------------------------------

This table shows various  investment  strategies and investments that many funds
are  allowed  to  engage  in and  purchase.  It also  lists  certain  percentage
guidelines that are generally  followed by the Fund's investment  manager.  This
table is intended to show the breadth of investments that the investment manager
may make on behalf of the Fund. For a description of principal risks, please see
the prospectus.  Notwithstanding  the Fund's ability to utilize these strategies
and  techniques,  the  investment  manager is not  obligated  to use them at any
particular time. For example,  even though the investment  manager is authorized
to adopt  temporary  defensive  positions  and is authorized to attempt to hedge
against  certain  types  of risk,  these  practices  are left to the  investment
manager's sole discretion.
<TABLE>
<CAPTION>

- ----------------------------------------------- ----------------------------------------------------------------------
Investment strategies & types of investments:                               Allowable for
                                                                              the Fund?

- ----------------------------------------------- ----------------------------------------------------------------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
<S>                                           <C>            <C>            <C>          <C>           <C>
                                                                                                         Diversified
                                                 Blue Chip                     Capital         Cash         Equity
                                                 Advantage     Bond Fund      Resource      Management      Income
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Agency and Government Securities                    yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Borrowing                                           yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Cash/Money Market Instruments                       yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Collateralized Bond Obligations                     yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Commercial Paper                                    yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Common Stock                                        yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Convertible Securities                              yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Corporate Bonds                                     yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Debt Obligations                                    yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Depositary Receipts                                 yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Derivative Instruments                              yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Foreign Currency Transactions                       yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Foreign Securities                                  yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
High-Yield (High-Risk) Securities (Junk Bonds)       no           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Illiquid and Restricted Securities                  yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Indexed Securities                                  yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Inverse Floaters                                     no           yes            no             no            no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Investment Companies                                yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Lending of Portfolio Securities                     yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Loan Participations                                 yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Mortgage- and Asset-Backed Securities                no           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Mortgage Dollar Rolls                                no           yes            no             no            no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Municipal Obligations                               yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Preferred Stock                                     yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Real Estate Investment Trusts                       yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Repurchase Agreements                               yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Reverse Repurchase Agreements                       yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Short Sales                                          no            no            no             no            no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Sovereign Debt                                      yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Structured Products                                 yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Variable- or Floating-Rate Securities               yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Warrants                                            yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
When-Issued Securities                              yes           yes            yes            no           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Zero-Coupon, Step-Coupon, and Pay-in-Kind           yes           yes            yes            no           yes
Securities

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

<PAGE>

- ----------------------------------------------- ----------------------------------------------------------------------
Investment strategies & types of investments:                               Allowable for
                                                                              the Fund?

- ----------------------------------------------- ----------------------------------------------------------------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
                                                                Federal
                                                Extra Income     Income      Global Bond      Growth     International
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Agency and Government Securities                    yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Borrowing                                           yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Cash/Money Market Instruments                       yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Collateralized Bond Obligations                     yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Commercial Paper                                    yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Common Stock                                        yes            no            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Convertible Securities                              yes            no            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Corporate Bonds                                     yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Debt Obligations                                    yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Depositary Receipts                                 yes            no            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Derivative Instruments                              yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Foreign Currency Transactions                       yes            no            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Foreign Securities                                  yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
High-Yield (High-Risk) Securities (Junk Bonds)      yes            no            yes            no            no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Illiquid and Restricted Securities                  yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Indexed Securities                                  yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Inverse Floaters                                    yes           yes            yes            no            no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Investment Companies                                yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Lending of Portfolio Securities                     yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Loan Participations                                 yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Mortgage- and Asset-Backed Securities               yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Mortgage Dollar Rolls                               yes           yes            yes            no            no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Municipal Obligations                               yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Preferred Stock                                     yes            no            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Real Estate Investment Trusts                       yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Repurchase Agreements                               yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Reverse Repurchase Agreements                       yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Short Sales                                          no            no            no             no            no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Sovereign Debt                                      yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Structured Products                                 yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Variable- or Floating-Rate Securities               yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Warrants                                            yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
When-Issued Securities                              yes           yes            yes           yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Zero-Coupon, Step-Coupon, and Pay-in-Kind           yes           yes            yes           yes           yes
Securities

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

<PAGE>

- ----------------------------------------------- ----------------------------------------------------------------------
Investment strategies & types of investments:                               Allowable for
                                                                              the Fund?

- ----------------------------------------------- ----------------------------------------------------------------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
                                                                  New         Small Cap      Strategy
                                                  Managed      Dimensions     Advantage     Aggressive
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Agency and Government Securities                    yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Borrowing                                           yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Cash/Money Market Instruments                       yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Collateralized Bond Obligations                     yes           yes            no            yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Commercial Paper                                    yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Common Stock                                        yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Convertible Securities                              yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Corporate Bonds                                     yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Debt Obligations                                    yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Depositary Receipts                                 yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Derivative Instruments                              yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Foreign Currency Transactions                       yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Foreign Securities                                  yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
High-Yield (High-Risk) Securities (Junk Bonds)      yes           yes            no            yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Illiquid and Restricted Securities                  yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Indexed Securities                                  yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Inverse Floaters                                    yes            no            no             no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Investment Companies                                yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Lending of Portfolio Securities                     yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Loan Participations                                 yes           yes            no            yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Mortgage- and Asset-Backed Securities               yes           yes            no            yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Mortgage Dollar Rolls                               yes            no            no             no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Municipal Obligations                               yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Preferred Stock                                     yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Real Estate Investment Trusts                       yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Repurchase Agreements                               yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Reverse Repurchase Agreements                       yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Short Sales                                          no            no            no             no
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Sovereign Debt                                      yes           yes            no            yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Structured Products                                 yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Variable- or Floating-Rate Securities               yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Warrants                                            yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
When-Issued Securities                              yes           yes            yes           yes
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
- ----------------------------------------------- ------------- ------------- -------------- ------------- -------------
Zero-Coupon, Step-Coupon, and Pay-in-Kind           yes           yes            yes           yes
Securities
</TABLE>

<PAGE>

The following are guidelines that may be changed by the board at any time:


Blue Chip Advantage


o    The Fund may invest up to 20% of its total assets in foreign investments
     included in the market index.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    The Fund  will not buy on margin or sell  short,  except  the Fund may make
     margin  payments in  connection  with  transactions  in stock index futures
     contracts.

o    The Fund will not invest in a company to control or manage it.

o    The Fund will not invest more than 10% of its total assets in securities of
     investment companies.

o    Under  normal  market  conditions,  the Fund does not intend to commit more
     than  5%  of  its  total  assets  to  when-issued   securities  or  forward
     commitments.


Bond Fund

o    Under normal market conditions, at least 65% of the Fund's total assets
     will be invested in bonds.

o    At least 50% of the Fund's  net  assets  will be  invested  in bonds  rated
     investment  - grade,  unrated  corporate  bonds that are  believed to be of
     investment grade quality, and government bonds.

o    The Fund may invest up to 25% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily,  less than 25% of the Fund's  total  assets are invested i
     money market instruments.

o    The Fund will not buy on margin or sell  short,  except  the Fund may enter
     into interest rate futures contracts.

o    The Fund will not invest more than 10% of its total assets in securities of
     investment companies.

Capital Resource

o    The Fund may invest up to 25% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

<PAGE>

o    Ordinarily,  less than 25% of the Fund's  total  assets are invested in
     money market instruments.

o    The Fund will not buy on margin or sell  short,  except  the Fund may enter
     into stock index futures contracts.

o    The Fund will not invest in a company to control or manage it.

o    The Fund will not invest more than 10% of its total assets in securities
     of investment companies.

Cash Management

o    The Fund may invest up to 25% of its total assets in foreign investments.

o    The Fund will not invest in securities that are not readily marketable.

o    The Fund may  invest  in  commercial  paper  rated  in the  highest  rating
     category  by  at  least  two  nationally   recognized   statistical  rating
     organizations  (or by one, if only one rating is  assigned)  and in unrated
     paper determined by the board of directors to be of comparable quality. The
     Fund also may invest up to 5% of its assets in commercial  paper  receiving
     the  second  highest  rating  or  in  unrated  paper  determined  to  be of
     comparable quality.

o    Invest in an  investment  company  beyond 5% of its total  assets  taken at
     market and then only on the open market  where the  dealer's  or  sponsor's
     profit is limited to the  regular  commission.  However,  the Fund will not
     purchase or retain the securities of other open-end investment companies.

Diversified Equity Income

o    Under normal  market  conditions,  the Fund will invest at least 65% of its
     net assets in dividend-paying common and preferred stocks.

o    No more than 20% of the Fund's net assets may be  invested  in bonds  below
     investment grade unless the bonds are convertible securities.

o    The Fund may invest up to 25% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily,  less than 25% of the Fund's  total  assets are invested in
     money market instruments.

o    The Fund  will not buy on margin or sell  short,  except  the Fund may make
     margin payments in connection with transactions in futures contracts.

o    The Fund will not invest in a company to control or manage it.

o    The Fund will not invest more than 10% of its total assets in securities o
     investment companies.

o    Under  normal  market  conditions,  the Fund does not intend to commit more
     than  5%  of  its  total  assets  to  when-issued   securities  or  forward
     commitments.

<PAGE>

Extra Income

o    The Fund  may  invest  up to 10% of its  total  assets  in  common  stocks,
     preferred  stocks that do not pay dividends and warrants to purchase common
     stocks.

o    The Fund may invest up to 25% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily, less than 25% of the Fund's  total assets are invested in money
     market instruments.

o    The Fund will not invest more than 10% of its total assets in securities of
     investment companies.

o    The Fund will not invest in a company to control or manage it.

o    The Fund will not buy on margin or sell  short,  except  the Fund may enter
     into interest rate future contracts.

Federal Income

o    Under  normal  market  conditions,  at least 65% of the Fund's total assets
     will be invested in  securities  issued or  guaranteed  as to principal and
     interest by the U.S. government, its agencies or instrumentalities.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily,  less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund will not buy on margin or sell  short,  except  the Fund may enter
     into interest rate futures contracts.

o    The Fund will not invest more than 10% of its total assets in securities of
     investment companies.

o    The Fund will not invest in a company to control or manage it.

Global Bond

o    Under normal market conditions,  at least 80% of the Fund's net assets will
     be investment - grade  corporate or government debt  securities,  including
     money market  instruments,  of issuers  located in at least three different
     countries.

o    The Fund may not purchase debt securities rated lower than B by Moody's
     Investors Service Inc. or the equivalent.

<PAGE>

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily, less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund will not buy on margin or sell short, but the Fund may make margin
     payments in connection with transactions in futures contracts.

o    The Fund will not invest more than 10% of its total assets in securities of
     investment companies.

o    The Fund will not invest in a company to control or manage it.

Growth

o    The Fund will not invest in bonds rated below investment grade.

o    The Fund may invest up to 25% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily, less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund  will not buy on margin or sell  short,  except  the Fund may make
     margin  payments in  connection  with  transactions  in stock index futures
     contracts.

o    The Fund will not invest more than 10% of its total assets in securities of
     investment companies.

o    The Fund will not invest in a company to control or manage it.

o    Under  normal  market  conditions,  the Fund does not intend to commit more
     than  5%  of  its  total  assets  to  when-issued   securities  or  forward
     commitments.

International

o    Under  normal  market  conditions,  at least 65% of the Fund's total assets
     will be invested in common  stocks or  securities  convertible  into common
     stocks of issuers invested in at least three foreign countries.

o    Normally, investments in U.S. issuers will constitute less than 20% of the
     Fund's portfolio.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

<PAGE>

o    Ordinarily,  less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund will not buy on margin or sell  short,  except  the Fund may enter
     into stock index futures contracts.

o    The Fund will not invest in a company to control or manage it.

o    The Fund will not invest in securities of  investment  companies  except by
     purchase in the open market where the  dealer's or sponsor's  profit is the
     regular commission.  If any such investment is ever made, not more than 10%
     of the Fund's net assets, at market, will be so invested.

Managed

o    Under normal market conditions, the Fund invests at least 50% of its total
     assets in common stocks.

o    The Fund may invest up to 25% of its total assets in foreign investment.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are  illiquid.

o    Ordinarily,  less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund  will not buy on margin or sell  short,  except it may enter  into
     stock index futures and interest rate futures contracts.

o    The Fund will not invest in a company to control or manage it.

o    The Fund will not invest more than 10% of its total assets in securities of
     investment companies.

New Dimensions

o    The Fund may invest up to 30% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily, less than 25% of the Fund's  total assets are invested in money
     market instruments.

o    The Fund will not buy on margin or sell short, but the Fund may make margin
     payments in connection with transactions in stock index futures contracts.

o    The Fund will not invest more than 10% of its assets in securities of
     investment companies.

o    The Fund will not invest in a company to control or manage it.

<PAGE>

Small Cap Advantage

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily,  less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund  will not buy on margin or sell  short,  except  the Fund may make
     margin payments in connection with transactions in derivative instruments.

o    The Fund will not invest more than 10% of its total assets in securities
     of investment companies.

o    Under  normal  market  conditions,  the Fund does not intend to commit more
     than  5%  of  its  total  assets  to  when-issued   securities  or  forward
     commitments.

Strategy Aggressive

o    The Fund may invest up to 25% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily, less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund will not buy on margin or sell  short,  except  the Fund may enter
     into stock index futures contracts.

o    The Fund will not invest in a company to control or manage it.

o    The Fund will not invest more than 10% of its total assets in securities
     of investment companies.

<PAGE>

INFORMATION REGARDING RISKS AND INVESTMENT STRATEGIES
- --------------------------------------------------------------------------------

RISKS

The  following  is a summary  of common  risk  characteristics.  Following  this
summary is a description of certain  investments  and investment  strategies and
the risks  most  commonly  associated  with them  (including  certain  risks not
described below and, in some cases, a more  comprehensive  discussion of how the
risks apply to a particular investment or investment strategy).  Please remember
that a mutual  fund's  risk  profile  is largely  defined by the fund's  primary
securities and investment strategies.  However, most mutual funds are allowed to
use certain  other  strategies  and  investments  that may have  different  risk
characteristics. Accordingly, one or more of the following types of risk will be
associated  with the Fund at any time (for a  description  of  principal  risks,
please see the prospectus):

Call/Prepayment Risk

The risk that a bond or other security might be called (or otherwise  converted,
prepaid,  or redeemed) before maturity.  This type of risk is closely related to
"reinvestment risk."

Correlation Risk

The risk that a given  transaction  may fail to achieve its objectives due to an
imperfect  relationship  between  markets.  Certain  investments  may react more
negatively than others in response to changing market conditions.

Credit Risk

The risk that the issuer of a security, or the counterparty to a contract,  will
default or  otherwise  become  unable to honor a financial  obligation  (such as
payments due on a bond or a note). The price of junk bonds may react more to the
ability of the issuing  company to pay interest and  principal  when due than to
changes in interest  rates.  They have greater price  fluctuations  and are more
likely to experience a default.

Event Risk

Occasionally,  the value of a security may be seriously and unexpectedly changed
by a natural or industrial accident or occurrence.

Foreign/Emerging Markets Risk

The following are all components of foreign/emerging markets risk:

         Country risk includes the political,  economic, and other conditions of
a country. These conditions include lack of publicly available information, less
government  oversight  (including  lack of accounting,  auditing,  and financial
reporting standards),  the possibility of government-imposed  restrictions,  and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

<PAGE>

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social,  and  political)  in  emerging  market  countries  as well as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,  dependence  on  trade  partners,  and  hostile  relations  with
neighboring countries.

Inflation Risk

Also known as  purchasing  power risk,  inflation  risk  measures the effects of
continually rising prices on investments. If an investment's yield is lower than
the rate of inflation,  your money will have less purchasing  power as time goes
on.

Interest Rate Risk

The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall). In general, the longer the maturity of a debt obligation,  the higher its
yield and the greater the sensitivity to changes in interest rates.

Issuer Risk

The risk that an  issuer,  or the value of its  stocks  or bonds,  will  perform
poorly. Poor performance may be caused by poor management decisions, competitive
pressures, breakthroughs in technology, reliance on suppliers, labor problems or
shortages, corporate restructurings, fraudulent disclosures, or other factors.

Legal/Legislative Risk

Congress and other  governmental  units have the power to change  existing  laws
affecting securities. A change in law might affect an investment adversely.

Leverage Risk

Some derivative  investments (such as options,  futures,  or options on futures)
require  little or no initial  payment  and base their  price on a  security,  a
currency,  or an index. A small change in the value of the underlying  security,
currency,  or  index  may  cause a  sizable  gain or  loss in the  price  of the
instrument.

Liquidity Risk

Securities  may be  difficult  or  impossible  to sell at the time that the Fund
would  like.  The  Fund  may  have  to  lower  the  selling  price,  sell  other
investments, or forego an investment opportunity.

Management Risk

The risk that a strategy or selection method utilized by the investment  manager
may fail to  produce  the  intended  result.  When all other  factors  have been
accounted for and the investment manager chooses an investment,  there is always
the possibility that the choice will be a poor one.

<PAGE>

Market Risk

The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the economy,  industry,  or the market as a whole. The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Reinvestment Risk

The risk that an investor will not be able to reinvest their income or principal
at the same rate as it currently is earning.

Sector/Concentration Risk

Investments that are concentrated in a particular issuer,  geographic region, or
industry will be more  susceptible  to changes in price (the more you diversify,
the more you spread risk).

Small Company Risk

Investments  in small and medium  companies  often  involve  greater  risks than
investments  in larger,  more  established  companies  because  small and medium
companies  may lack the  management  experience,  financial  resources,  product
diversification,  and competitive strengths of larger companies. In addition, in
many  instances  the  securities  of small and medium  companies are traded only
over-the-counter  or on regional  securities  exchanges  and the  frequency  and
volume  of their  trading  is  substantially  less  than is  typical  of  larger
companies.

<PAGE>

INVESTMENT STRATEGIES

The following  information  supplements the discussion of the Fund's  investment
objectives, policies, and strategies that are described in the prospectus and in
this SAI. The following describes many strategies that many mutual funds use and
types of securities  that they  purchase.  Please refer to the section  entitled
Investment  Strategies  and Types of  Investments to see which are applicable to
the Fund.

Agency and Government Securities

The U.S.  government and its agencies issue many different  types of securities.
U.S.  Treasury bonds,  notes, and bills and securities  including  mortgage pass
through  certificates of the Government National Mortgage Association (GNMA) are
guaranteed by the U.S. government.  Other U.S. government  securities are issued
or guaranteed by federal  agencies or  government-sponsored  enterprises but are
not  guaranteed  by the U.S.  government.  This may  increase  the  credit  risk
associated with these investments.

Government-sponsored   entities  issuing  securities  include  privately  owned,
publicly  chartered  entities  created  to reduce  borrowing  costs for  certain
sectors of the economy, such as farmers,  homeowners, and students. They include
the  Federal  Farm  Credit  Bank  System,   Farm  Credit  Financial   Assistance
Corporation,  Federal  Home Loan  Bank,  FHLMC,  FNMA,  Student  Loan  Marketing
Association (SLMA), and Resolution Trust Corporation (RTC). Government-sponsored
entities may issue discount notes (with maturities ranging from overnight to 360
days) and  bonds.  Agency  and  government  securities  are  subject to the same
concerns as other debt obligations. (See also Debt Obligations and Mortgage- and
Asset-Backed Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  agency  and  government   securities  include:
Call/Prepayment  Risk, Inflation Risk, Interest Rate Risk,  Management Risk, and
Reinvestment Risk.

Borrowing

The Fund may borrow money from banks for  temporary  or  emergency  purposes and
make other  investments or engage in other  transactions  permissible  under the
1940 Act that may be considered a borrowing  (such as  derivative  instruments).
Borrowings  are subject to costs (in addition to any interest  that may be paid)
and  typically  reduce the  Fund's  total  return.  Except as  qualified  above,
however, the Fund will not buy securities on margin.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with borrowing  include:  Inflation Risk and Management
Risk.

Cash/Money Market Instruments

The Fund may  maintain  a  portion  of its  assets  in cash and  cash-equivalent
investments.  Cash-equivalent  investments  include short-term U.S. and Canadian
government  securities and negotiable  certificates  of deposit,  non-negotiable
fixed-time  deposits,  bankers'  acceptances,  and letters of credit of banks or
savings and loan associations having 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 also may purchase  short-term
notes and  obligations  of U.S. and foreign banks and  corporations  and may use
repurchase  agreements  with  broker-dealers  registered  under  the  Securities
Exchange Act of 1934 and with commercial banks. (See also Commercial Paper, Debt
Obligations,  Repurchase Agreements, and Variable- or Floating-Rate Securities.)
These types of instruments  generally  offer low rates of return and subject the
Fund to certain costs and expenses.

See the appendix for a discussion of securities ratings.

<PAGE>

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with cash/money  market  instruments  include:  Credit
Risk, Inflation Risk, and Management Risk.

Collateralized Bond Obligations

Collateralized  bond  obligations  (CBOs) are investment grade bonds backed by a
pool of junk  bonds.  CBOs are  similar in concept  to  collateralized  mortgage
obligations  (CMOs),  but  differ in that CBOs  represent  different  degrees of
credit  quality  rather  than  different  maturities.  (See also  Mortgage-  and
Asset-Backed  Securities.)  Underwriters of CBOs package a large and diversified
pool of high-risk,  high-yield junk bonds, which is then separated into "tiers."
Typically,  the first tier represents the higher quality collateral and pays the
lowest  interest  rate;  the second  tier is backed by riskier  bonds and pays a
higher rate; the third tier  represents the lowest credit quality and instead of
receiving a fixed interest rate receives the residual  interest  payments--money
that is left over after the higher tiers have been paid.  CBOs,  like CMOs,  are
substantially  overcollateralized and this, plus the diversification of the pool
backing them, earns them  investment-grade  bond ratings.  Holders of third-tier
CBOs stand to earn high yields or less money  depending  on the rate of defaults
in the collateral pool. (See also High-Yield (High-Risk) Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with CBOs include:  Call/Prepayment  Risk, Credit Risk,
Interest Rate Risk, and Management Risk.

Commercial Paper

Commercial  paper is a short-term debt obligation with a maturity ranging from 2
to 270 days issued by banks,  corporations,  and other borrowers.  It is sold to
investors with temporary idle cash as a way to increase  returns on a short-term
basis.  These  instruments are generally  unsecured,  which increases the credit
risk  associated  with this type of investment.  (See also Debt  Obligations and
Illiquid and Restricted Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with commercial paper include:  Credit Risk,  Liquidity
Risk, and Management Risk.

Common Stock

Common stock  represents  units of ownership in a corporation.  Owners typically
are entitled to vote on the selection of directors and other  important  matters
as  well  as to  receive  dividends  on  their  holdings.  In the  event  that a
corporation  is  liquidated,  the claims of secured and unsecured  creditors and
owners of bonds and preferred stock take precedence over the claims of those who
own common stock.

The price of common stock is generally determined by corporate earnings, type of
products or services offered,  projected growth rates, experience of management,
liquidity,  and  general  market  conditions  for the markets on which the stock
trades.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated  with common stock  include:  Issuer Risk,  Management
Risk, Market Risk, and Small Company Risk.

Convertible Securities

Convertible securities are bonds, debentures,  notes, preferred stocks, or other
securities  that may be  converted  into common stock of the same or a different
issuer within a particular period of time at a specified price. Some convertible
securities, such as preferred  equity-redemption  cumulative stock (PERCs), have
mandatory  conversion  features.  Others are voluntary.  A convertible  security
entitles the holder to receive interest  normally paid or accrued on debt or the
dividend paid on preferred  stock until the convertible  security  matures or is
redeemed, converted, or exchanged. Convertible securities have unique

<PAGE>

investment  characteristics  in that they  generally (i) have higher yields than
common stocks but lower yields than comparable non-convertible  securities, (ii)
are less subject to fluctuation  in value than the  underlying  stock since they
have fixed income  characteristics,  and (iii) provide the potential for capital
appreciation if the market price of the underlying common stock increases.

The value of a  convertible  security  is a function of its  "investment  value"
(determined  by its yield in comparison  with the yields of other  securities of
comparable maturity and quality that do not have a conversion privilege) and its
"conversion value" (the security's worth, at market value, if converted into the
underlying  common  stock).  The investment  value of a convertible  security is
influenced by changes in interest  rates,  with  investment  value  declining as
interest rates  increase and  increasing as interest  rates decline.  The credit
standing  of the  issuer  and  other  factors  also  may have an  effect  on the
convertible  security's  investment value. The conversion value of a convertible
security is determined by the market price of the  underlying  common stock.  If
the conversion  value is low relative to the investment  value, the price of the
convertible security is governed principally by its investment value. Generally,
the conversion value decreases as the convertible  security approaches maturity.
To the extent the market  price of the  underlying  common stock  approaches  or
exceeds the  conversion  price,  the price of the  convertible  security will be
increasingly   influenced  by  its  conversion  value.  A  convertible  security
generally  will sell at a premium  over its  conversion  value by the  extent to
which investors place value on the right to acquire the underlying  common stock
while holding a fixed income security.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with convertible  securities  include:  Call/Prepayment
Risk,  Interest  Rate Risk,  Issuer Risk,  Management  Risk,  Market  Risk,  and
Reinvestment Risk.

Corporate Bonds

Corporate bonds are debt obligations issued by private corporations, as distinct
from bonds  issued by a government  agency or a  municipality.  Corporate  bonds
typically have four distinguishing features: (1) they are taxable; (2) they have
a par value of $1,000; (3) they have a term maturity,  which means they come due
all at once;  and (4) many are traded on major  exchanges.  Corporate  bonds are
subject  to the  same  concerns  as  other  debt  obligations.  (See  also  Debt
Obligations and High-Yield (High-Risk) Securities.)

Corporate  bonds may be either secured or unsecured.  Unsecured  corporate bonds
are generally  referred to as "debentures." See the appendix for a discussion of
securities ratings.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated  with corporate bonds include:  Call/Prepayment  Risk,
Credit Risk, Interest Rate Risk, Issuer Risk,  Management Risk, and Reinvestment
Risk.

Debt Obligations

Many different types of debt obligations  exist (for example,  bills,  bonds, or
notes).  Issuers  of  debt  obligations  have a  contractual  obligation  to pay
interest at a specified  rate on  specified  dates and to repay  principal  on a
specified  maturity date.  Certain debt obligations  (usually  intermediate- and
long-term  bonds)  have  provisions  that allow the issuer to redeem or "call" a
bond  before its  maturity.  Issuers  are most  likely to call these  securities
during periods of falling  interest  rates.  When this happens,  an investor may
have to replace these  securities  with lower yielding  securities,  which could
result in a lower return.

The  market  value of debt  obligations  is  affected  primarily  by  changes in
prevailing  interest rates and the issuers  perceived ability to repay the debt.
The market value of a debt  obligation  generally  reacts  inversely to interest
rate changes.  When prevailing interest rates decline,  the price usually rises,
and when prevailing interest rates rise, the price usually declines.

<PAGE>

In general,  the longer the maturity of a debt obligation,  the higher its yield
and the greater the  sensitivity to changes in interest rates.  Conversely,  the
shorter the maturity, the lower the yield but the greater the price stability.

As noted,  the values of debt obligations also may be affected by changes in the
credit rating or financial condition of their issuers.  Generally, the lower the
quality rating of a security, the higher the degree of risk as to the payment of
interest and return of  principal.  To  compensate  investors for taking on such
increased  risk,  those issuers  deemed to be less  creditworthy  generally must
offer their  investors  higher interest rates than do issuers with better credit
ratings.  (See also  Agency and  Government  Securities,  Corporate  Bonds,  and
High-Yield (High-Risk) Securities.)

All ratings  limitations  are  applied at the time of  purchase.  Subsequent  to
purchase,  a debt  security  may cease to be rated or its  rating may be reduced
below the minimum required for purchase by the Fund.  Neither event will require
the sale of such a security,  but it will be a factor in considering  whether to
continue to hold the security.  To the extent that ratings change as a result of
changes in a rating organization or their rating systems,  the Fund will attempt
to use comparable ratings as standards for selecting investments.

See the appendix for a discussion of securities ratings.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with debt obligations  include:  Call/Prepayment  Risk,
Credit Risk, Interest Rate Risk, Issuer Risk,  Management Risk, and Reinvestment
Risk.

Depositary Receipts

Some foreign securities are traded in the form of American  Depositary  Receipts
(ADRs).  ADRs are  receipts  typically  issued by a U.S.  bank or trust  company
evidencing ownership of the underlying  securities of foreign issuers.  European
Depositary  Receipts (EDRs) and Global  Depositary  Receipts (GDRs) are receipts
typically  issued by foreign banks or trust companies,  evidencing  ownership of
underlying  securities  issued by either a foreign  or U.S.  issuer.  Generally,
depositary  receipts in  registered  form are  designed  for use in the U.S. and
depositary  receipts in bearer form are designed for use in  securities  markets
outside the U.S.  Depositary  receipts may not necessarily be denominated in the
same  currency as the  underlying  securities  into which they may be converted.
Depositary   receipts  involve  the  risks  of  other   investments  in  foreign
securities.  In  addition,  ADR  holders  may not have all the  legal  rights of
shareholders   and  may   experience   difficulty   in   receiving   shareholder
communications. (See also Common Stock and Foreign Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with  depositary  receipts  include:  Foreign/Emerging
Markets Risk, Issuer Risk, Management Risk, and Market Risk.

Derivative Instruments

Derivative  instruments are commonly defined to include  securities or contracts
whose values depend on, in whole or in part, (or "derive" from) the value of one
or more other assets, such as securities, currencies, or commodities.

<PAGE>

A  derivative  instrument  generally  consists  of, is based  upon,  or exhibits
characteristics similar to options or 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.  Their
value  changes daily based on a security,  a currency,  a group of securities or
currencies, or an index. A small change in the value of the underlying security,
currency,  or  index  can  cause a  sizable  gain or  loss in the  price  of the
derivative instrument.

Options and forward  contracts are considered to be the basic "building  blocks"
of  derivatives.   For  example,   forward-based   derivatives  include  forward
contracts,   swap  contracts,   and   exchange-traded   futures.   Forward-based
derivatives  are  sometimes  referred to  generically  as  "futures  contracts."
Option-based  derivatives include privately negotiated,  over-the-counter  (OTC)
options  (including  caps,  floors,   collars,   and  options  on  futures)  and
exchange-traded options on futures.  Diverse types of derivatives may be created
by  combining  options or futures  in  different  ways,  and by  applying  these
structures to a wide range of underlying assets.

      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 for the length of the  contract 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  during the length of the  contract,  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 or securities of equivalent  value (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  to
the premium, the buyer generally pays a broker a commission. The writer receives
a premium,  less  another  commission,  at the time the option is  written.  The
premium  received  by the  writer  is  retained  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.

When an option is purchased, the buyer 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 sale of the underlying security is the combination of the exercise price,
the premium, and both commissions.

One of the risks an investor  assumes  when it buys an option is the loss of the
premium. To be beneficial to the investor,  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 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.

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
ask prices.

<PAGE>

Options on certain  securities are not actively traded on any exchange,  but may
be entered into directly with a dealer.  These options may be more  difficult to
close.  If an investor is unable to effect a closing  purchase  transaction,  it
will not be able to sell the  underlying  security until the call written by the
investor expires or is exercised.

      Futures Contracts.  A futures contract is a sales contract between a buyer
(holding the "long" position) and a seller (holding the "short" position) for an
asset with  delivery  deferred  until a future  date.  The buyer agrees to pay a
fixed  price at the  agreed  future  date and the seller  agrees to deliver  the
asset.  The seller hopes that the market price on the delivery date is less than
the agreed upon  price,  while the buyer hopes for the  contrary.  Many  futures
contracts  trade  in a  manner  similar  to the  way a stock  trades  on a stock
exchange and the commodity exchanges.

Generally,  a futures  contract is  terminated  by entering  into an  offsetting
transaction.  An  offsetting  transaction  is effected by an investor  taking an
opposite position.  At the time a futures contract is made, a good faith deposit
called  initial  margin is set up.  Daily  thereafter,  the futures  contract is
valued  and the  payment of  variation  margin is  required  so that each day an
investor  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 market.

Future contracts may be based on various securities, securities indices (such as
the S&P 500 Index),  foreign  currencies  and other  financial  instruments  and
indices.

      Options on Futures Contracts. Options on futures contracts 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  (some  futures  are  settled  in  cash),  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 a  contract.  If the
holder  decides not to enter into the  contract,  all that is lost is the amount
(premium) paid for the option. Further, 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.

One of the risks in buying  an option on a futures  contract  is the loss of the
premium  paid for the option.  The risk  involved in writing  options on futures
contracts an investor  owns, or on  securities  held in its  portfolio,  is that
there could be an increase in the market value of these contracts or securities.
If that  occurred,  the option would be exercised  and the asset sold 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.  An investor could
enter into a closing  transaction by purchasing an option with the same terms as
the one  previously  sold.  The cost to  close  the  option  and  terminate  the
investor's  obligation,  however,  might still  result in a loss.  Further,  the
investor might not be able to close the option because of insufficient  activity
in the options  market.  Purchasing  options  also limits the use of monies that
might otherwise be available for long-term investments.

      Options on Stock Indexes.  Options on stock indexes are securities  traded
on national  securities  exchanges.  An option on a stock index is similar to an
option  on a  futures  contract  except  all  settlements  are in  cash.  A fund
exercising a put, for example, would receive the difference between the exercise
price and the current index level.

      Tax  Treatment.  As  permitted  under  federal  income tax laws and to the
extent the Fund is allowed to invest in futures  contacts,  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 on futures contracts and on underlying  securities identified as
hedged positions.

<PAGE>

Federal income tax treatment of gains or losses from  transactions in options on
futures  contracts  and  indexes  will depend on whether the option is a section
1256 contract. If the option is a non-equity option, the Fund will either make a
1256(d)  election and treat the option as a mixed straddle or mark to market the
option at fiscal  year end and treat the  gain/loss  as 40%  short-term  and 60%
long-term.

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.

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.

Other Risks of Derivatives.

Derivatives are risky investments.

The primary risk of derivatives is the same as the risk of the underlying asset,
namely  that  the  value of the  underlying  asset  may go up or  down.  Adverse
movements in the value of an underlying  asset can expose an investor to losses.
Derivative  instruments may include elements of leverage and,  accordingly,  the
fluctuation  of the  value  of the  derivative  instrument  in  relation  to the
underlying asset may be magnified.  The successful use of derivative instruments
depends upon a variety of factors, particularly the investment manager's ability
to predict movements of the securities, currencies, and commodity markets, which
requires  different  skills than predicting  changes in the prices of individual
securities.
There can be no assurance that any particular strategy will succeed.

Another risk is the risk that a loss may be sustained as a result of the failure
of a  counterparty  to comply  with the terms of a  derivative  instrument.  The
counterparty risk for exchange-traded  derivative  instruments is generally less
than for  privately-negotiated or OTC derivative instruments,  since generally a
clearing  agency,  which is the issuer or counterparty  to each  exchange-traded
instrument,  provides  a  guarantee  of  performance.  For  privately-negotiated
instruments, there is no similar clearing agency guarantee. In all transactions,
an investor  will bear the risk that the  counterparty  will  default,  and this
could result in a loss of the expected benefit of the derivative transaction and
possibly other losses.

When a derivative  transaction  is used to completely  hedge  another  position,
changes in the market value of the combined position (the derivative  instrument
plus the position being hedged) result from an imperfect correlation between the
price movements of the two  instruments.  With a perfect hedge, the value of the
combined  position  remains  unchanged  for  any  change  in  the  price  of the
underlying  asset.  With  an  imperfect  hedge,  the  values  of the  derivative
instrument and its hedge are not perfectly correlated. For example, if the value
of a derivative instrument used in a short hedge (such as writing a call option,
buying a put option, or selling a futures  contract)  increased by less than the
decline  in value of the hedged  investment,  the hedge  would not be  perfectly
correlated.  Such a lack of correlation  might occur due to factors unrelated to
the  value  of the  investments  being  hedged,  such as  speculative  or  other
pressures on the markets in which these instruments are traded.

<PAGE>

Derivatives  also are subject to the risk that they cannot be sold,  closed out,
or  replaced  quickly at or very close to their  fundamental  value.  Generally,
exchange  contracts are very liquid  because the exchange  clearinghouse  is the
counterparty  of  every  contract.   OTC   transactions  are  less  liquid  than
exchange-traded  derivatives  since  they  often can only be closed out with the
other party to the transaction.

Another  risk is caused by the legal  unenforcibility  of a party's  obligations
under  the  derivative.  A  counterparty  that  has lost  money in a  derivative
transaction may try to avoid payment by exploiting  various legal  uncertainties
about certain derivative products.

(See also Foreign Currency Transactions.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with derivative  instruments  include:  Leverage Risk,
Liquidity Risk, and Management Risk.

Foreign Currency Transactions

Since  investments in foreign  countries  usually involve  currencies of foreign
countries,  the value of the Fund's  assets as measured  in U.S.  dollars may be
affected  favorably or  unfavorably  by changes in currency  exchange  rates and
exchange control regulations.  Also, the Fund may incur costs in connection with
conversions  between various  currencies.  Currency exchange rates may fluctuate
significantly  over short  periods of time causing the Fund's NAV to  fluctuate.
Currency  exchange  rates are  generally  determined by the forces of supply and
demand in the  foreign  exchange  markets,  actual  or  anticipated  changes  in
interest rates, and other complex factors.  Currency  exchange rates also can be
affected by the intervention of U.S. or foreign governments or central banks, or
the failure to intervene, or by currency controls or political developments.

Spot Rates and Derivative  Instruments.  The Fund conducts its foreign  currency
exchange  transactions  either at the spot (cash) rate prevailing in the foreign
currency exchange market or by entering into forward currency exchange contracts
(forward  contracts) as a hedge against  fluctuations in future foreign exchange
rates.  (See also  Derivative  Instruments).  These  contracts are traded in the
interbank  market  conducted  directly  between  currency traders (usually large
commercial  banks) and their customers.  Because foreign  currency  transactions
occurring in the interbank  market might involve  substantially  larger  amounts
than those involved in the use of such derivative instruments, the Fund could be
disadvantaged by having to deal in the odd lot market for the underlying foreign
currencies at prices that are less favorable than for round lots.

The Fund may enter into forward  contracts to settle a security  transaction  or
handle  dividend and interest  collection.  When the Fund enters into a contract
for the purchase or sale of a security  denominated in a foreign currency or has
been  notified of a dividend or interest  payment,  it may desire to lock in the
price of the security or the amount of the payment in dollars.  By entering into
a forward  contract,  the Fund will be able to protect itself against a possible
loss  resulting  from an adverse change in the  relationship  between  different
currencies  from the date the security is purchased or sold to the date on which
payment  is made or  received  or when the  dividend  or  interest  is  actually
received.

The Fund also may enter  into  forward  contracts  when  management  of the Fund
believes the currency of a particular foreign country may change in relationship
to another  currency.  The precise  matching of forward contract amounts and the
value of securities  involved  generally  will not be possible  since the future
value of securities in foreign  currencies  more than likely will change between
the date the  forward  contract  is entered  into and the date it  matures.  The
projection of short-term  currency market  movements is extremely  difficult and
successful  execution of a short-term hedging strategy is highly uncertain.  The
Fund will not enter into such  forward  contracts  or maintain a net exposure to
such  contracts  when  consummating  the  contracts  would  obligate the Fund to
deliver  an  amount of  foreign  currency  in excess of the value of the  Fund's
securities or other assets denominated in that currency.

<PAGE>

The Fund will  designate  cash or  securities in an amount equal to the value of
the Fund's total assets committed to consummating forward contracts entered into
under the second  circumstance  set forth above.  If the value of the securities
declines,  additional  cash or securities will be designated on a daily basis so
that the value of the cash or  securities  will  equal the  amount of the Fund's
commitments on such contracts.

At maturity of a forward  contract,  the Fund may either sell the  security  and
make  delivery of the foreign  currency or retain the security and terminate its
contractual  obligation  to  deliver  the  foreign  currency  by  purchasing  an
offsetting  contract with the same currency trader  obligating it to buy, on the
same maturity date, the same amount of foreign currency.

If the Fund retains the security and engages in an offsetting  transaction,  the
Fund will incur a gain or loss (as described below) to the extent there has been
movement  in forward  contract  prices.  If the Fund  engages  in an  offsetting
transaction,  it may subsequently  enter into a new forward contract to sell the
foreign currency. Should forward prices decline between the date the Fund enters
into a forward contract for selling foreign currency and the date it enters into
an  offsetting  contract  for  purchasing  the foreign  currency,  the Fund will
realize a gain to the  extent  that the price of the  currency  it has agreed to
sell  exceeds  the price of the  currency it has agreed to buy.  Should  forward
prices  increase,  the Fund will  suffer a loss to the  extent  the price of the
currency it has agreed to buy exceeds the price of the currency it has agreed to
sell.

It is impossible to forecast what the market value of securities  will be at the
expiration of a contract.  Accordingly,  it may be necessary for the Fund to buy
additional  foreign  currency  on the spot  market (and bear the expense of that
purchase) if the market value of the security is less than the amount of foreign
currency  the Fund is  obligated  to deliver  and a decision is made to sell the
security  and make  delivery  of the  foreign  currency.  Conversely,  it may be
necessary  to sell on the spot market some of the foreign  currency  received on
the sale of the  portfolio  security if its market  value  exceeds the amount of
foreign currency the Fund is obligated to deliver.

The  Fund's  dealing in forward  contracts  will be limited to the  transactions
described  above.  This method of protecting the value of the Fund's  securities
against a decline in the value of a currency does not eliminate  fluctuations in
the  underlying  prices  of the  securities.  It  simply  establishes  a rate of
exchange that can be achieved at some point in time.  Although forward contracts
tend to minimize the risk of loss due to a decline in value of hedged  currency,
they tend to limit any potential gain that might result should the value of such
currency increase.

Although the Fund values its assets each business day in terms of U.S.  dollars,
it does not intend to convert  its  foreign  currencies  into U.S.  dollars on a
daily basis. It will do so from time to time, and  shareholders  should be aware
of currency conversion costs.  Although foreign exchange dealers do not charge a
fee for  conversion,  they do realize a profit based on the difference  (spread)
between  the prices at which they are buying  and  selling  various  currencies.
Thus,  a dealer  may offer to sell a foreign  currency  to the Fund at one rate,
while  offering a lesser rate of exchange  should the Fund desire to resell that
currency to the dealer.

Options on Foreign  Currencies.  The Fund may buy options on foreign  currencies
for hedging  purposes.  For example,  a decline in the dollar value of a foreign
currency in which  securities  are  denominated  will reduce the dollar value of
such securities,  even if their value in the foreign currency remains  constant.
In order to protect against the diminutions in the value of securities, the Fund
may buy  options on the  foreign  currency.  If the value of the  currency  does
decline, the Fund will have the right to sell the currency for a fixed amount in
dollars  and  will  offset,  in  whole or in part,  the  adverse  effect  on its
portfolio that otherwise would have resulted.

<PAGE>

As in the case of other  types of  options,  however,  the  benefit  to the Fund
derived from purchases of foreign currency options will be reduced by the amount
of the  premium and related  transaction  costs.  In  addition,  where  currency
exchange  rates do not move in the direction or to the extent  anticipated,  the
Fund could sustain losses on transactions in foreign currency options that would
require it to forego a portion or all of the benefits of advantageous changes in
rates.

The Fund may write options on foreign  currencies  for the same types of hedging
purposes.  For example,  when the Fund anticipates a decline in the dollar value
of foreign-denominated  securities due to adverse fluctuations in exchange rates
it could,  instead  of  purchasing  a put  options,  write a call  option on the
relevant  currency.  If the expected decline occurs, the option will most likely
not be exercised  and the  diminution  in value of  securities  will be fully or
partially offset by the amount of the premium received.

As in the case of other  types of  options,  however,  the  writing of a foreign
currency  option will  constitute  only a partial  hedge up to the amount of the
premium,  and only if rates  move in the  expected  direction.  If this does not
occur, the option may be exercised and the Fund would be required to buy or sell
the  underlying  currency  at a loss that may not be offset by the amount of the
premium. Through the writing of options on foreign currencies, the Fund also may
be required to forego all or a portion of the benefits that might otherwise have
been obtained from favorable movements on exchange rates.

All options written on foreign currencies will be covered.  An option written on
foreign currencies is covered if the Fund holds currency sufficient to cover the
option or has an absolute and immediate  right to acquire that currency  without
additional  cash  consideration  upon  conversion of assets  denominated in that
currency or exchange of other currency held in its  portfolio.  An option writer
could lose amounts  substantially in excess of its initial  investments,  due to
the margin and collateral requirements associated with such positions.

Options on foreign currencies are traded through financial  institutions  acting
as  market-makers,  although foreign currency options also are traded on certain
national securities  exchanges,  such as the Philadelphia Stock Exchange and the
Chicago   Board   Options   Exchange,   subject   to  SEC   regulation.   In  an
over-the-counter  trading  environment,  many  of the  protections  afforded  to
exchange  participants  will not be available.  For example,  there are no daily
price fluctuation  limits, and adverse market movements could therefore continue
to an  unlimited  extent over a period of time.  Although  the  purchaser  of an
option cannot lose more than the amount of the premium plus related  transaction
costs, this entire amount could be lost.

Foreign currency option positions entered into on a national securities exchange
are cleared and guaranteed by the Options Clearing  Corporation  (OCC),  thereby
reducing the risk of counterparty default. Further, a liquid secondary market in
options traded on a national  securities  exchange may be more readily available
than  in  the  over-the-counter  market,  potentially  permitting  the  Fund  to
liquidate  open  positions  at a profit prior to exercise or  expiration,  or to
limit losses in the event of adverse market movements.

The purchase and sale of exchange-traded  foreign currency options,  however, is
subject to the risks of  availability  of a liquid  secondary  market  described
above, as well as the risks  regarding  adverse market  movements,  margining of
options  written,   the  nature  of  the  foreign   currency  market,   possible
intervention by governmental  authorities and the effects of other political and
economic  events.  In addition,  exchange-traded  options on foreign  currencies
involve certain risks not presented by the over-the-counter market. For example,
exercise and  settlement  of such options must be made  exclusively  through the
OCC, which has established  banking  relationships in certain foreign  countries
for that  purpose.  As a result,  the OCC may,  if it  determines  that  foreign
governmental  restrictions  or taxes would  prevent the  orderly  settlement  of
foreign  currency option  exercises,  or would result in undue burdens on OCC or
its clearing member, impose special procedures on exercise and settlement,  such
as technical  changes in the  mechanics  of delivery of currency,  the fixing of
dollar settlement prices or prohibitions on exercise.

<PAGE>

Foreign Currency  Futures and Related Options.  The Fund may enter into currency
futures  contracts  to sell  currencies.  It also may buy put  options and write
covered call options on currency futures. Currency futures contracts are similar
to currency  forward  contracts,  except that they are traded on exchanges  (and
have margin  requirements) and are standardized as to contract size and delivery
date. Most currency  futures call for payment of delivery in U.S.  dollars.  The
Fund  may use  currency  futures  for the  same  purposes  as  currency  forward
contracts, subject to Commodity Futures Trading Commission (CFTC) limitations.

Currency futures and options on futures values can be expected to correlate with
exchange rates,  but will not reflect other factors that may affect the value of
the  Fund's  investments.  A  currency  hedge,  for  example,  should  protect a
Yen-denominated bond against a decline in the Yen, but will not protect the Fund
against price decline if the issuer's creditworthiness deteriorates. Because the
value of the Fund's  investments  denominated in foreign currency will change in
response to many factors  other than exchange  rates,  it may not be possible to
match the amount of a forward  contract  to the value of the Fund's  investments
denominated in that currency over time.

The Fund will hold securities or other options or futures positions whose values
are expected to offset its  obligations.  The Fund will not enter into an option
or futures  position  that exposes the Fund to an  obligation  to another  party
unless it owns either (i) an  offsetting  position in  securities  or (ii) cash,
receivables and short-term debt securities with a value  sufficient to cover its
potential obligations.

(See also Derivative Instruments and Foreign Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with foreign currency transactions include: Correlation
Risk, Interest Rate Risk, Leverage Risk, Liquidity Risk, and Management Risk.

Foreign Securities and Domestic Companies with Foreign Operations

Foreign securities,  foreign currencies,  and securities issued by U.S. entities
with substantial  foreign operations involve special risks,  including those set
forth  below,  which  are  not  typically  associated  with  investing  in  U.S.
securities.  Foreign companies are not generally subject to uniform  accounting,
auditing,  and financial reporting  standards  comparable to those applicable to
domestic companies.  Additionally,  many foreign stock markets, while growing in
volume of trading  activity,  have  substantially  less volume than the New York
Stock  Exchange,  and  securities of some foreign  companies are less liquid and
more  volatile  than  securities of domestic  companies.  Similarly,  volume and
liquidity in most foreign bond markets are less than the volume and liquidity in
the U.S.  and,  at times,  volatility  of price can be greater  than in the U.S.
Further, foreign markets have different clearance, settlement, registration, and
communication  procedures  and in  certain  markets  there  have been times when
settlements  have  been  unable  to keep  pace  with the  volume  of  securities
transactions  making it difficult to conduct such  transactions.  Delays in such
procedures  could result in temporary  periods when assets are uninvested and no
return is earned on them. The inability of an investor to make intended security
purchases  due to such  problems  could cause the  investor  to miss  attractive
investment  opportunities.  Payment  for  securities  without  delivery  may  be
required in certain foreign markets and, when participating in new issues,  some
foreign countries require payment to be made in advance of issuance (at the time
of  issuance,  the  market  value of the  security  may be more or less than the
purchase price).  Some foreign markets also have compulsory  depositories (i.e.,
an investor does not have a choice as to where the securities  are held).  Fixed
commissions on some foreign stock exchanges are generally higher than negotiated
commissions on U.S. exchanges.  Further, an investor may encounter  difficulties
or be unable to pursue legal  remedies and obtain  judgments in foreign  courts.
There is generally less  government  supervision  and regulation of business and
industry practices,  stock exchanges,  brokers, and listed companies than in the
U.S.  It may be more  difficult  for an  investor's  agents  to  keep  currently
informed about  corporate  actions such as stock dividends or other matters that
may affect the prices of portfolio securities.  Communications  between the U.S.
and foreign countries may be less reliable than within the U.S., thus increasing
the risk of delays or loss of certificates

<PAGE>

for  portfolio  securities.   In  addition,  with  respect  to  certain  foreign
countries,  there is the  possibility  of  nationalization,  expropriation,  the
imposition of additional withholding or confiscatory taxes,  political,  social,
or economic instability,  diplomatic  developments that could affect investments
in those countries,  or other unforeseen  actions by regulatory  bodies (such as
changes to settlement or custody procedures).

The risks of foreign  investing  may be magnified  for  investments  in emerging
markets, which may have relatively unstable governments, economies based on only
a  few  industries,  and  securities  markets  that  trade  a  small  number  of
securities.

The  introduction  of a single  currency,  the  euro,  on  January  1,  1999 for
participating  European  nations  in the  Economic  and  Monetary  Union  ("EU")
presents  unique  uncertainties,  including  whether the payment and operational
systems of banks and other financial institutions will be ready by the scheduled
launch date; the creation of suitable  clearing and settlement  payment  systems
for the new  currency;  the legal  treatment  of certain  outstanding  financial
contracts  after January 1, 1999 that refer to existing  currencies  rather than
the euro; the  establishment  and maintenance of exchange rates; the fluctuation
of the euro relative to non-euro  currencies  during the transition  period from
January 1, 1999 to December 31, 2000 and beyond;  whether the interest rate, tax
or labor regimes of European  countries  participating in the euro will converge
over time;  and whether the  conversion of the  currencies of other EU countries
such as the United Kingdom,  Denmark, and Greece into the euro and the admission
of other non-EU  countries such as Poland,  Latvia,  and Lithuania as members of
the EU may have an impact on the euro.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with foreign  securities  include:  Foreign/Emerging
Markets Risk, Issuer Risk, and Management Risk.

High-Yield (High-Risk) Securities (Junk Bonds)

High yield  (high-risk)  securities  are sometimes  referred to as "junk bonds."
They are non-investment  grade (lower quality)  securities that have speculative
characteristics.  Lower quality  securities,  while  generally  offering  higher
yields than investment grade securities with similar maturities, involve greater
risks, including the possibility of default or bankruptcy.  They are regarded as
predominantly  speculative with respect to the issuer's capacity to pay interest
and  repay  principal.  The  special  risk  considerations  in  connection  with
investments in these securities are discussed below.

See the appendix for a discussion of securities ratings. (See also Debt
Obligations.)

The lower-quality  and comparable  unrated security market is relatively new and
its growth has  paralleled a long  economic  expansion.  As a result,  it is not
clear how this market may withstand a prolonged  recession or economic downturn.
Such conditions  could severely  disrupt the market for and adversely affect the
value of such securities.

All interest-bearing  securities typically experience appreciation when interest
rates decline and  depreciation  when interest  rates rise. The market values of
lower-quality  and  comparable  unrated  securities  tend to reflect  individual
corporate  developments  to a greater  extent than do higher  rated  securities,
which react  primarily to  fluctuations  in the general level of interest rates.
Lower-quality and comparable  unrated  securities also tend to be more sensitive
to economic  conditions  than are  higher-rated  securities.  As a result,  they
generally  involve  more  credit  risks  than  securities  in  the  higher-rated
categories. During an economic downturn or a sustained period of rising interest
rates,  highly  leveraged  issuers of  lower-quality  securities  may experience
financial  stress and may not have  sufficient  revenues  to meet their  payment
obligations.  The issuer's  ability to service its debt  obligations also may be
adversely affected by specific corporate developments, the issuer's inability to
meet specific projected  business forecast,  or the unavailability of additional
financing.  The risk of loss due to default by an issuer of these  securities is
significantly  greater  than  issuers of  higher-rated  securities  because such
securities  are  generally   unsecured  and  are  often  subordinated  to  other
creditors.  Further,  if the issuer of a lower quality  security  defaulted,  an
investor might incur additional expenses to seek recovery.

<PAGE>

Credit  ratings  issued by credit  rating  agencies are designed to evaluate the
safety of principal  and  interest  payments of rated  securities.  They do not,
however,  evaluate  the  market  value  risk of  lower-quality  securities  and,
therefore,  may not fully reflect the true risks of an investment.  In addition,
credit rating agencies may or may not make timely changes in a rating to reflect
changes in the economy or in the  condition of the issuer that affect the market
value  of the  securities.  Consequently,  credit  ratings  are  used  only as a
preliminary indicator of investment quality.

An  investor  may  have  difficulty  disposing  of  certain   lower-quality  and
comparable  unrated  securities  because there may be a thin trading  market for
such  securities.  Because not all dealers maintain markets in all lower quality
and comparable  unrated  securities,  there is no established  retail  secondary
market for many of these  securities.  To the extent a secondary  trading market
does  exist,  it is  generally  not  as  liquid  as  the  secondary  market  for
higher-rated  securities.  The lack of a  liquid  secondary  market  may have an
adverse  impact  on the  market  price  of the  security.  The  lack of a liquid
secondary  market for certain  securities also may make it more difficult for an
investor to obtain accurate market  quotations.  Market quotations are generally
available  on many  lower-quality  and  comparable  unrated  issues  only from a
limited  number of dealers and may not  necessarily  represent firm bids of such
dealers or prices for actual sales.

Legislation  may be  adopted  from  time to time  designed  to limit  the use of
certain lower quality and comparable unrated securities by certain issuers.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  high-yield   (high-risk)  securities  include:
Call/Prepayment  Risk,  Credit Risk,  Currency  Risk,  Interest  Rate Risk,  and
Management Risk.

Illiquid and Restricted Securities

The Fund may  invest  in  illiquid  securities  (i.e.,  securities  that are not
readily  marketable).  These  securities  may  include,  but are not limited to,
certain  securities  that are subject to legal or  contractual  restrictions  on
resale, certain repurchase agreements, and derivative instruments.

To the extent the Fund  invests in illiquid  or  restricted  securities,  it may
encounter  difficulty  in  determining  a  market  value  for  such  securities.
Disposing  of  illiquid or  restricted  securities  may  involve  time-consuming
negotiations and legal expense,  and it may be difficult - or impossible for the
Fund to sell such an investment promptly and at an acceptable price.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  illiquid and  restricted  securities  include:
Liquidity Risk and Management Risk.

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 and they may be less liquid  than the  securities
represented by the index. (See also Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with indexed  securities  include:  Liquidity  Risk,
Management Risk, and Market Risk.

<PAGE>

Inverse Floaters

Inverse  floaters  are created by  underwriters  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.  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. (See also Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with inverse floaters  include:  Interest Rate Risk and
Management Risk.

Investment Companies

The  Fund may  invest  in  securities  issued  by  registered  and  unregistered
investment companies.  These investments may involve the duplication of advisory
fees and certain other expenses.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risk  associated  with the  securities  of other  investment  companies
includes: Management Risk and Market Risk.

Lending of Portfolio Securities

The Fund may lend certain of its  portfolio  securities to  broker-dealers.  The
current  policy of the Fund's  board is to make  these  loans,  either  long- or
short-term,  to  broker-dealers.  In making loans,  the Fund receives 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.
If the  market  price  of the  loaned  securities  goes up,  the  Fund  will get
additional  collateral on a daily basis. The risks are that the borrower may not
provide  additional  collateral when required or return the securities when due.
During the existence of the loan, the Fund receives cash payments  equivalent to
all interest or other distributions paid on the loaned securities.  The Fund may
pay reasonable  administrative  and custodial fees in connection with a loan and
may pay a negotiated  portion of the interest earned on the cash or money market
instruments held as collateral to the borrower or placing broker.  The Fund will
receive  reasonable  interest  on the loan or a flat fee from the  borrower  and
amounts  equivalent to any dividends,  interest,  or other  distributions on the
securities loaned.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with the lending of  portfolio  securities  include:
Credit Risk and Management Risk.

Loan Participations

Loans,  loan  participations,  and  interests  in  securitized  loan  pools  are
interests in amounts owed by a corporate,  governmental,  or other borrower to a
lender  or  consortium  of  lenders  (typically  banks,   insurance   companies,
investment banks, government agencies, or international agencies). Loans involve
a risk of loss in case of default or  insolvency  of the  borrower and may offer
less legal protection to an investor in the event of fraud or misrepresentation.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with loan  participations  include:  Credit Risk and
Management Risk.

<PAGE>

Mortgage- and Asset-Backed Securities

Mortgage-backed  securities  represent direct or indirect  participations in, or
are secured by and payable from,  mortgage loans secured by real  property,  and
include  single- and  multi-class  pass-through  securities  and  Collateralized
Mortgage  Obligations  (CMOs).  These  securities may be issued or guaranteed by
U.S.  government agencies or  instrumentalities  (see also Agency and Government
Securities),  or by private  issuers,  generally  originators  and  investors in
mortgage loans,  including savings  associations,  mortgage bankers,  commercial
banks,  investment  bankers,  and  special  purpose  entities.   Mortgage-backed
securities issued by private lenders may be supported by pools of mortgage loans
or other mortgage-backed securities that are guaranteed, directly or indirectly,
by the U.S. government or one of its agencies or instrumentalities,  or they may
be issued without any governmental  guarantee of the underlying  mortgage assets
but with some form of non-governmental credit enhancement.

Stripped mortgage-backed  securities are a type of mortgage-backed security that
receive  differing  proportions of the interest and principal  payments from the
underlying assets. Generally,  there are two classes of stripped mortgage-backed
securities:  Interest Only (IO) and Principal  Only (PO). IOs entitle the holder
to receive  distributions  consisting of all or a portion of the interest on the
underlying pool of mortgage loans or mortgage-backed securities. POs entitle the
holder to receive distributions  consisting of all or a portion of the principal
of the underlying pool of mortgage loans or mortgage-backed securities. The cash
flows and yields on IOs and POs are extremely sensitive to the rate of principal
payments   (including   prepayments)   on  the  underlying   mortgage  loans  or
mortgage-backed  securities.  A rapid rate of principal  payments may  adversely
affect the yield to  maturity  of IOs.  A slow rate of  principal  payments  may
adversely  affect the yield to maturity of POs. If  prepayments of principal are
greater than anticipated,  an investor in IOs may incur  substantial  losses. If
prepayments of principal are slower than anticipated,  the yield on a PO will be
affected more severely than would be the case with a traditional mortgage-backed
security.

CMOs are hybrid mortgage-related  instruments secured by pools of mortgage loans
or other mortgage-related  securities,  such as mortgage pass through securities
or stripped  mortgage-backed  securities.  CMOs may be structured  into multiple
classes,  often referred to as  "tranches,"  with each class bearing a different
stated  maturity and entitled to a different  schedule for payments of principal
and  interest,  including  prepayments.   Principal  prepayments  on  collateral
underlying  a CMO may  cause it to be  retired  substantially  earlier  than its
stated maturity.

The yield  characteristics  of  mortgage-backed  securities differ from those of
other debt  securities.  Among the  differences  are that interest and principal
payments  are  made  more  frequently  on  mortgage-backed  securities,  usually
monthly,  and principal may be repaid at any time.  These factors may reduce the
expected yield.

Asset-backed    securities   have   structural    characteristics   similar   to
mortgage-backed  securities.  Asset-backed debt obligations  represent direct or
indirect  participation in, or secured by and payable from, assets such as motor
vehicle  installment  sales contracts,  other  installment loan contracts,  home
equity loans,  leases of various types of property,  and receivables from credit
card  or  other  revolving  credit  arrangements.  The  credit  quality  of most
asset-backed  securities  depends  primarily on the credit quality of the assets
underlying  such  securities,  how well  the  entity  issuing  the  security  is
insulated  from  the  credit  risk of the  originator  or any  other  affiliated
entities,  and  the  amount  and  quality  of  any  credit  enhancement  of  the
securities.  Payments or distributions of principal and interest on asset-backed
debt  obligations  may be  supported  by  non-governmental  credit  enhancements
including  letters  of  credit,   reserve  funds,   overcollateralization,   and
guarantees by third parties.  The market for privately issued  asset-backed debt
obligations is smaller and less liquid than the market for government  sponsored
mortgage-backed securities. (See also Derivative Instruments.)

<PAGE>

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with mortgage- and  asset-backed  securities  include:
Call/Prepayment  Risk,  Credit Risk,  Interest Rate Risk,  Liquidity  Risk,  and
Management Risk.

Mortgage Dollar Rolls

Mortgage   dollar  rolls  are   investments   whereby  an  investor  would  sell
mortgage-backed  securities for delivery in the current month and simultaneously
contract to purchase  substantially  similar  securities  on a specified  future
date.  While  an  investor  would  forego  principal  and  interest  paid on the
mortgage-backed  securities  during  the  roll  period,  the  investor  would be
compensated  by the  difference  between the  current  sales price and the lower
price for the future  purchase as well as by any interest earned on the proceeds
of the initial sale. The investor also could be compensated  through the receipt
of fee income equivalent to a lower forward price.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  mortgage  dollar rolls  include:  Credit Risk,
Interest Rate Risk, and Management Risk.

Municipal Obligations

Municipal obligations include debt obligations issued by or on behalf of states,
territories, possessions, or sovereign nations within the territorial boundaries
of the United States (including the District of Columbia). The interest on these
obligations is generally exempt from federal income tax.  Municipal  obligations
are  generally   classified  as  either   "general   obligations"   or  "revenue
obligations."

General  obligation  bonds are secured by the issuer's pledge of its full faith,
credit,  and taxing  power for the payment of interest  and  principal.  Revenue
bonds are payable only from the  revenues  derived from a project or facility or
from the proceeds of a specified  revenue source.  Industrial  development bonds
are  generally  revenue bonds secured by payments from and the credit of private
users. Municipal notes are issued to meet the short-term funding requirements of
state, regional, and local governments. Municipal notes include tax anticipation
notes,  bond anticipation  notes,  revenue  anticipation  notes, tax and revenue
anticipation  notes,   construction  loan  notes,   short-term  discount  notes,
tax-exempt commercial paper, demand notes, and similar instruments.

Municipal  lease  obligations  may  take the  form of a  lease,  an  installment
purchase,  or a conditional  sales contract.  They are issued by state and local
governments  and  authorities to acquire land,  equipment,  and  facilities.  An
investor  may  purchase  these   obligations   directly,   or  it  may  purchase
participation interests in such obligations.  Municipal leases may be subject to
greater risks than general obligation or revenue bonds. State  constitutions and
statutes set forth requirements that states or municipalities must meet in order
to issue municipal  obligations.  Municipal leases may contain a covenant by the
state or  municipality to budget for and make payments due under the obligation.
Certain municipal leases may, however,  provide that the issuer is not obligated
to make  payments  on the  obligation  in future  years  unless  funds have been
appropriated for this purpose each year.

Yields on municipal  bonds and notes  depend on a variety of factors,  including
money  market  conditions,  municipal  bond  market  conditions,  the  size of a
particular  offering,  the  maturity  of the  obligation,  and the rating of the
issue. The municipal bond market has a large number of different  issuers,  many
having  smaller  sized bond issues,  and a wide choice of  different  maturities
within each issue.  For these reasons,  most  municipal  bonds do not trade on a
daily  basis and many trade  only  rarely.  Because  many of these  bonds  trade
infrequently,  the  spread  between  the bid and offer may be wider and the time
needed to develop a bid or an offer may be longer than other  security  markets.
See the  appendix  for a  discussion  of  securities  ratings.  (See  also  Debt
Obligations.)

<PAGE>

Taxable  Municipal  Obligations.  There is another type of municipal  obligation
that is subject to federal income tax for a variety of reasons.  These municipal
obligations do not qualify for the federal income exemption because (a) they did
not receive necessary authorization for tax-exempt treatment from state or local
government  authorities,  (b) they exceed certain regulatory  limitations on the
cost of issuance for tax-exempt  financing or (c) they finance public or private
activities  that do not  qualify  for the federal  income tax  exemption.  These
non-qualifying   activities  might  include,  for  example,   certain  types  of
multi-family   housing,   certain  professional  and  local  sports  facilities,
refinancing   of  certain   municipal   debt,   and  borrowing  to  replenish  a
municipality's underfunded pension plan.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with municipal obligations include:  Credit Risk, Event
Risk,  Inflation Risk,  Interest Rate Risk,  Legal/Legislative  Risk, and Market
Risk.

Preferred Stock

Preferred  stock is a type of stock that pays  dividends at a specified rate and
that has  preference  over  common  stock in the  payment of  dividends  and the
liquidation of assets. Preferred stock does not ordinarily carry voting rights.

The price of a preferred  stock is generally  determined  by  earnings,  type of
products  or  services,   projected  growth  rates,  experience  of  management,
liquidity,  and  general  market  conditions  of the  markets on which the stock
trades.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with preferred stock include:  Issuer Risk,  Management
Risk, and Market Risk.

Real Estate Investment Trusts

Real estate  investment  trusts  (REITs) are entities that manage a portfolio of
real estate to earn profits for their  shareholders.  REITs can make investments
in real  estate such as  shopping  centers,  nursing  homes,  office  buildings,
apartment complexes,  and hotels. REITs can be subject to extreme volatility due
to  fluctuations in the demand for real estate,  changes in interest rates,  and
adverse economic conditions.  Additionally, the failure of a REIT to continue to
qualify as a REIT for tax purposes can materially affect its value.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest associated with REITs include:  Issuer Risk, Management Risk, and Market
Risk.

Repurchase Agreements

The Fund may enter into  repurchase  agreements  with certain  banks or non-bank
dealers. In a repurchase  agreement,  the Fund buys a security at one price, and
at the time of sale,  the  seller  agrees  to  repurchase  the  obligation  at a
mutually agreed upon time and price (usually within seven days).  The repurchase
agreement  thereby  determines the yield during the purchaser's  holding period,
while the  seller's  obligation  to  repurchase  is  secured by the value of the
underlying  security.  Repurchase  agreements could involve certain risks in the
event of a default or insolvency of the other party to the agreement,  including
possible  delays or  restrictions  upon the  Fund's  ability  to  dispose of the
underlying securities.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with repurchase  agreements  include:  Credit Risk and
Management Risk.

<PAGE>

Reverse Repurchase Agreements

In a reverse repurchase agreement,  the investor would sell a security and enter
into an agreement  to  repurchase  the  security at a specified  future date and
price.  The  investor  generally  retains  the right to interest  and  principal
payments on the security.  Since the investor receives cash upon entering into a
reverse  repurchase  agreement,  it may be  considered  a  borrowing.  (See also
Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with reverse  repurchase  agreements  include:  Credit
Risk, Interest Rate Risk, and Management Risk.

Short Sales

With  short  sales,  an  investor  sells a  security  that  it  does  not own in
anticipation  of a decline in the market value of the security.  To complete the
transaction,  the  investor  must borrow the  security  to make  delivery to the
buyer.  The investor is  obligated to replace the security  that was borrowed by
purchasing  it at the market price on the  replacement  date.  The price at such
time may be more or less than the price at which the investor sold the security.
A fund that is allowed  to utilize  short  sales will  designate  cash or liquid
securities  to cover its open short  positions.  Those  funds also may engage in
"short sales against the box," a form of  short-selling  that involves selling a
security that an investor owns (or has an  unconditioned  right to purchase) for
delivery at a specified date in the future. This technique allows an investor to
hedge protectively against anticipated declines in the market of its securities.
If the value of the  securities  sold  short  increased  prior to the  scheduled
delivery date, the investor loses the opportunity to participate in the gain.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated  with short sales include:  Management Risk and Market
Risk.

Sovereign Debt

A sovereign debtor's  willingness or ability to repay principal and pay interest
in a timely  manner may be affected by a variety of factors,  including its cash
flow  situation,  the extent of its  reserves,  the  availability  of sufficient
foreign  exchange on the date a payment is due,  the  relative  size of the debt
service burden to the economy as a whole,  the sovereign  debtor's policy toward
international lenders, and the political constraints to which a sovereign debtor
may be subject. (See also Foreign Securities.)

With respect to sovereign debt of emerging market issuers,  investors  should be
aware that certain  emerging  market  countries are among the largest debtors to
commercial  banks and foreign  governments.  At times,  certain  emerging market
countries  have  declared  moratoria on the payment of principal and interest on
external debt.

Certain emerging market countries have experienced difficulty in servicing their
sovereign debt on a timely basis that led to defaults and the  restructuring  of
certain indebtedness.

Sovereign  debt  includes  Brady Bonds,  which are  securities  issued under the
framework of the Brady Plan,  an  initiative  announced by former U.S.  Treasury
Secretary  Nicholas  F.  Brady in 1989 as a  mechanism  for  debtor  nations  to
restructure their outstanding external commercial bank indebtedness.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks   associated   with   sovereign   debt   include:   Credit  Risk,
Foreign/Emerging Markets Risk, and Management Risk.

<PAGE>

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.  (See
also Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  structured  products  include:   Credit  Risk,
Liquidity Risk, and Management Risk.

Variable- or Floating-Rate Securities

The Fund may invest in  securities  that offer a variable- or  floating-rate  of
interest.  Variable-rate securities provide for automatic establishment of a new
interest rate at fixed intervals (e.g., daily,  monthly,  semi-annually,  etc.).
Floating-rate  securities  generally  provide for  automatic  adjustment  of the
interest rate whenever some specified interest rate index changes.

Variable-  or  floating-rate  securities  frequently  include  a demand  feature
enabling the holder to sell the  securities to the issuer at par. In many cases,
the demand  feature can be exercised at any time.  Some  securities  that do not
have variable or floating  interest  rates may be  accompanied by puts producing
similar results and price characteristics.

Variable-rate demand notes include master demand notes that are obligations that
permit the Fund to invest  fluctuating  amounts,  which may change daily without
penalty,  pursuant to direct  arrangements  between the Fund as lender,  and the
borrower.  The interest  rates on these notes  fluctuate  from time to time. The
issuer of such  obligations  normally has a corresponding  right,  after a given
period,  to prepay in its discretion  the  outstanding  principal  amount of the
obligations plus accrued interest upon a specified number of days' notice to the
holders of such  obligations.  Because  these  obligations  are  direct  lending
arrangements  between the lender and borrower,  it is not contemplated that such
instruments  generally  will be traded.  There  generally is not an  established
secondary market for these obligations. Accordingly, where these obligations are
not  secured by  letters of credit or other  credit  support  arrangements,  the
Fund's  right to redeem is  dependent  on the  ability  of the  borrower  to pay
principal and interest on demand.  Such obligations  frequently are not rated by
credit rating agencies and may involve heightened risk of default by the issuer.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with variable- or  floating-rate  securities  include:
Credit Risk and Management Risk.

Warrants

Warrants are securities giving the holder the right, but not the obligation,  to
buy the stock of an issuer at a given price (generally  higher than the value of
the stock at the time of  issuance)  during a specified  period or  perpetually.
Warrants may be acquired  separately or in connection  with the  acquisition  of
securities.  Warrants  do not carry with them the right to  dividends  or voting
rights  and they do not  represent  any  rights  in the  assets  of the  issuer.
Warrants may be considered to have more speculative characteristics than certain
other  types of  investments.  In  addition,  the  value of a  warrant  does not
necessarily  change with the value of the underlying  securities,  and a warrant
ceases to have value if it is not exercised prior to its expiration date.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with warrants include: Management Risk and Market Risk.

<PAGE>

When-Issued Securities

These  instruments  are contracts to purchase  securities for a fixed price at a
future date beyond normal  settlement  time  (when-issued  securities or forward
commitments).  The price of debt obligations  purchased on a when-issued  basis,
which  may be  expressed  in  yield  terms,  generally  is fixed at the time the
commitment to purchase is made, but delivery and payment for the securities take
place at a later date.  Normally,  the settlement  date occurs within 45 days of
the purchase  although in some cases  settlement  may take longer.  The investor
does not pay for the  securities or receive  dividends or interest on them until
the contractual  settlement date. Such instruments involve a risk of loss if the
value of the security to be purchased  declines  prior to the  settlement  date,
which risk is in  addition  to the risk of  decline  in value of the  investor's
other  assets.  In  addition,  when the Fund engages in forward  commitment  and
when-issued  transactions,  it  relies on the  counterparty  to  consummate  the
transaction.  The failure of the  counterparty to consummate the transaction may
result  in the  Fund's  losing  the  opportunity  to  obtain a price  and  yield
considered to be advantageous.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with when-issued  securities  include:  Credit Risk and
Management Risk.

Zero-Coupon, Step-Coupon, and Pay-in-Kind Securities

These  securities  are debt  obligations  that do not make regular cash interest
payments (see also Debt Obligations). Zero-coupon and step-coupon securities are
sold at a deep  discount to their face value  because  they do not pay  interest
until  maturity.  Pay-in-kind  securities  pay interest  through the issuance of
additional securities.  Because these securities do not pay current cash income,
the price of these  securities  can be extremely  volatile when  interest  rates
fluctuate. See the appendix for a discussion of securities ratings.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  zero-coupon,   step-coupon,   and  pay-in-kind
securities include: Credit Risk, Interest Rate Risk, and Management Risk.

<PAGE>

SECURITY TRANSACTIONS
- ------------------------------------------------------------------------------

Subject to policies set by the board,  IDS Life Insurance  Company (IDS Life) 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,  IDS Life has been  directed to
use its best efforts to obtain the best  available  price and the most favorable
execution  except where otherwise  authorized by the board.  IDS Life intends to
direct  American  Express  Financial  Corporation  (AEFC) to execute  trades and
negotiate  commissions  on its behalf.  In selecting  broker-dealers  to execute
transactions,  AEFC may consider the price of the security, including commission
or mark-up,  the size and difficulty of the order, the  reliability,  integrity,
financial  soundness,  and general  operation and execution  capabilities of the
broker,  the broker's  expertise in particular  markets,  and research  services
provided by the broker.  These services are covered by the  Investment  Advisory
Agreement  between IDS Life and AEFC.  When AEFC acts on IDS Life's behalf,  for
the Fund, it follows the guidelines stated below.

AEFC has a strict Code of Ethics that  prohibits its  affiliated  personnel from
engaging in personal investment  activities that compete with or attempt to take
advantage of planned  portfolio  transactions for any fund or trust for which it
acts as investment manager.

The Fund's  securities may be traded on a principal rather than an agency basis.
In other words,  AEFC 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. AEFC 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  has  adopted  a  policy  authorizing  IDS  Life  to do so to  the  extent
authorized by law, if IDS Life determines,  in good faith,  that such commission
is  reasonable  in relation to the value of the  brokerage or research  services
provided by a broker or dealer,  viewed either in the light of that  transaction
or IDS Life's or AEFC's  overall  responsibilities  with respect to the Fund and
the other funds for which they act as investment managers.

Research provided by brokers  supplements AEFC'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. AEFC 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 SEC.

When paying a commission  that might not otherwise be charged or a commission in
excess  of the  amount  another  broker  might  charge,  IDS  Life  must  follow
procedures  authorized  by the  board.  To  date,  three  procedures  have  been
authorized.  One procedure  permits IDS Life to direct an order to buy or sell a
security  traded on a national  securities  exchange  to a  specific  broker for
research  services it has provided.  The second  procedure  permits IDS Life, in
order to obtain research, to direct an order on an agency basis to buy or sell a
security  traded in the  over-the-counter  market to a firm that does not make a
market in that security. The commission paid generally includes compensation for
research  services.  The third  procedure  permits IDS Life,  in order to obtain
research and brokerage services, to cause the Fund to pay a commission in excess
of the amount another  broker might have charged.  IDS Life has advised the Fund
that it is  necessary  to do  business  with a number  of  brokerage  firms on a
continuing basis to obtain such

<PAGE>

services as the handling of large orders,  the  willingness  of a broker to risk
its own money by taking a position in a security,  and the specialized  handling
of a particular  group of  securities  that only certain  brokers may be able to
offer. As a result of this arrangement,  some portfolio  transactions may not be
effected at the lowest  commission,  but IDS Life  believes it may obtain better
overall execution.  IDS Life has represented that under all three procedures the
amount of commission  paid will be reasonable and competitive in relation to the
value of the brokerage services performed or research provided.

All  other  transactions  will be  placed  on the  basis of  obtaining  the best
available  price  and the  most  favorable  execution.  In so  doing,  if in the
professional  opinion  of the person  responsible  for  selecting  the broker or
dealer,   several  firms  can  execute  the   transaction  on  the  same  basis,
consideration  will be given by such  person to those  firms  offering  research
services.  Such services may be used by IDS Life and AEFC in providing advice to
all the funds and  accounts  advised by IDS Life and AEFC even  though it is not
possible to relate the benefits to any particular fund.

Each  investment  decision  made  for the  Fund is made  independently  from any
decision made for another portfolio, fund, or other account advised by IDS Life,
AEFC or any of its  subsidiaries.  When the Fund buys or sells the same security
as another portfolio, fund, or account, AEFC 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.

On a periodic basis, AEFC 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's  portfolio  turnover  rate  indicates  changes in its  portfolio  of
securities and will vary from year to year.  The Fund may experience  relatively
higher  portfolio  turnover than normal during a period of rapid asset growth if
smaller  positions   acquired  in  connection  with  portfolio   diversification
requirements  are replaced by larger  positions.  High portfolio  turnover could
result in increased transaction costs.

[For fiscal  years noted below,  each Fund paid the  following  total  brokerage
commissions.  Substantially  all firms through whom  transactions  were executed
provide research services.

                       Aug. 31, ____      Aug. 31, _____      Aug. 31, _____
Bond
Capital Resource
Cash Management
Extra Income
Global Bond
International
Managed
New Dimensions
Strategy Aggressive

<PAGE>

[In  fiscal  year  ____,  the  following   transactions   and  commissions  were
specifically directed to firms in exchange for research services:

                                       Transactions               Commissions
Bond
Capital Resource
Cash Management
Extra Income
Global Bond
International
Managed
New Dimensions
Strategy Aggressive

[No  transactions  were  directed to brokers  because of research  services they
provided to each Fund [except for the affiliates as noted below.**]

- --------------------------------------------------------------------------------
** If accounting  determines that no brokerage  commissions were paid to brokers
affiliated  with AEFC for the three most recent fiscal years,  please delete the
second       bracketed       portion      of      the      statement      above.
- --------------------------------------------------------------------------------

[As of the end of the most recent  fiscal year,  each Fund held no securities of
its regular brokers or dealers or of the parent of those brokers or dealers that
derived more than 15% of gross revenue from securities-related activities.]

[As of the end of the most recent fiscal year,  each Fund held securities of its
regular  brokers  or dealers  of the  parent of those  brokers  or dealers  that
derived more than 15% of gross  revenue from  securities-related  activities  as
presented below:

                                                          Value of Securities
Fund                         Name of Issuer          owned at End of Fiscal Year
- ---------------------        --------------          ---------------------------
Bond
Capital Resource
Cash Management
Extra Income
Global Bond
International
Managed
New Dimensions
Strategy Aggressive

<PAGE>

The  portfolio  turnover  rates for the two most  recent  fiscal  years  were as
follows:

                                    Aug. 31, ____             Aug. 31, ____
Bond
Capital Resource
Cash Management
Extra Income
Global Bond
International
Managed
New Dimensions
Strategy Aggressive

[Higher turnover rates may result in higher brokerage  expenses.] [The variation
in turnover rates can be attributed to:]

Blue Chip Advantage, Diversified Equity Income, Federal Income, Growth and Small
Cap Advantage Funds did not begin operations until Sept.,  1999.  Therefore,  no
brokerage information is provided for those Funds.

BROKERAGE COMMISSIONS PAID TO BROKERS AFFILIATED WITH IDS LIFE
- --------------------------------------------------------------------------------

Affiliates  of American  Express  Company  (of which IDS Life is a  wholly-owned
indirect  subsidiary) may engage in brokerage and other securities  transactions
on behalf of the Fund  according to  procedures  adopted by the board and to the
extent consistent with applicable provisions of the federal securities laws. IDS
Life will use an American Express affiliate only if (i) IDS Life 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.

[No brokerage  commissions were paid to brokers  affiliated with the Advisor for
the three most recent fiscal years.]

[Information  about  brokerage  commissions  paid by the Fund for the last three
fiscal  years  to  brokers  affiliated  with the  Advisor  is  contained  in the
following table:

<PAGE>
<TABLE>
<CAPTION>

                                      As of the end of Fiscal Year,

                                                                 199                          199            199

                                             -------------------------------------------  ------------  -------------
<S>        <C>             <C>            <C>            <C>            <C>             <C>           <C>

                                                                           Percent of
                ------------  -------------  -------------  -------------  Aggregate      ------------  -------------
                                                                           Dollar
                                             Aggregate                     Amount of      Aggregate     Aggregate
                                             Dollar         Percent of     Transactions   Dollar        Dollar
                                             amount of      Aggregate      Involving      Amount of     Amount of
Fund                          Nature of      Commissions    Brokerage      Payment of     Commissions   Commissions
                Broker        Affiliation    Paid to        Commissions    Commissions    Paid to       Paid to
                                             Broker                                       Broker        Broker
                              Wholly-owned   $                    %             %          $             $
                              subsidiary
                              of the
                              Advisor
</TABLE>

- --------------------------------------------------------------------------------
PERFORMANCE INFORMATION

The Fund may quote various  performance  figures to illustrate past performance.
Average annual total return and current yield quotations, if applicable, used by
the 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  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)

Aggregate total return

The Fund may calculate  aggregate total return for certain periods  representing
the  cumulative  change in the value of an investment in a 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)

The total return of the S&P 500 Index is  calculated  by several  sources.  Blue
Chip Advantage Fund will use the total return as calculated by Standard & Poor's
Corporation  (S&P) to  measure  the U.S.  stock  market.  The  total  return  is
calculated by adding dividend income to price appreciation.  Total return on the
S&P 500 Index is determined by reinvesting  cash dividends paid on stocks on the
ex-dividend date that is, the date

<PAGE>

on or after which a sale of stock does not carry with it the right to a dividend
already  declared.  S&P also makes  adjustments for special  dividends,  such as
stock dividends.  The percentage  changes for the indexes other than the S&P 500
Index reflect reinvestment of all distributions on a quarterly basis and changes
in market prices.  The percentage  changes for all the indexes exclude brokerage
commissions  or other  fees.  By  comparison,  the Fund will incur such fees and
other expenses.

Annualized yield


Bond,  Diversified Equity Income,  Extra Income,  Federal Income and Global Bond
may  calculate an  annualized  yield by dividing the net  investment  income per
share deemed  earned  during a 30-day period by the net asset value per share on
the last day of the period and annualizing the results.


Yield is calculated according to the following formula:

                                        Yield = 2[(a-b + 1)6 - 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


Bond's  annualized yield was ___%, Extra Income's was ___% and Global Bond's was
___% for the 30-day  period  ended ____,  1999.  Diversified  Equity  Income and
Federal  Income  did not begin  operations  until  Sept.,  1999.  Therefore,  no
annualized yield has been calculated for them.


The Fund 's yield,  calculated  as  described  above  according  to the  formula
prescribed by the SEC, is a  hypothetical  return based on market value yield to
maturity for the Fund's  securities.  It is not  necessarily  indicative  of the
amount which was or may be paid to the Fund's shareholders.  Actual amounts paid
to Fund shareholders are reflected in the distribution yield.

DISTRIBUTION YIELD

Distribution yield is calculated according to the following formula:

                                    D       x        F        = DY
                                   NAV              30

where:            D  =     sum of dividends for 30 day period
                NAV  =     beginning of period net asset value
                  F  =     annualizing factor
                 DY  =     distribution yield


Bond's  distribution  yield was ___%,  Extra Income's was ___% and Global Bond's
was ___% for the 30-day period ended ____, 1999.  Diversified  Equity Income and
Federal  Income  did not begin  operations  until  Sept.,  1999.  Therefore,  no
distribution yield has been calculated for them.


<PAGE>

Cash Management Fund calculates annualized simple and compound yields based on a
seven-day period.

The simple yield is calculated by  determining  the net change in the value of a
hypothetical  account  having a  balance  of one share at the  beginning  of the
seven-day  period,  dividing the net change in account value by the value of the
account at the beginning of the period to obtain the return for the period,  and
multiplying  that return by 365/7 to obtain an annualized  figure.  The value of
the  hypothetical  account  includes the amount of any declared  dividends,  the
value of any shares  purchased  with any dividend paid during the period and any
dividends  declared  for such  shares.  The Fund's  yield does not  include  any
realized or unrealized gains or losses.

The Fund calculates its compound yield according to the following formula:

Compound Yield = (return for seven day period + 1) x (365/7) - 1

Cash Management  Fund's simple annualized yield was ____% and its compound yield
was _____% for the seven days ended ________, 1999, the last business day of the
Fund's fiscal year. The Fund's simple yield was ____% and the compound yield was
____% for the seven days ended ________, 1999.

Yield, or rate of return, on Cash Management Fund shares may fluctuate daily and
does not provide a basis for determining future yields.  However, it may be used
as one element in assessing how the Fund is meeting its goal.  When comparing an
investment   in  the  Fund  with  savings   accounts   and  similar   investment
alternatives,  you must consider that such alternatives  often provide an agreed
to or  guaranteed  fixed yield for a stated  period of time,  whereas the Fund's
yield  fluctuates.  In comparing  the yield of one money market fund to another,
you should  consider  the Fund's  investment  policies,  including  the types of
investments permitted.

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, CDA Technologies,  Donoghue's Money Market Fund
Report,  Financial  Services Week,  Financial Times,  Financial  World,  Forbes,
Fortune,  Global Investor,  Institutional  Investor,  Investor's Business Daily,
Kiplinger's Personal Finance,  Lipper Analytical Services,  Money,  Morningstar,
Mutual  Fund  Forecaster,  Newsweek,  The New  York  Times,  Personal  Investor,
Shearson Lehman Aggregate Bond Index,  Stanger Report,  Sylvia Porter's Personal
Finance,  USA Today,  U.S. News and World Report,  The Wall Street Journal,  and
Wiesenberger  Investment  Companies  Service.  The  Fund  also may  compare  its
performance to a wide variety of indexes or averages. There are similarities and
differences  between  the  investments  that  the  Fund  may  purchase  and  the
investments  measured  by the  indexes or averages  and the  composition  of the
indexes or averages will differ from that of the Fund.

<PAGE>

VALUING FUND SHARES
- --------------------------------------------------------------------------------

On the first business day following the end of the fiscal year, the  computation
looked like this:
<TABLE>
<CAPTION>
<S>                           <C>            <C>          <C>                    <C>      <C>

                                                             Shares outstanding
Fund                                            divided by     at the end of                 Net asset value
                                   Net assets                   previous day       equals      of one share
- ---------------------------------- ------------ ----------- --------------------- ---------- -----------------
Bond
Capital Resource
Cash Management
Extra Income
Global Bond
International
Managed
New Dimensions
Strategy Aggressive
</TABLE>

- --------------------------------------------------------------------------------
Blue Chip Advantage, Diversified Equity Income, Federal Income, Growth and Small
Cap Advantage did not begin operations until Sept.,  1999.  Therefore,  they are
not included in this chart.

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

o    Securities  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.

o    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  exists,  to the
     over-the-counter market.

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

o    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.

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

o    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 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 board.

<PAGE>

o    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.

o    Securities  without a readily  available market price, 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.

Cash  Management Fund intends to use its best efforts to maintain a constant net
asset value of $1 per share although there is no assurance it will be able to do
so.  Accordingly,  the Fund  uses the  amortized  cost  method  in  valuing  its
portfolio.

o    Short-term  securities  maturing in 60 days or less 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. It does
     not take into consideration  unrealized capital gains or losses. All of the
     securities in the Fund's portfolio will be valued at their amortized cost.

In addition, Cash Management Fund must abide by certain conditions. It must only
invest in  securities  of high quality  which  present  minimal  credit risks as
determined by the board of directors. This means that the rated commercial paper
in the  Fund's  portfolio  will be issues  that have been  rated in the  highest
rating  category  by at  least  two  nationally  recognized  statistical  rating
organizations  (or by one if only one rating is assigned)  and in unrated  paper
determined by the Fund's board of directors to be comparable. The Fund must also
purchase securities with original or remaining  maturities of 13 months or less,
and maintain a dollar-weighted average portfolio maturity of 90 days or less. In
addition, the board of directors must establish procedures designed to stabilize
the Fund's  price per share for purposes of sales and  redemptions  at $1 to the
extent that it is reasonably  possible to do so. These procedures include review
of the Fund's securities by the Board, at intervals deemed appropriate by it, to
determine  whether  the Fund's net asset  value per share  computed by using the
available market quotations  deviates from a share value of $1 as computed using
the amortized  cost method.  The board must consider any deviation that appears,
and if it exceeds  0.5%,  it must  determine  what action,  if any,  needs to be
taken.  If the board  determines  that a  deviation  exists that may result in a
material dilution of the holdings of the variable  accounts or investors,  or in
other unfair  consequences  for such people,  it must undertake  remedial action
that it deems  necessary and  appropriate.  Such action may include  withholding
dividends,  calculating  net asset  value per  share for  purposes  of sales and
redemptions in kind, and selling  securities before maturity in order to realize
capital gain or loss or to shorten average portfolio maturity.

In  other  words,  while  the  amortized  cost  method  provides  certainty  and
consistency  in  portfolio  valuation,  it may,  from  time to time,  result  in
valuations  of  securities  that are  either  somewhat  higher or lower than the
prices at which the  securities  could be sold.  This means that during times of
declining  interest  rates,  the yield on Cash  Management  Fund's shares may be
higher than if  valuations  of  portfolio  securities  were made based on actual
market  prices  and  estimates  of  market  prices.  Accordingly,  if use of the
amortized cost method were to result in a lower portfolio value at a given time,
a  prospective  investor  in the Fund would be able to obtain a somewhat  higher
yield than if  portfolio  valuation  were  based on actual  market  values.  The
Variable Accounts,  on the other hand, would receive a somewhat lower yield than
they would  otherwise  receive.  The opposite  would  happen  during a period of
rising interest rates.

<PAGE>

SELLING SHARES
- --------------------------------------------------------------------------------

The Fund will sell any shares presented by the shareholders  (variable  accounts
or  subaccounts)  for sale.  The policies on when or whether to buy or sell Fund
shares are described in your annuity or life insurance policy 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:

o    The Exchange  closes for reasons  other than the usual  weekend and holiday
     closings or trading on the Exchange is restricted, or

o    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

o    The SEC,  under  the  provisions  of the 1940  Act,  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 contract owners.

REJECTION OF BUSINESS

The Fund reserves the right to reject any business, in its sole discretion.

[CAPITAL LOSS CARRYOVER
- --------------------------------------------------------------------------------


For federal income tax purposes,  the Fund had total capital loss  carryovers of
$___________  at the end of the most recent  fiscal year,  that if not offset by
subsequent capital gains will expire as follows:

Fund                                        199__                      199__


It is unlikely that the board 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
- --------------------------------------------------------------------------------

The Fund may be subject  to U.S.  taxes  resulting  from  holdings  in a passive
foreign investment  company (PFIC). A foreign  corporation is a PFIC when 75% or
more of its gross income for the taxable  year is passive  income or 50% or more
of the average  value of its assets  consists  of assets  that  produce or could
produce passive income.

<PAGE>

- --------------------------------------------------------------------------------
AGREEMENTS

Investment Management Services Agreement

IDS Life, a wholly-owned  subsidiary of AEFC, is the investment  manager for the
Fund. Under the Investment  Management Services Agreement,  IDS Life, subject to
the policies set by the board, provides investment management services.

For its  services,  IDS  Life  is  paid a fee  monthly  based  on the  following
schedule. 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.

Blue Chip Advantage

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.50              0.560%
Next              0.50              0.545
Next              1.00              0.530
Next              1.00              0.515
Next              3.00              0.500
Over              6.00              0.470


Bond Fund

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $1                 0.610%
Next              1                 0.595
Next              1                 0.580
Next              3                 0.565
Next              3                 0.550
Over              9                 0.535


Capital Resource

       Assets                Annual rate at
      (billions)            each asset level
First            $1                 0.063%
Next              1                 0.615
Next              1                 0.600
Next              3                 0.585
Over              6                 0.570

<PAGE>

Cash Management

       Assets                Annual rate at
      (billions)            each asset level
First            $1.0               0.510%
Next              0.5               0.493
Next              0.5               0.475
Next              0.5               0.458
Over              2.5               0.440


Diversified Equity Income

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.50              0.560%
Next              0.50              0.545
Next              1.00              0.530
Next              1.00              0.515
Next              3.00              0.500
Over              6.00              0.470


Extra Income

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $1                 0.620%
Next              1                 0.605
Next              1                 0.590
Next              3                 0.575
Next              3                 0.560
Over              9                 0.545


Federal Income

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $1.00              0.610%
Next              1.00              0.595
Next              1.00              0.580
Next              3.00              0.565
Next              3.00              0.550
Over              9.00              0.535

<PAGE>

Global Bond

       Assets                Annual rate at
      (billions)            each asset level
First            $0.25              0.840%
Next              0.25              0.825
Next              0.25              0.810
Next              0.25              0.795
Over              1.00              0.780


Growth

       Assets                Annual rate at
      (billions)            each asset level
First            $1.00              0.630%
Next              1.00              0.615
Next              1.00              0.600
Next              3.00              0.585
Over              6.00              0.570


International

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.25              0.870%
Next              0.25              0.855
Next              0.25              0.840
Next              0.25              0.825
Next              1.00              0.810
Over              2.00              0.795


Managed

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.5               0.630%
Next              0.5               0.615
Next              1.0               0.600
Next              1.0               0.585
Next              3.0               0.570
Over              6.0               0.550

<PAGE>

New Dimensions

       Assets                Annual rate at
      (billions)            each asset level
First            $1                 0.630%
Next              1                 0.615
Next              1                 0.600
Next              3                 0.585
Over              9                 0.570


Small Cap Advantage

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.25              0.790%
Next              0.25              0.770
Next              0.25              0.750
Next              0.25              0.730
Next              1.00              0.710
Over              2.00              0.650


Strategy Aggressive

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.25              0.650%
Next              0.25              0.635
Next              0.25              0.620
Next              0.25              0.605
Next              1.00              0.590
Over              2.00              0.575

For Blue  Chip  Advantage,  Diversified  Equity  Income,  Growth  and  Small Cap
Advantage,  before the fee based on the asset charge is paid, it is adjusted for
investment performance.  The adjustment,  determined monthly, will be calculated
using the percentage point difference  between the change in the net asset value
of one share of the Fund and the change in the (i) Lipper Growth and Income Fund
Index (Index) for Blue Chip Advantage and Growth, (ii) Lipper Equity Income Fund
Index for Diversified  Equity Income,  and (iii) the Lipper Small Cap Fund Index
for Small Cap Advantage. The performance of one share of the Fund is measured by
computing the  percentage  difference  between the opening and closing net asset
value  of one  share of the  Fund,  as of the last  business  day of the  period
selected for  comparison,  adjusted  for dividend or capital gain  distributions
which  are  treated  as  reinvested  at the end of the  month  during  which the
distribution  was made.  The  performance  of the  Index for the same  period is
established  by measuring the  percentage  difference  between the beginning and
ending Index for the comparison period. The performance is adjusted for dividend
or capital gain  distributions  (on the  securities  which  comprise the Index),
which  are  treated  as  reinvested  at the end of the  month  during  which the
distribution  was  made.  One  percentage  point  will be  subtracted  from  the
calculation to help assure that incentive adjustments are attributable to AEFC's
management  abilities rather than random  fluctuations and the result multiplied
by 0.01%. That number will be multiplied times the Fund's average net assets for
the comparison period and then divided by the number of months in the comparison
period to determine the monthly adjustment.

<PAGE>

Where the Fund's share performance  exceeds that of the Index, the base fee will
be increased.  Where the performance of the Index exceeds the performance of the
Fund's  shares,  the base  fee  will be  decreased.  For  Blue  Chip  Advantage,
Diversified  Equity Income and Growth,  the maximum monthly increase or decrease
will be 0.08% of each Fund's  average net assets on an annual  basis.  For Small
Cap  Advantage,  the maximum  monthly  increase or decrease will be 0.12% of the
Fund's average net assets on an annual basis

The 12 month  comparison  period will roll over with each  succeeding  month, so
that it always equals 12 months, ending with the month for which the performance
adjustment is being computed.

Blue Chip Advantage, Diversified Equity Income, Federal Income, Growth and Small
Cap Advantage began operations Sept.,  1999.  Therefore they are not included in
these listings for the fiscal year ended Aug.
31, 1999.

On the last day of the most recent  fiscal  year,  the daily rate applied to the
Fund's  assets  on an annual  basis,  was  ____%  for  Bond,  ____% for  Capital
Resource,  ____% for Cash Management,  ____% for Extra Income,  ____% for Global
Bond,  ____% for  International,  ____% for Managed,  ____% for New  Dimensions,
____% for Strategy  Aggressive.  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 the agreement,  advisory expenses paid
for the following fiscal years were as follows:

Fund                                       199_         199_           199_
Bond
- ---------------------
Capital Resource
- ---------------------
Cash Management
- ---------------------
Extra Income
- ---------------------
Global Bond
- ---------------------
International
- ---------------------
Managed
- ---------------------
New Dimensions
- ---------------------
Strategy Aggressive

<PAGE>

Under the agreement,  nonadvisory  expenses paid for the following  fiscal years
were as follows:

Fund                                    199_           199_          199_
Bond
- ----------------------
Capital Resource
- ----------------------
Cash Management
- ----------------------
Extra Income
- ----------------------
Global Bond
- ----------------------
International
- ----------------------
Managed
- ----------------------
New Dimensions
- ----------------------
Strategy Aggressive

Under the  Agreement,  the Fund  also  pays  taxes,  brokerage  commissions  and
nonadvisory expenses, which include custodian fees and expenses, audit expenses,
cost of items sent to contract owners,  postage, fees and expenses paid to board
members who are not officers or employees of IDS Life or AEFC, fees and expenses
of  attorneys,  costs of  fidelity  and surety  bonds,  SEC  registration  fees,
expenses of preparing prospectuses and of printing and distributing prospectuses
to existing contract owners,  losses due to theft or other wrong doing or due to
liabilities  not covered by bond or agreement,  expenses  incurred in connection
with lending  securities and expenses properly payable by the Fund,  approved by
the board. All other expenses are borne by IDS Life.

Investment Advisory Agreement

IDS Life  and AEFC  have an  Investment  Advisory  Agreement  under  which  AEFC
executes  purchases and sales and negotiates  brokerage as directed by IDS Life.
For its  services,  IDS Life  pays AEFC an  annual  fee of 0.25% of each  Fund's
average daily net assets except for International whose fee is 0.35%.

Under the  Agreement,  the Advisor paid AEFC for the  following  fiscal years as
follows:

Fund                                        199_        199_          199_
Bond
- -----------------------
Capital Resource
- -----------------------
Cash Management
- -----------------------
Extra Income
- -----------------------
Global Bond
- -----------------------
International
- -----------------------
Managed
- -----------------------
New Dimensions
- -----------------------
Strategy Aggressive

<PAGE>

Sub-Investment Adviser:

American  Express  Asset  Management   International   Inc.   (Sub-Adviser),   a
wholly-owned  subsidiary  of AEFC  located  at IDS  Tower  10,  Minneapolis,  MN
55440-0010 sub-advises the assets in the International Equity Fund. Sub-Adviser,
subject to the supervision and approval of AEFC,  provides  investment  advisory
assistance  and  day-to-day  management  of the  Fund's  portfolio,  as  well as
investment  research and statistical  information,  under an Investment Advisory
Agreement with AEFC.

Under the agreement,  the  Sub-Adviser  receives an annual fee of 0.35% of daily
net assets.

Under the  agreement,  the total amount paid for  International  Equity Fund was
$________ for fiscal year 199_,  $________  for fiscal year 199_,  and $________
for fiscal year 199_.

American  Express  Asset   Management  Group  Inc.   (Sub-Adviser)  an  indirect
subsidiary  of  AEFC  located  at IDS  Tower  10,  Minneapolis,  MN  55440-0010,
sub-advises the assets of Strategy Aggressive Fund. Sub-Adviser,  subject to the
supervision and approval of AEFC,  provides  investment  advisory assistance and
day-to-day  management of the Fund's portfolio,  as well as investment  research
and statistical  information,  under an Investment Advisory Agreement with AEFC.
Under the agreement,  the Sub-Adviser receives an annual fee of 0.35% of average
daily net assets.

Under the agreement,  the  Sub-Adviser  receives an annual fee of 0.35% of daily
net assets.

Under the  agreement,  the total  amount paid for Strategy  Aggressive  Fund was
$________ for fiscal year 199_,  $________  for fiscal year 199_,  and $________
for fiscal year 199_.

Kenwood  Capital  Management LLC  (Sub-Adviser)  an indirect  subsidiary of AEFC
located at IDS Tower 10, Minneapolis,  MN 55440-0010,  sub-advises the assets of
Small Cap Advantage Fund.  Sub-Adviser,  subject to the supervision and approval
of AEFC, provides  investment  advisory assistance and day-to-day  management of
the  Fund's   portfolio,   as  well  as  investment   research  and  statistical
information,  under an  Investment  Advisory  Agreement  with  AEFC.  Under  the
agreement,  the Sub-Adviser receives an annual fee of 0.35% of average daily net
assets. Small Cap Advantage did not begin operations until Sept., 1999.

Administrative Services Agreement

The  Fund  has an  Administrative  Services  Agreement  with  AEFC.  Under  this
agreement,  the Fund pays AEFC a fee for providing administration and accounting
services.  The fee,  based on the following  schedule,  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.


Blue Chip Advantage

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.50             0.040%
Next              0.50             0.035
Next              1.00             0.030
Next              1.00             0.025
Next              3.00             0.020
Over              6.00             0.020

<PAGE>

Bond Fund

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $1                0.050%
Next              1                0.045
Next              1                0.040
Next              3                0.035
Next              3                0.030
Over              9                0.025


Capital Resource

       Assets                Annual rate at
      (billions)            each asset level
First            $1                0.050%
Next              1                0.045
Next              1                0.040
Next              3                0.035
Over              6                0.030


Cash Management

       Assets                Annual rate at
      (billions)            each asset level
First            $1.0              0.030%
Next              0.5              0.027
Next              0.5              0.025
Next              0.5              0.022
Over              2.5              0.020


Diversified Equity Income

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.50             0.040%
Next              0.50             0.035
Next              1.00             0.030
Next              1.00             0.025
Next              3.00             0.020
Over              6.00             0.020

<PAGE>

Extra Income

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $1                0.050%
Next              1                0.045
Next              1                0.040
Next              3                0.035
Next              3                0.030
Over              9                0.025


Federal Income

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $1.00             0.050%
Next              1.00             0.045
Next              1.00             0.040
Next              3.00             0.035
Next              3.00             0.030
Over              9.00             0.025


Global Bond

       Assets                Annual rate at
      (billions)            each asset level
First            $0.25             0.060%
Next              0.25             0.055
Next              0.25             0.050
Next              0.25             0.045
Over              1.00             0.040


Growth

       Assets                Annual rate at
      (billions)            each asset level
First            $1.00             0.050%
Next              1.00             0.045
Next              1.00             0.040
Next              3.00             0.035
Over              6.00             0.030

<PAGE>

International

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.25             0.060%
Next              0.25             0.055
Next              0.25             0.050
Next              0.25             0.045
Next              1.0              0.040
Over              2.0              0.035


Managed

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.5              0.040%
Next              0.5              0.035
Next              1.0              0.030
Next              1.0              0.025
Next              3.0              0.020
Over              6.0              0.020


New Dimensions

       Assets                Annual rate at
      (billions)            each asset level
First            $1                0.050%
Next              1                0.045
Next              1                0.040
Next              3                0.035
Over              6                0.030


Small Cap Advantage

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.25             0.060%
Next              0.25             0.055
Next              0.25             0.050
Next              0.25             0.045
Next              1.00             0.040
Over              2.00             0.035

<PAGE>

Strategy Aggressive

       Assets                Annual rate at
      (billions)            each asset level
      ----------            ----------------
First            $0.25             0.060%
Next              0.25             0.055
Next              0.25             0.050
Next              0.25             0.045
Next              1.00             0.040
Over              2.00             0.035

On the last day of the most recent  fiscal year,  the daily rates applied to the
Funds' net assets on an annual basis were:

Fund                      Daily Rates       Fees Paid During Prior Fiscal Year
- ----                      -----------        ----------------------------------
Bond                           0.__%                    $____________
Capital Resource               0.__%                    $____________
Cash Management                0.__%                    $____________
Extra Income                   0.__%                    $____________
Global Bond                    0.__%                    $____________
International                  0.__%                    $____________
Managed                        0.__%                    $____________
New Dimensions                 0.__%                    $____________
Strategy Aggressive            0.__%                    $____________

Blue Chip Advantage, Diversified Equity Income, Federal Income, Growth and Small
Cap Advantage did not begin operations until Sept.,  1999.  Therefore,  they are
not included in this list.

PLAN AND AGREEMENT OF DISTRIBUTION


For Blue Chip Advantage,  Diversified Equity Income,  Federal Income, Growth and
Small Cap Advantage, to help defray the cost of distribution and servicing,  the
Fund and IDS Life  entered  into a Plan and  Agreement  of  Distribution  (Plan)
pursuant  to Rule 12b-1 under the 1940 Act.  Under the Plan,  IDS Life is paid a
fee up to actual  expenses  incurred  at an  annual  rate of up to 0.125% of the
Fund's average daily net assets.


Expenses covered under this Plan include sales commissions;  business,  employee
and financial  advisor expenses charged to distribution of shares;  and overhead
appropriately allocated to the sale of shares. These expenses also include costs
of providing  personal  service to  shareholders.  A substantial  portion of the
costs  are  not  specifically  identified  to any  one of the  American  Express
Variable Portfolio Funds.

The Plan must be  approved  annually  by the board,  including a majority of the
disinterested board members, 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 board members 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

<PAGE>

securities of the Fund or by IDS Life. The Plan (or any agreement related to it)
will  terminate in the event of its  assignment,  as that term is defined in the
1940 Act.  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 board  members,  including a majority
of the board members 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  board  members is the
responsibility of the other  disinterested board members. No board member who is
not an interested  person has any direct or indirect  financial  interest in the
operation of the Plan or any related agreement.

Custodian Agreement

The Fund's securities and cash are held by American Express Trust Company,  1200
Northstar Center West, 625 Marquette Ave., Minneapolis, MN 55402-2307, 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.  For its
services,  the Fund pays the  custodian  a  maintenance  charge and a charge per
transaction in addition to reimbursing the custodian's out-of-pocket expenses.

The custodian has entered into a sub-custodian  agreement with Bank of New York,
90  Washington  Street,  New  York,  NY  10286.  As part  of  this  arrangement,
securities  purchased outside the United Stated are maintained in the custody of
various foreign branches of Bank of New York or in other financial  institutions
as permitted by law and by the Fund's sub-custodian agreement.

ORGANIZATIONAL INFORMATION
- --------------------------------------------------------------------------------

The Fund is an open-end management investment company. The Fund headquarters are
at IDS Tower 10, Minneapolis, MN 55440-0010.

SHARES

The Fund is owned by the subaccounts,  its shareholders.  The shares of the Fund
represent an interest in that fund's  assets only (and profits or losses),  and,
in the event of  liquidation,  each share of the Fund would have the same rights
to dividends and assets as every other share of that Fund.

VOTING RIGHTS

For a  discussion  of the rights of  contract  owners  concerning  the voting of
shares held by the subaccounts, please see your annuity or life insurance policy
prospectus.  All  shares  have  voting  rights  over the Fund's  management  and
fundamental  policies.  Each share is entitled to one vote for each share owned.
Each class, if applicable,  has exclusive  voting rights with respect to matters
for which separate class voting is appropriate  under applicable law. All shares
have  cumulative  voting  rights with respect to the election of board  members.
This means that  shareholders  have as many votes as the number of shares owned,
including fractional shares, multiplied by the number of members to be elected.

Dividend Rights

Dividends  paid by the Fund,  if any,  with respect to each class of shares,  if
applicable, will be calculated in the same manner, at the same time, on the same
day,  and will be in the same  amount,  except for  differences  resulting  from
differences in fee structures.

<PAGE>
<TABLE>
<CAPTION>

FUND HISTORY TABLE FOR FUNDS MANAGED BY IDS LIFE
<S>                               <C>            <C>         <C>             <C>         <C>

                                      Date of       Form of      State of       Fiscal     Diversified
                                    Organization  Organization Organization    Year End
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
IDS Life Series Fund, Inc.             5/8/85     Corporation       MN           4/30
   Equity Portfolio                                                                            Yes
   Equity Income Portfolio                                                                     Yes
   Government Securities                                                                       Yes
   Portfolio
   Income Portfolio                                                                            Yes
   International Equity Portfolio                                                              Yes
   Managed Portfolio                                                                           Yes
   Money Market Portfolio                                                                      Yes
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Income       4/27/81,    Corporation     NV/MN          8/31
Series, Inc.                          6/13/86*
   AXP Variable Portfolio - Bond                                                               Yes
   Fund
   AXP Variable Portfolio - Extra                                                              Yes
   Income Fund
   AXP Variable Portfolio -                                                                    Yes
   Federal Income Fund
   AXP Variable Portfolio -                                                                     No
   Global Bond Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio -              4/27/81,    Corporation     NV/MN          8/31
Investment Series, Inc.               6/13/86*
   AXP Variable Portfolio - Blue                                                               Yes
   Chip Advantage Fund
   AXP Variable Portfolio -                                                                    Yes
   Capital Resource Fund
   AXP Variable Portfolio -                                                                    Yes
   Growth Fund
   AXP Variable Portfolio                                                                      Yes
   -International Fund
   AXP Variable Portfolio - New                                                                Yes
   Dimensions Fund
   AXP Variable Portfolio - Small                                                              Yes
   Cap Advantage Fund
   AXP Variable Portfolio -                                                                    Yes
   Strategy Aggressive Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Managed       3/5/85     Corporation       MN           8/31
Series, Inc.
   AXP Variable Portfolio -                                                                    Yes
   Diversified Equity Income Fund
   AXP Variable Portfolio -                                                                    Yes
   Managed Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Money        4/27/81,    Corporation     NV/MN          8/31
Market Series, Inc.                   6/13/86*
   AXP Variable Portfolio - Cash                                                               Yes
   Management Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------

* Date merged into a Minnesota corporation.
</TABLE>

<PAGE>

BOARD MEMBERS AND OFFICERS
- -------------------------------------------------------------------------------

Shareholders  elect a board  that  oversees  the  Fund's  operations.  The board
appoints officers who are responsible for day-to-day business decisions based on
policies set by the board.

The following is a list of the Fund's board members.  They serve 15 Master Trust
portfolios and 53 American Express Funds.

H. Brewster Atwater, Jr.'
Born in 1931
4900 IDS Tower
Minneapolis, MN

Retired  chairman and chief executive  officer,  General Mills,  Inc.  Director,
Merck & Co., Inc. and Darden Restaurants, Inc.

Arne H. Carlson+'*
Born in 1934
901 S. Marquette Ave.
Minneapolis, MN

Chairman  and chief  executive  officer of the Fund.  Chairman,  Board  Services
Corporation  (provides  administrative  services to boards).  Former Governor of
Minnesota.

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-Martin,  and Union
Pacific Resources.

William H. Dudley'**
Born in 1932
2900 IDS Tower
Minneapolis, MN

Senior adviser to the chief executive officer of AEFC.

David R. Hubers**
Born in 1943
2900 IDS Tower
Minneapolis, MN

President, chief executive officer and director of AEFC.

<PAGE>

Heinz F. Hutter+'
Born in 1929
P.O. Box 2187
Minneapolis, MN

Retired president and chief operating officer, Cargill,  Incorporated (commodity
merchants and processors).

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.  (electronics),  C-Cor
Electronics, Inc., and Amnex, Inc. (communications).

William R. Pearce'
Born in 1927
2050 One Financial Plaza
Minneapolis, MN

RII Weyerhaeuser World Timberfund, L.P. (develops timber resources) - management
committee. Retired vice chairman of the board, Cargill,  Incorporated (commodity
merchants and processors). Former chairman, Board Services Corporation.

Alan K. Simpson+
Born in 1931
1201 Sunshine Ave.
Cody, WY

Director of The Institute of Politics,  Harvard  University.  Former  three-term
United States Senator for Wyoming.  Former  Assistant  Republican  Leader,  U.S.
Senate. Director, PacifiCorp (electric power) and Biogen (bio-pharmaceuticals).

John R. Thomas+'**
Born in 1937
2900 IDS Tower
Minneapolis, MN

Senior vice president of AEFC.

<PAGE>

C. Angus Wurtele+'
Born in 1934
Valspar Corporation
Suite 1700
Foshay Tower
Minneapolis, MN

Retired  chairman  of  the  board  and  chief  executive  officer,  The  Valspar
Corporation  (paints).  Director,  Valspar,  Bemis  Corporation  (packaging) and
General Mills, Inc. (consumer foods).

+ Member of executive committee.
' Member of investment review committee.
* Interested person by reason of being an officer and employee of the Fund.
**Interested person by reason of being an officer, board member, employee and/or
shareholder of AEFC or American Express.

The board has appointed  officers who are  responsible  for day-to-day  business
decisions based on policies it has established.  In addition to Mr. Carlson, who
is chairman of the board,  and Mr.  Thomas,  who is president,  the Fund's other
officers are:

Leslie L. Ogg
Born in 1938
901 S. Marquette Ave.
Minneapolis, MN

President of Board Services  Corporation.  Vice  president,  general counsel and
secretary for the Fund.

Officers who also are officers and employees of AEFC:

Peter J. Anderson
Born in 1942
IDS Tower 10
Minneapolis, MN

Director    and    senior    vice    president-investments    of   AEFC.    Vice
president-investments for the Fund.

Frederick C. Quirsfeld
Born in 1947
IDS Tower 10
Minneapolis, MN

Vice president - taxable mutual fund investments of AEFC. Vice president - fixed
income investments for the Fund.

John M. Knight
Born in 1952
IDS Tower 10
Minneapolis, MN

Vice President - investment accounting of AEFC. Treasurer for the Fund.

<PAGE>

COMPENSATION FOR BOARD MEMBERS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>

During the most recent fiscal year, the  independent  members of the Fund board,
for attending up to __ meetings, received the following compensation:

                               Compensation Table
                                  for Bond Fund
<S>                                 <C>                                 <C>
                                                                          Total cash compensation from the
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

                                            Compensation Table
                                        for Capital Resource Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

                                            Compensation Table
                                         for Cash Management Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

<PAGE>

                                            Compensation Table
                                          for Extra Income Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

                                            Compensation Table
                                           for Global Bond Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

                                            Compensation Table
                                          for International Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

                                            Compensation Table
                                             for Managed Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

<PAGE>

                                            Compensation Table
                                         for New Dimensions Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele

                                            Compensation Table
                                       for Strategy Aggressive Fund

                                                                          Total cash compensation from the
                                       ---------------------------------  ---------------------------------
Board member                           Aggregate                          American Express Funds and
                                       compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele
</TABLE>

As of 30 days  prior to the date of this  SAI,  the  Fund's  board  members  and
officers as a group owned less than 1% of the outstanding shares of any class.

Blue Chip advantage, Diversified Equity Income, Federal Income, Growth and Small
Cap Advantage did not begin operations until Sept., 1999.  Therefore,  they paid
no board compensation for the past fiscal year.

[PRINCIPAL HOLDERS OF SECURITIES
- -------------------------------------------------------------------------------

As of 30 days prior to the date of this SAI,  ______________________ held ____ %
of Fund shares.]

- --------------------------------------------------------------------------------
Note:    If the above section does not apply, please delete this section AND the
         reference to it in the table of contents.

         If the  above  section  does  apply,  you will  have  received  a group
         identification number from accounting indicating more than 5% ownership
         in the Fund. Please call Jill Goodermont (x-1-3896) to determine if the
         identification  number belongs to a person(s) that will be indicated in
         the SAI and if so Jill will notify the person(s).
- -------------------------------------------------------------------------------

INDEPENDENT AUDITORS
- --------------------------------------------------------------------------------

The  financial  statements  contained  in the  Annual  Report  were  audited  by
independent  auditors,  KPMG  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.

<PAGE>

                                    APPENDIX

                             DESCRIPTION OF RATINGS


                         Standard & Poor's Debt Ratings
A Standard & Poor's  corporate or municipal debt rating is a current  assessment
of the  creditworthiness  of an obligor with  respect to a specific  obligation.
This  assessment  may  take  into  consideration  obligors  such as  guarantors,
insurers, or lessees.

The debt rating is not a recommendation  to purchase,  sell, or hold a security,
inasmuch  as it does  not  comment  as to  market  price  or  suitability  for a
particular investor.

The ratings are based on current information furnished by the issuer or obtained
by S&P from other sources it considers  reliable.  S&P does not perform an audit
in connection with any rating and may, on occasion,  rely on unaudited financial
information.  The ratings may be changed, suspended, or withdrawn as a result of
changes  in,  or   unavailability   of  such   information  or  based  on  other
circumstances.

The ratings are based, in varying degrees, on the following considerations:

         o    Likelihood of default  capacity and  willingness of the obligor as
              to the timely  payment of interest  and  repayment of principal in
              accordance with the terms of the obligation.

         o    Nature of and provisions of the obligation.

         o    Protection  afforded by, and relative  position of, the obligation
              in the event of bankruptcy,  reorganization,  or other arrangement
              under the laws of bankruptcy and other laws  affecting  creditors'
              rights.

Investment Grade

Debt rated AAA has the highest rating assigned by Standard & Poor's. Capacity to
pay interest and repay principal is extremely strong.

Debt rated AA has a very strong capacity to pay interest and repay principal and
differs from the highest rated issues only in a small degree.

Debt rated A has a strong capacity to pay interest and repay principal, although
it  is  somewhat  more   susceptible  to  the  adverse  effects  of  changes  in
circumstances and economic conditions than debt in higher-rated categories.

Debt rated BBB is regarded as having an adequate  capacity to pay  interest  and
repay principal.  Whereas it normally exhibits adequate  protection  parameters,
adverse economic conditions or changing circumstances are more likely to lead to
a  weakened  capacity  to pay  interest  and  repay  principal  for debt in this
category than in higher-rated categories.

<PAGE>

Speculative grade

Debt rated BB, B, CCC, CC, and C is regarded as having predominantly speculative
characteristics with respect to capacity to pay interest and repay principal. BB
indicates  the least degree of  speculation  and C the highest.  While such debt
will  likely  have  some  quality  and  protective  characteristics,  these  are
outweighed by large uncertainties or major exposures to adverse conditions.

Debt rated BB has less near-term vulnerability to default than other speculative
issues.  However,  it faces major  ongoing  uncertainies  or exposure to adverse
business,  financial,  or  economic  conditions  that could  lead to  inadequate
capacity to meet timely interest and principal payments.  The BB rating category
also is used for debt  subordinated to senior debt that is assigned an actual or
implied BBB- rating.

Debt  rated B has a greater  vulnerability  to  default  but  currently  has the
capacity to meet interest payments and principal  repayments.  Adverse business,
financial,  or economic conditions will likely impair capacity or willingness to
pay interest and repay  principal.  The B rating  category also is used for debt
subordinated  to senior  debt that is  assigned  an actual or  implied BB or BB-
rating.

Debt rated CCC has a  currently  identifiable  vulnerability  to default  and is
dependent upon favorable  business,  financial,  and economic conditions to meet
timely  payment of interest and repayment of principal.  In the event of adverse
business,  financial,  or  economic  conditions,  it is not  likely  to have the
capacity to pay interest and repay  principal.  The CCC rating  category also is
used for debt  subordinated to senior debt that is assigned an actual or implied
B or B- rating.

Debt rated CC typically is applied to debt  subordinated  to senior debt that is
assigned an actual or implied CCC rating.

Debt rated C typically  is applied to debt  subordinated  to senior debt that is
assigned an actual or implied  CCC  rating.  The C rating may be used to cover a
situation where a bankruptcy  petition has been filed, but debt service payments
are continued.

The rating CI is reserved for income bonds on which no interest is being paid.

Debt rated D is in payment default.  The D rating category is used when interest
payments  or  principal  payments  are not  made on the  date  due,  even if the
applicable grace period has not expired,  unless S&P believes that such payments
will be made during such grace  period.  The D rating also will be used upon the
filing of a bankruptcy petition if debt service payments are jeopardized.


                         Moody's Long-Term Debt Ratings

Aaa - Bonds that are rated Aaa are judged to be of the best quality.  They carry
the smallest  degree of investment  risk.  Interest  payments are protected by a
large or by an  exceptionally  stable margin and principal is secure.  While the
various  protective  elements  are  likely to  change,  such  changes  as can be
visualized are most unlikely to impair the fundamentally strong position of such
issues.

Aa - Bonds that are rated Aa are judged to be of high quality by all  standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds.  They are rated lower than the best bonds  because  margins of protection
may not be as large as in Aaa securities or  fluctuation of protective  elements
may be of greater amplitude or there may be other elements present that make the
long-term risk appear somewhat larger than in Aaa securities.

<PAGE>

A - Bonds that are rated A possess many favorable investment  attributes and are
to be considered as upper-medium grade  obligations.  Factors giving security to
principal and interest are considered adequate, but elements may be present that
suggest a susceptibility to impairment some time in the future.

Baa - Bonds that are rated Baa are considered as medium-grade obligations (i.e.,
they are neither highly  protected nor poorly  secured).  Interest  payments and
principal  security  appear  adequate  for the present  but  certain  protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics  and in
fact have speculative characteristics as well.

Ba - Bonds  that are  rated Ba are  judged to have  speculative  elements--their
future cannot be considered as  well-assured.  Often the  protection of interest
and principal  payments may be very moderate,  and thereby not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes bonds in this class.

B - Bonds  that  are  rated B  generally  lack  characteristics  of a  desirable
investment. Assurance of interest and principal payments or maintenance of other
terms of the contract over any long period of time may be small.

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

Ca - Bonds that are rated Ca represent  obligations  that are  speculative  in a
high degree. Such issues are often in default or have other marked shortcomings.

C - Bonds that are rated C are the lowest  rated  class of bonds,  and issues so
rated can be regarded as having  extremely  poor prospects of ever attaining any
real investment standing.

                               SHORT-TERM RATINGS

                   Standard & Poor's Commercial Paper Ratings

A Standard  & Poor's  commercial  paper  rating is a current  assessment  of the
likelihood  of timely  payment of debt  considered  short-term  in the  relevant
market.

Ratings are graded into  several  categories,  ranging  from A-1 for the highest
quality obligations to D for the lowest. These categories are as follows:

         A-1      This  highest  category  indicates  that the  degree of safety
                  regarding timely payment is strong. Those issues determined to
                  possess  extremely strong safety  characteristics  are denoted
                  with a plus sign (+) designation.

         A-2      Capacity for timely payment on issues with this designation is
                  satisfactory. However, the relative degree of safety is not as
                  high as for issues designated A-1.

         A-3      Issues carrying this  designation  have adequate  capacity for
                  timely  payment.  They are,  however,  more  vulnerable to the
                  adverse effects of changes in  circumstances  than obligations
                  carrying the higher designations.

         B        Issues are  regarded as having only  speculative  capacity for
                  timely payment.

         C        This rating is assigned to short-term  debt  obligations  with
                  doubtful capacity for payment.

<PAGE>

         D        Debt rated D is in payment  default.  The D rating category is
                  used when interest payments or principal payments are not made
                  on the date due, even if the  applicable  grace period has not
                  expired,  unless S&P believes  that such payments will be made
                  during such grace period.

                         Standard & Poor's Note Ratings

An S&P note rating reflects the liquidity factors and market-access risks unique
to notes.  Notes  maturing  in three  years or less will  likely  receive a note
rating.  Notes maturing  beyond three years will most likely receive a long-term
debt rating.

Note rating symbols and definitions are as follows:

         SP-1     Strong   capacity  to  pay  principal  and  interest.   Issues
                  determined to possess very strong  characteristics are given a
                  plus (+) designation.

         SP-2     Satisfactory capacity to pay principal and interest, with some
                  vulnerability  to adverse  financial and economic changes over
                  the term of the notes.

         SP-3     Speculative capacity to pay principal and interest.


                           Moody's Short-Term Ratings

Moody's  short-term debt ratings are opinions of the ability of issuers to repay
punctually senior debt obligations.  These obligations have an original maturity
not exceeding one year, unless explicitly noted.

Moody's  employs the following three  designations,  all judged to be investment
grade, to indicate the relative repayment ability of rated issuers:

         Issuers  rated  Prime-l (or  supporting  institutions)  have a superior
         ability for repayment of senior  short-term debt  obligations.  Prime-l
         repayment  ability  will often be  evidenced  by many of the  following
         characteristics:  (i)  leading  market  positions  in  well-established
         industries,  (ii)  high  rates  of  return  on  funds  employed,  (iii)
         conservative  capitalization  structure with moderate  reliance on debt
         and ample asset protection,  (iv) broad margins in earnings coverage of
         fixed financial charges and high internal cash generation, and (v) well
         established  access to a range of financial markets and assured sources
         of alternate liquidity.

         Issuers  rated  Prime-2  (or  supporting  institutions)  have a  strong
         ability for repayment of senior short-term debt obligations.  This will
         normally be evidenced by many of the  characteristics  cited above, but
         to a lesser degree.  Earnings trends and coverage ratios,  while sound,
         may be more subject to variation. Capitalization characteristics, while
         still appropriate,  may be more affected by external conditions.  Ample
         alternate liquidity is maintained.

         Issuers rated Prime-3 (or supporting  institutions)  have an acceptable
         ability for repayment of senior short-term  obligations.  The effect of
         industry   characteristics   and  market   compositions   may  be  more
         pronounced.  Variability  in earnings and  profitability  may result in
         changes in the level of debt  protection  measurements  and may require
         relatively high financial leverage.
         Adequate alternate liquidity is maintained.

         Issuers  rated Not  Prime do not fall  within  any of the Prime  rating
         categories.

<PAGE>

                                 Moody's & S&P's
                         Short-Term Muni Bonds and Notes

Short-term  municipal  bonds  and notes are  rated by  Moody's  and by S&P.  The
ratings reflect the liquidity concerns and market access risks unique to notes.

Moody's  MIG  1/VMIG 1  indicates  the best  quality.  There is  present  strong
protection by established cash flows, superior liquidity support or demonstrated
broad-based access to the market for refinancing.

Moody's MIG 2/VMIG 2 indicates  high quality.  Margins of  protection  are ample
although not so large as in the preceding group.

Moody's MIG 3/VMIG 3 indicates  favorable  quality.  All  security  elements are
accounted  for but there is lacking the  undeniable  strength  of the  preceding
grades.  Liquidity and cash flow  protection may be narrow and market access for
refinancing is likely to be less well established.

Moody' s MIG 4/VMIG 4 indicates adequate quality.  Protection  commonly regarded
as required of an investment  security is present and although not distinctly or
predominantly speculative, there is specific risk.

Standard & Poor's rating SP-1  indicates  very strong or strong  capacity to pay
principal and interest.  Those issues determined to possess  overwhelming safety
characteristics will be given a plus (+) designation.

Standard & Poor's rating SP-2 indicates  satisfactory  capacity to pay principal
and interest.

Standard & Poor's rating SP-3  indicates  speculative  capacity to pay principal
and interest.

<PAGE>
                       STATEMENT OF ADDITIONAL INFORMATION

                                       FOR

               AXPSM Variable Portfolio - Investment Series, Inc.
                 AXPSM Variable Portfolio - New Dimensions Fund


                                  Oct. 29, 1999

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
most recent Annual Report to  Shareholders  (Annual Report) that may be obtained
from your  financial  advisor  or by  writing to  American  Express(R)  Variable
Portfolio  Funds,  IDS  Tower  10,  Minneapolis,  MN  55440-0010  or by  calling
800-437-0602.

The Independent Auditors' Report and the Financial  Statements,  including Notes
to the  Financial  Statements  and the Schedule of  Investments  in  Securities,
contained in the Annual Report are  incorporated  in this SAI by  reference.  No
other portion of the Annual Report,  however, is incorporated by reference.  The
prospectus for the Fund,  dated the same date as this SAI, also is  incorporated
in this SAI by reference.

<PAGE>

                                TABLE OF CONTENTS


Fundamental Investment Policies..........................................p.

Investment Strategies and Types of Investments...........................p.

Information Regarding Risks and Investment Strategies....................p.

Security Transactions....................................................p.

Brokerage Commissions Paid to Brokers Affiliated with IDS Life...........p.

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

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

Selling Shares...........................................................p.


[Capital Loss Carryover.................................................p.]


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

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

Organizational Information...............................................p.

Board Members and Officers...............................................p.


Compensation for Board Members...........................................p.

[Principal Holders of Securities........................................p.]


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

Appendix:  Description of Ratings........................................p.

<PAGE>

FUNDAMENTAL INVESTMENT POLICIES
- -------------------------------------------------------------------------------


Throughout this SAI, the Fund is referred to as follows:

AXP Variable Portfolio - New Dimensions Fund  (New Dimensions)


Fundamental  investment  policies  adopted by the Fund cannot be changed without
the approval of a majority of the outstanding  voting  securities of the Fund as
defined in the Investment Company Act of 1940, as amended (the 1940 Act).

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.

The policies  below are  fundamental  policies that apply to the Fund and may be
changed  only with  shareholder  approval.  Unless  holders of a majority of the
outstanding voting securities agree to make the change, the Fund will not:

o    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. It
     may be  considered  an  underwriter  under  securities  laws  when it sells
     restricted securities.

o    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.

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

o    Concentrate in any one industry. According to the present interpretation by
     the SEC, this means no more than 25% of the Fund's total  assets,  based on
     current  market  value  at time of  purchase,  can be  invested  in any one
     industry.

o    Purchase more than 10% of the outstanding voting securities of an issuer.

o    Invest more than 5% of its total assets 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.

o    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 or real estate
     investment trusts.  For purposes of this policy,  real estate includes real
     estate limited partnerships.

<PAGE>

o    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.

o    Make a loan  of any  part of its  assets  to  AEFC,  to the  directors  and
     officers of AEFC or to its own directors and officers.

o    Lend Fund securities in excess of 30% of its net assets.

<PAGE>

INVESTMENT STRATEGIES AND TYPES OF INVESTMENTS
- -------------------------------------------------------------------------------

This table shows various  investment  strategies and investments that many funds
are  allowed  to  engage  in and  purchase.  It also  lists  certain  percentage
guidelines that are generally  followed by the Fund's investment  manager.  This
table is intended to show the breadth of investments that the investment manager
may make on behalf of the Fund. For a description of principal risks, please see
the prospectus.  Notwithstanding  the Fund's ability to utilize these strategies
and  techniques,  the  investment  manager is not  obligated  to use them at any
particular time. For example,  even though the investment  manager is authorized
to adopt  temporary  defensive  positions  and is authorized to attempt to hedge
against  certain  types  of risk,  these  practices  are left to the  investment
manager's sole discretion.

- ----------------------------------------------- --------------------------
Investment strategies & types of investments:    Allowable for the Fund?

- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Agency and Government Securities                           yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Borrowing                                                  yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Cash/Money Market Instruments                              yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Collateralized Bond Obligations                            yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Commercial Paper                                           yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Common Stock                                               yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Convertible Securities                                     yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Corporate Bonds                                            yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Debt Obligations                                           yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Depositary Receipts                                        yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Derivative Instruments                                     yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Foreign Currency Transactions                              yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Foreign Securities                                         yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
High-Yield (High-Risk) Securities (Junk Bonds)             yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Illiquid and Restricted Securities                         yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Indexed Securities                                         yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Inverse Floaters                                           no
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Investment Companies                                       yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Lending of Portfolio Securities                            yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Loan Participations                                        yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Mortgage- and Asset-Backed Securities                      yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Mortgage Dollar Rolls                                      no
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Municipal Obligations                                      yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Preferred Stock                                            yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Real Estate Investment Trusts                              yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Repurchase Agreements                                      yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Reverse Repurchase Agreements                              yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Short Sales                                                no
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Sovereign Debt                                             yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Structured Products                                        yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Variable- or Floating-Rate Securities                      yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Warrants                                                   yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
When-Issued Securities                                     yes
- ----------------------------------------------- --------------------------
- ----------------------------------------------- --------------------------
Zero-Coupon, Step-Coupon, and Pay-in-Kind                  yes
Securities

<PAGE>

The following are guidelines that may be changed by the board at any time:

o    The Fund may invest up to 30% of its total assets in foreign investments.

o    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.

o    No more than 10% of the Fund's net assets will be held in securities and
     other instruments that are illiquid.

o    Ordinarily,  less than 25% of the Fund's total assets are invested in money
     market instruments.

o    The Fund will not buy on margin or sell short, but the Fund may make margin
     payments in connection with transactions in stock index futures contracts.

o    The Fund will not invest more than 10% of its assets in securities of
     investment companies.

o    The Fund will not invest in a company to control or manage it.

<PAGE>

INFORMATION REGARDING RISKS AND INVESTMENT STRATEGIES
- -------------------------------------------------------------------------------

RISKS

The  following  is a summary  of common  risk  characteristics.  Following  this
summary is a description of certain  investments  and investment  strategies and
the risks  most  commonly  associated  with them  (including  certain  risks not
described below and, in some cases, a more  comprehensive  discussion of how the
risks apply to a particular investment or investment strategy).  Please remember
that a mutual  fund's  risk  profile  is largely  defined by the fund's  primary
securities and investment strategies.  However, most mutual funds are allowed to
use certain  other  strategies  and  investments  that may have  different  risk
characteristics. Accordingly, one or more of the following types of risk will be
associated  with the Fund at any time (for a  description  of  principal  risks,
please see the prospectus):

Call/Prepayment Risk

The risk that a bond or other security might be called (or otherwise  converted,
prepaid,  or redeemed) before maturity.  This type of risk is closely related to
"reinvestment risk."

Correlation Risk

The risk that a given  transaction  may fail to achieve its objectives due to an
imperfect  relationship  between  markets.  Certain  investments  may react more
negatively than others in response to changing market conditions.

Credit Risk

The risk that the issuer of a security, or the counterparty to a contract,  will
default or  otherwise  become  unable to honor a financial  obligation  (such as
payments due on a bond or a note). The price of junk bonds may react more to the
ability of the issuing  company to pay interest and  principal  when due than to
changes in interest  rates.  They have greater price  fluctuations  and are more
likely to experience a default.

Event Risk

Occasionally,  the value of a security may be seriously and unexpectedly changed
by a natural or industrial accident or occurrence.

Foreign/Emerging Markets Risk

The following are all components of foreign/emerging markets risk:

         Country risk includes the political,  economic, and other conditions of
a country. These conditions include lack of publicly available information, less
government  oversight  (including  lack of accounting,  auditing,  and financial
reporting standards),  the possibility of government-imposed  restrictions,  and
even the nationalization of assets.

         Currency  risk  results  from the  constantly  changing  exchange  rate
between local currency and the U.S.  dollar.  Whenever the Fund holds securities
valued in a foreign currency or holds the currency, changes in the exchange rate
add or subtract from the value of the investment.

<PAGE>

         Custody risk refers to the process of clearing and settling trades.  It
also covers holding  securities with local agents and depositories.  Low trading
volumes and volatile  prices in less  developed  markets  make trades  harder to
complete  and settle.  Local agents are held only to the standard of care of the
local  market.  Governments  or trade  groups  may compel  local  agents to hold
securities  in  designated  depositories  that are not  subject  to  independent
evaluation. The less developed a country's securities market is, the greater the
likelihood of problems occurring.

         Emerging  markets risk includes the dramatic pace of change  (economic,
social,  and  political)  in  emerging  market  countries  as well as the  other
considerations  listed above.  These markets are in early stages of  development
and are extremely volatile. They can be marked by extreme inflation, devaluation
of  currencies,  dependence  on  trade  partners,  and  hostile  relations  with
neighboring countries.

Inflation Risk

Also known as  purchasing  power risk,  inflation  risk  measures the effects of
continually rising prices on investments. If an investment's yield is lower than
the rate of inflation,  your money will have less purchasing  power as time goes
on.

Interest Rate Risk

The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall). In general, the longer the maturity of a debt obligation,  the higher its
yield and the greater the sensitivity to changes in interest rates.

Issuer Risk

The risk that an  issuer,  or the value of its  stocks  or bonds,  will  perform
poorly. Poor performance may be caused by poor management decisions, competitive
pressures, breakthroughs in technology, reliance on suppliers, labor problems or
shortages, corporate restructurings, fraudulent disclosures, or other factors.

Legal/Legislative Risk

Congress and other  governmental  units have the power to change  existing  laws
affecting securities. A change in law might affect an investment adversely.

Leverage Risk

Some derivative  investments (such as options,  futures,  or options on futures)
require  little or no initial  payment  and base their  price on a  security,  a
currency,  or an index. A small change in the value of the underlying  security,
currency,  or  index  may  cause a  sizable  gain or  loss in the  price  of the
instrument.

Liquidity Risk

Securities  may be  difficult  or  impossible  to sell at the time that the Fund
would  like.  The  Fund  may  have  to  lower  the  selling  price,  sell  other
investments, or forego an investment opportunity.

Management Risk

The risk that a strategy or selection method utilized by the investment  manager
may fail to  produce  the  intended  result.  When all other  factors  have been
accounted for and the investment manager chooses an investment,  there is always
the possibility that the choice will be a poor one.

<PAGE>

Market Risk

The  market  may drop and you may lose  money.  Market  risk may affect a single
issuer,  sector of the economy,  industry,  or the market as a whole. The market
value  of  all  securities  may  move  up  and  down,   sometimes   rapidly  and
unpredictably.

Reinvestment Risk

The risk that an investor will not be able to reinvest their income or principal
at the same rate as it currently is earning.

Sector/Concentration Risk

Investments that are concentrated in a particular issuer,  geographic region, or
industry will be more  susceptible  to changes in price (the more you diversify,
the more you spread risk).

Small Company Risk

Investments  in small and medium  companies  often  involve  greater  risks than
investments  in larger,  more  established  companies  because  small and medium
companies  may lack the  management  experience,  financial  resources,  product
diversification,  and competitive strengths of larger companies. In addition, in
many  instances  the  securities  of small and medium  companies are traded only
over-the-counter  or on regional  securities  exchanges  and the  frequency  and
volume  of their  trading  is  substantially  less  than is  typical  of  larger
companies.

<PAGE>

INVESTMENT STRATEGIES

The following  information  supplements the discussion of the Fund's  investment
objectives, policies, and strategies that are described in the prospectus and in
this SAI. The following describes many strategies that many mutual funds use and
types of securities  that they  purchase.  Please refer to the section  entitled
Investment  Strategies  and Types of  Investments to see which are applicable to
the Fund.

Agency and Government Securities

The U.S.  government and its agencies issue many different  types of securities.
U.S.  Treasury bonds,  notes, and bills and securities  including  mortgage pass
through  certificates of the Government National Mortgage Association (GNMA) are
guaranteed by the U.S. government.  Other U.S. government  securities are issued
or guaranteed by federal  agencies or  government-sponsored  enterprises but are
not  guaranteed  by the U.S.  government.  This may  increase  the  credit  risk
associated with these investments.

Government-sponsored   entities  issuing  securities  include  privately  owned,
publicly  chartered  entities  created  to reduce  borrowing  costs for  certain
sectors of the economy, such as farmers,  homeowners, and students. They include
the  Federal  Farm  Credit  Bank  System,   Farm  Credit  Financial   Assistance
Corporation,  Federal  Home Loan  Bank,  FHLMC,  FNMA,  Student  Loan  Marketing
Association (SLMA), and Resolution Trust Corporation (RTC). Government-sponsored
entities may issue discount notes (with maturities ranging from overnight to 360
days) and  bonds.  Agency  and  government  securities  are  subject to the same
concerns as other debt obligations. (See also Debt Obligations and Mortgage- and
Asset-Backed Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  agency  and  government   securities  include:
Call/Prepayment  Risk, Inflation Risk, Interest Rate Risk,  Management Risk, and
Reinvestment Risk.

Borrowing

The Fund may borrow money from banks for  temporary  or  emergency  purposes and
make other  investments or engage in other  transactions  permissible  under the
1940 Act that may be considered a borrowing  (such as  derivative  instruments).
Borrowings  are subject to costs (in addition to any interest  that may be paid)
and  typically  reduce the  Fund's  total  return.  Except as  qualified  above,
however, the Fund will not buy securities on margin.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with borrowing  include:  Inflation Risk and Management
Risk.

Cash/Money Market Instruments

The Fund may  maintain  a  portion  of its  assets  in cash and  cash-equivalent
investments.  Cash-equivalent  investments  include short-term U.S. and Canadian
government  securities and negotiable  certificates  of deposit,  non-negotiable
fixed-time  deposits,  bankers'  acceptances,  and letters of credit of banks or
savings and loan associations having 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 also may purchase  short-term
notes and  obligations  of U.S. and foreign banks and  corporations  and may use
repurchase  agreements  with  broker-dealers  registered  under  the  Securities
Exchange Act of 1934 and with commercial banks. (See also Commercial Paper, Debt
Obligations,  Repurchase Agreements, and Variable- or Floating-Rate Securities.)
These types of instruments  generally  offer low rates of return and subject the
Fund to certain costs and expenses.

See the appendix for a discussion of securities ratings.

<PAGE>

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with cash/money  market  instruments  include:  Credit
Risk, Inflation Risk, and Management Risk.

Collateralized Bond Obligations

Collateralized  bond  obligations  (CBOs) are investment grade bonds backed by a
pool of junk  bonds.  CBOs are  similar in concept  to  collateralized  mortgage
obligations  (CMOs),  but  differ in that CBOs  represent  different  degrees of
credit  quality  rather  than  different  maturities.  (See also  Mortgage-  and
Asset-Backed  Securities.)  Underwriters of CBOs package a large and diversified
pool of high-risk,  high-yield junk bonds, which is then separated into "tiers."
Typically,  the first tier represents the higher quality collateral and pays the
lowest  interest  rate;  the second  tier is backed by riskier  bonds and pays a
higher rate; the third tier  represents the lowest credit quality and instead of
receiving a fixed interest rate receives the residual  interest  payments--money
that is left over after the higher tiers have been paid.  CBOs,  like CMOs,  are
substantially  overcollateralized and this, plus the diversification of the pool
backing them, earns them  investment-grade  bond ratings.  Holders of third-tier
CBOs stand to earn high yields or less money  depending  on the rate of defaults
in the collateral pool. (See also High-Yield (High-Risk) Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with CBOs include:  Call/Prepayment  Risk, Credit Risk,
Interest Rate Risk, and Management Risk.

Commercial Paper

Commercial  paper is a short-term debt obligation with a maturity ranging from 2
to 270 days issued by banks,  corporations,  and other borrowers.  It is sold to
investors with temporary idle cash as a way to increase  returns on a short-term
basis.  These  instruments are generally  unsecured,  which increases the credit
risk  associated  with this type of investment.  (See also Debt  Obligations and
Illiquid and Restricted Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with commercial paper include:  Credit Risk,  Liquidity
Risk, and Management Risk.

Common Stock

Common stock  represents  units of ownership in a corporation.  Owners typically
are entitled to vote on the selection of directors and other  important  matters
as  well  as to  receive  dividends  on  their  holdings.  In the  event  that a
corporation  is  liquidated,  the claims of secured and unsecured  creditors and
owners of bonds and preferred stock take precedence over the claims of those who
own common stock.

The price of common stock is generally determined by corporate earnings, type of
products or services offered,  projected growth rates, experience of management,
liquidity,  and  general  market  conditions  for the markets on which the stock
trades.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated  with common stock  include:  Issuer Risk,  Management
Risk, Market Risk, and Small Company Risk.

Convertible Securities

Convertible securities are bonds, debentures,  notes, preferred stocks, or other
securities  that may be  converted  into common stock of the same or a different
issuer within a particular period of time at a specified price. Some convertible
securities, such as preferred  equity-redemption  cumulative stock (PERCs), have
mandatory  conversion  features.  Others are voluntary.  A convertible  security
entitles the holder to receive interest  normally paid or accrued on debt or the
dividend paid on preferred  stock until the convertible  security  matures or is
redeemed, converted, or exchanged. Convertible securities have unique

<PAGE>

investment  characteristics  in that they  generally (i) have higher yields than
common stocks but lower yields than comparable non-convertible  securities, (ii)
are less subject to fluctuation  in value than the  underlying  stock since they
have fixed income  characteristics,  and (iii) provide the potential for capital
appreciation if the market price of the underlying common stock increases.

The value of a  convertible  security  is a function of its  "investment  value"
(determined  by its yield in comparison  with the yields of other  securities of
comparable maturity and quality that do not have a conversion privilege) and its
"conversion value" (the security's worth, at market value, if converted into the
underlying  common  stock).  The investment  value of a convertible  security is
influenced by changes in interest  rates,  with  investment  value  declining as
interest rates  increase and  increasing as interest  rates decline.  The credit
standing  of the  issuer  and  other  factors  also  may have an  effect  on the
convertible  security's  investment value. The conversion value of a convertible
security is determined by the market price of the  underlying  common stock.  If
the conversion  value is low relative to the investment  value, the price of the
convertible security is governed principally by its investment value. Generally,
the conversion value decreases as the convertible  security approaches maturity.
To the extent the market  price of the  underlying  common stock  approaches  or
exceeds the  conversion  price,  the price of the  convertible  security will be
increasingly   influenced  by  its  conversion  value.  A  convertible  security
generally  will sell at a premium  over its  conversion  value by the  extent to
which investors place value on the right to acquire the underlying  common stock
while holding a fixed income security.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with convertible  securities  include:  Call/Prepayment
Risk,  Interest  Rate Risk,  Issuer Risk,  Management  Risk,  Market  Risk,  and
Reinvestment Risk.

Corporate Bonds

Corporate bonds are debt obligations issued by private corporations, as distinct
from bonds  issued by a government  agency or a  municipality.  Corporate  bonds
typically have four distinguishing features: (1) they are taxable; (2) they have
a par value of $1,000; (3) they have a term maturity,  which means they come due
all at once;  and (4) many are traded on major  exchanges.  Corporate  bonds are
subject  to the  same  concerns  as  other  debt  obligations.  (See  also  Debt
Obligations and High-Yield (High-Risk) Securities.)

Corporate  bonds may be either secured or unsecured.  Unsecured  corporate bonds
are generally  referred to as "debentures." See the appendix for a discussion of
securities ratings.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated  with corporate bonds include:  Call/Prepayment  Risk,
Credit Risk, Interest Rate Risk, Issuer Risk,  Management Risk, and Reinvestment
Risk.

Debt Obligations

Many different types of debt obligations  exist (for example,  bills,  bonds, or
notes).  Issuers  of  debt  obligations  have a  contractual  obligation  to pay
interest at a specified  rate on  specified  dates and to repay  principal  on a
specified  maturity date.  Certain debt obligations  (usually  intermediate- and
long-term  bonds)  have  provisions  that allow the issuer to redeem or "call" a
bond  before its  maturity.  Issuers  are most  likely to call these  securities
during periods of falling  interest  rates.  When this happens,  an investor may
have to replace these  securities  with lower yielding  securities,  which could
result in a lower return.

The  market  value of debt  obligations  is  affected  primarily  by  changes in
prevailing  interest rates and the issuers  perceived ability to repay the debt.
The market value of a debt  obligation  generally  reacts  inversely to interest
rate changes.  When prevailing interest rates decline,  the price usually rises,
and when prevailing interest rates rise, the price usually declines.

<PAGE>

In general,  the longer the maturity of a debt obligation,  the higher its yield
and the greater the  sensitivity to changes in interest rates.  Conversely,  the
shorter the maturity, the lower the yield but the greater the price stability.

As noted,  the values of debt obligations also may be affected by changes in the
credit rating or financial condition of their issuers.  Generally, the lower the
quality rating of a security, the higher the degree of risk as to the payment of
interest and return of  principal.  To  compensate  investors for taking on such
increased  risk,  those issuers  deemed to be less  creditworthy  generally must
offer their  investors  higher interest rates than do issuers with better credit
ratings.  (See also  Agency and  Government  Securities,  Corporate  Bonds,  and
High-Yield (High-Risk) Securities.)

All ratings  limitations  are  applied at the time of  purchase.  Subsequent  to
purchase,  a debt  security  may cease to be rated or its  rating may be reduced
below the minimum required for purchase by the Fund.  Neither event will require
the sale of such a security,  but it will be a factor in considering  whether to
continue to hold the security.  To the extent that ratings change as a result of
changes in a rating organization or their rating systems,  the Fund will attempt
to use comparable ratings as standards for selecting investments.

See the appendix for a discussion of securities ratings.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with debt obligations  include:  Call/Prepayment  Risk,
Credit Risk, Interest Rate Risk, Issuer Risk,  Management Risk, and Reinvestment
Risk.

Depositary Receipts

Some foreign securities are traded in the form of American  Depositary  Receipts
(ADRs).  ADRs are  receipts  typically  issued by a U.S.  bank or trust  company
evidencing ownership of the underlying  securities of foreign issuers.  European
Depositary  Receipts (EDRs) and Global  Depositary  Receipts (GDRs) are receipts
typically  issued by foreign banks or trust companies,  evidencing  ownership of
underlying  securities  issued by either a foreign  or U.S.  issuer.  Generally,
depositary  receipts in  registered  form are  designed  for use in the U.S. and
depositary  receipts in bearer form are designed for use in  securities  markets
outside the U.S.  Depositary  receipts may not necessarily be denominated in the
same  currency as the  underlying  securities  into which they may be converted.
Depositary   receipts  involve  the  risks  of  other   investments  in  foreign
securities.  In  addition,  ADR  holders  may not have all the  legal  rights of
shareholders   and  may   experience   difficulty   in   receiving   shareholder
communications. (See also Common Stock and Foreign Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with  depositary  receipts  include:  Foreign/Emerging
Markets Risk, Issuer Risk, Management Risk, and Market Risk.

Derivative Instruments

Derivative  instruments are commonly defined to include  securities or contracts
whose values depend on, in whole or in part, (or "derive" from) the value of one
or more other assets, such as securities, currencies, or commodities.

<PAGE>

A  derivative  instrument  generally  consists  of, is based  upon,  or exhibits
characteristics similar to options or 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.  Their
value  changes daily based on a security,  a currency,  a group of securities or
currencies, or an index. A small change in the value of the underlying security,
currency,  or  index  can  cause a  sizable  gain or  loss in the  price  of the
derivative instrument.

Options and forward  contracts are considered to be the basic "building  blocks"
of  derivatives.   For  example,   forward-based   derivatives  include  forward
contracts,   swap  contracts,   and   exchange-traded   futures.   Forward-based
derivatives  are  sometimes  referred to  generically  as  "futures  contracts."
Option-based  derivatives include privately negotiated,  over-the-counter  (OTC)
options  (including  caps,  floors,   collars,   and  options  on  futures)  and
exchange-traded options on futures.  Diverse types of derivatives may be created
by  combining  options or futures  in  different  ways,  and by  applying  these
structures to a wide range of underlying assets.

      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 for the length of the  contract 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  during the length of the  contract,  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 or securities of equivalent  value (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  to
the premium, the buyer generally pays a broker a commission. The writer receives
a premium,  less  another  commission,  at the time the option is  written.  The
premium  received  by the  writer  is  retained  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.

When an option is purchased, the buyer 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 sale of the underlying security is the combination of the exercise price,
the premium, and both commissions.

One of the risks an investor  assumes  when it buys an option is the loss of the
premium. To be beneficial to the investor,  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 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.

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
ask prices.

<PAGE>

Options on certain  securities are not actively traded on any exchange,  but may
be entered into directly with a dealer.  These options may be more  difficult to
close.  If an investor is unable to effect a closing  purchase  transaction,  it
will not be able to sell the  underlying  security until the call written by the
investor expires or is exercised.

      Futures Contracts.  A futures contract is a sales contract between a buyer
(holding the "long" position) and a seller (holding the "short" position) for an
asset with  delivery  deferred  until a future  date.  The buyer agrees to pay a
fixed  price at the  agreed  future  date and the seller  agrees to deliver  the
asset.  The seller hopes that the market price on the delivery date is less than
the agreed upon  price,  while the buyer hopes for the  contrary.  Many  futures
contracts  trade  in a  manner  similar  to the  way a stock  trades  on a stock
exchange and the commodity exchanges.

Generally,  a futures  contract is  terminated  by entering  into an  offsetting
transaction.  An  offsetting  transaction  is effected by an investor  taking an
opposite position.  At the time a futures contract is made, a good faith deposit
called  initial  margin is set up.  Daily  thereafter,  the futures  contract is
valued  and the  payment of  variation  margin is  required  so that each day an
investor  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 market.

Future contracts may be based on various securities, securities indices (such as
the S&P 500 Index),  foreign  currencies  and other  financial  instruments  and
indices.

      Options on Futures Contracts. Options on futures contracts 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  (some  futures  are  settled  in  cash),  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 a  contract.  If the
holder  decides not to enter into the  contract,  all that is lost is the amount
(premium) paid for the option. Further, 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.

One of the risks in buying  an option on a futures  contract  is the loss of the
premium  paid for the option.  The risk  involved in writing  options on futures
contracts an investor  owns, or on  securities  held in its  portfolio,  is that
there could be an increase in the market value of these contracts or securities.
If that  occurred,  the option would be exercised  and the asset sold 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.  An investor could
enter into a closing  transaction by purchasing an option with the same terms as
the one  previously  sold.  The cost to  close  the  option  and  terminate  the
investor's  obligation,  however,  might still  result in a loss.  Further,  the
investor might not be able to close the option because of insufficient  activity
in the options  market.  Purchasing  options  also limits the use of monies that
might otherwise be available for long-term investments.

      Options on Stock Indexes.  Options on stock indexes are securities  traded
on national  securities  exchanges.  An option on a stock index is similar to an
option  on a  futures  contract  except  all  settlements  are in  cash.  A fund
exercising a put, for example, would receive the difference between the exercise
price and the current index level.

      Tax  Treatment.  As  permitted  under  federal  income tax laws and to the
extent the Fund is allowed to invest in futures  contacts,  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 on futures contracts and on underlying  securities identified as
hedged positions.

<PAGE>

Federal income tax treatment of gains or losses from  transactions in options on
futures  contracts  and  indexes  will depend on whether the option is a section
1256 contract. If the option is a non-equity option, the Fund will either make a
1256(d)  election and treat the option as a mixed straddle or mark to market the
option at fiscal  year end and treat the  gain/loss  as 40%  short-term  and 60%
long-term.

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.

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.

Other Risks of Derivatives.

Derivatives are risky investments.

The primary risk of derivatives is the same as the risk of the underlying asset,
namely  that  the  value of the  underlying  asset  may go up or  down.  Adverse
movements in the value of an underlying  asset can expose an investor to losses.
Derivative  instruments may include elements of leverage and,  accordingly,  the
fluctuation  of the  value  of the  derivative  instrument  in  relation  to the
underlying asset may be magnified.  The successful use of derivative instruments
depends upon a variety of factors, particularly the investment manager's ability
to predict movements of the securities, currencies, and commodity markets, which
requires  different  skills than predicting  changes in the prices of individual
securities.
There can be no assurance that any particular strategy will succeed.

Another risk is the risk that a loss may be sustained as a result of the failure
of a  counterparty  to comply  with the terms of a  derivative  instrument.  The
counterparty risk for exchange-traded  derivative  instruments is generally less
than for  privately-negotiated or OTC derivative instruments,  since generally a
clearing  agency,  which is the issuer or counterparty  to each  exchange-traded
instrument,  provides  a  guarantee  of  performance.  For  privately-negotiated
instruments, there is no similar clearing agency guarantee. In all transactions,
an investor  will bear the risk that the  counterparty  will  default,  and this
could result in a loss of the expected benefit of the derivative transaction and
possibly other losses.

When a derivative  transaction  is used to completely  hedge  another  position,
changes in the market value of the combined position (the derivative  instrument
plus the position being hedged) result from an imperfect correlation between the
price movements of the two  instruments.  With a perfect hedge, the value of the
combined  position  remains  unchanged  for  any  change  in  the  price  of the
underlying  asset.  With  an  imperfect  hedge,  the  values  of the  derivative
instrument and its hedge are not perfectly correlated. For example, if the value
of a derivative instrument used in a short hedge (such as writing a call option,
buying a put option, or selling a futures  contract)  increased by less than the
decline  in value of the hedged  investment,  the hedge  would not be  perfectly
correlated.  Such a lack of correlation  might occur due to factors unrelated to
the  value  of the  investments  being  hedged,  such as  speculative  or  other
pressures on the markets in which these instruments are traded.

Derivatives  also are subject to the risk that they cannot be sold,  closed out,
or  replaced  quickly at or very close to their  fundamental  value.  Generally,
exchange  contracts are very liquid  because the exchange  clearinghouse  is the
counterparty  of  every  contract.   OTC   transactions  are  less  liquid  than
exchange-traded  derivatives  since  they  often can only be closed out with the
other party to the transaction.

<PAGE>

Another  risk is caused by the legal  unenforcibility  of a party's  obligations
under  the  derivative.  A  counterparty  that  has lost  money in a  derivative
transaction may try to avoid payment by exploiting  various legal  uncertainties
about certain derivative products.

(See also Foreign Currency Transactions.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with derivative  instruments  include:  Leverage Risk,
Liquidity Risk, and Management Risk.

Foreign Currency Transactions

Since  investments in foreign  countries  usually involve  currencies of foreign
countries,  the value of the Fund's  assets as measured  in U.S.  dollars may be
affected  favorably or  unfavorably  by changes in currency  exchange  rates and
exchange control regulations.  Also, the Fund may incur costs in connection with
conversions  between various  currencies.  Currency exchange rates may fluctuate
significantly  over short  periods of time causing the Fund's NAV to  fluctuate.
Currency  exchange  rates are  generally  determined by the forces of supply and
demand in the  foreign  exchange  markets,  actual  or  anticipated  changes  in
interest rates, and other complex factors.  Currency  exchange rates also can be
affected by the intervention of U.S. or foreign governments or central banks, or
the failure to intervene, or by currency controls or political developments.

Spot Rates and Derivative  Instruments.  The Fund conducts its foreign  currency
exchange  transactions  either at the spot (cash) rate prevailing in the foreign
currency exchange market or by entering into forward currency exchange contracts
(forward  contracts) as a hedge against  fluctuations in future foreign exchange
rates.  (See also  Derivative  Instruments).  These  contracts are traded in the
interbank  market  conducted  directly  between  currency traders (usually large
commercial  banks) and their customers.  Because foreign  currency  transactions
occurring in the interbank  market might involve  substantially  larger  amounts
than those involved in the use of such derivative instruments, the Fund could be
disadvantaged by having to deal in the odd lot market for the underlying foreign
currencies at prices that are less favorable than for round lots.

The Fund may enter into forward  contracts to settle a security  transaction  or
handle  dividend and interest  collection.  When the Fund enters into a contract
for the purchase or sale of a security  denominated in a foreign currency or has
been  notified of a dividend or interest  payment,  it may desire to lock in the
price of the security or the amount of the payment in dollars.  By entering into
a forward  contract,  the Fund will be able to protect itself against a possible
loss  resulting  from an adverse change in the  relationship  between  different
currencies  from the date the security is purchased or sold to the date on which
payment  is made or  received  or when the  dividend  or  interest  is  actually
received.

The Fund also may enter  into  forward  contracts  when  management  of the Fund
believes the currency of a particular foreign country may change in relationship
to another  currency.  The precise  matching of forward contract amounts and the
value of securities  involved  generally  will not be possible  since the future
value of securities in foreign  currencies  more than likely will change between
the date the  forward  contract  is entered  into and the date it  matures.  The
projection of short-term  currency market  movements is extremely  difficult and
successful  execution of a short-term hedging strategy is highly uncertain.  The
Fund will not enter into such  forward  contracts  or maintain a net exposure to
such  contracts  when  consummating  the  contracts  would  obligate the Fund to
deliver  an  amount of  foreign  currency  in excess of the value of the  Fund's
securities or other assets denominated in that currency.

The Fund will  designate  cash or  securities in an amount equal to the value of
the Fund's total assets committed to consummating forward contracts entered into
under the second  circumstance  set forth above.  If the value of the securities
declines,  additional  cash or securities will be designated on a daily basis so
that the value of the cash or  securities  will  equal the  amount of the Fund's
commitments on such contracts.

<PAGE>

At maturity of a forward  contract,  the Fund may either sell the  security  and
make  delivery of the foreign  currency or retain the security and terminate its
contractual  obligation  to  deliver  the  foreign  currency  by  purchasing  an
offsetting  contract with the same currency trader  obligating it to buy, on the
same maturity date, the same amount of foreign currency.

If the Fund retains the security and engages in an offsetting  transaction,  the
Fund will incur a gain or loss (as described below) to the extent there has been
movement  in forward  contract  prices.  If the Fund  engages  in an  offsetting
transaction,  it may subsequently  enter into a new forward contract to sell the
foreign currency. Should forward prices decline between the date the Fund enters
into a forward contract for selling foreign currency and the date it enters into
an  offsetting  contract  for  purchasing  the foreign  currency,  the Fund will
realize a gain to the  extent  that the price of the  currency  it has agreed to
sell  exceeds  the price of the  currency it has agreed to buy.  Should  forward
prices  increase,  the Fund will  suffer a loss to the  extent  the price of the
currency it has agreed to buy exceeds the price of the currency it has agreed to
sell.

It is impossible to forecast what the market value of securities  will be at the
expiration of a contract.  Accordingly,  it may be necessary for the Fund to buy
additional  foreign  currency  on the spot  market (and bear the expense of that
purchase) if the market value of the security is less than the amount of foreign
currency  the Fund is  obligated  to deliver  and a decision is made to sell the
security  and make  delivery  of the  foreign  currency.  Conversely,  it may be
necessary  to sell on the spot market some of the foreign  currency  received on
the sale of the  portfolio  security if its market  value  exceeds the amount of
foreign currency the Fund is obligated to deliver.

The  Fund's  dealing in forward  contracts  will be limited to the  transactions
described  above.  This method of protecting the value of the Fund's  securities
against a decline in the value of a currency does not eliminate  fluctuations in
the  underlying  prices  of the  securities.  It  simply  establishes  a rate of
exchange that can be achieved at some point in time.  Although forward contracts
tend to minimize the risk of loss due to a decline in value of hedged  currency,
they tend to limit any potential gain that might result should the value of such
currency increase.

Although the Fund values its assets each business day in terms of U.S.  dollars,
it does not intend to convert  its  foreign  currencies  into U.S.  dollars on a
daily basis. It will do so from time to time, and  shareholders  should be aware
of currency conversion costs.  Although foreign exchange dealers do not charge a
fee for  conversion,  they do realize a profit based on the difference  (spread)
between  the prices at which they are buying  and  selling  various  currencies.
Thus,  a dealer  may offer to sell a foreign  currency  to the Fund at one rate,
while  offering a lesser rate of exchange  should the Fund desire to resell that
currency to the dealer.

Options on Foreign  Currencies.  The Fund may buy options on foreign  currencies
for hedging  purposes.  For example,  a decline in the dollar value of a foreign
currency in which  securities  are  denominated  will reduce the dollar value of
such securities,  even if their value in the foreign currency remains  constant.
In order to protect against the diminutions in the value of securities, the Fund
may buy  options on the  foreign  currency.  If the value of the  currency  does
decline, the Fund will have the right to sell the currency for a fixed amount in
dollars  and  will  offset,  in  whole or in part,  the  adverse  effect  on its
portfolio that otherwise would have resulted.

As in the case of other  types of  options,  however,  the  benefit  to the Fund
derived from purchases of foreign currency options will be reduced by the amount
of the  premium and related  transaction  costs.  In  addition,  where  currency
exchange  rates do not move in the direction or to the extent  anticipated,  the
Fund could sustain losses on transactions in foreign currency options that would
require it to forego a portion or all of the benefits of advantageous changes in
rates.

<PAGE>

The Fund may write options on foreign  currencies  for the same types of hedging
purposes.  For example,  when the Fund anticipates a decline in the dollar value
of foreign-denominated  securities due to adverse fluctuations in exchange rates
it could,  instead  of  purchasing  a put  options,  write a call  option on the
relevant  currency.  If the expected decline occurs, the option will most likely
not be exercised  and the  diminution  in value of  securities  will be fully or
partially offset by the amount of the premium received.

As in the case of other  types of  options,  however,  the  writing of a foreign
currency  option will  constitute  only a partial  hedge up to the amount of the
premium,  and only if rates  move in the  expected  direction.  If this does not
occur, the option may be exercised and the Fund would be required to buy or sell
the  underlying  currency  at a loss that may not be offset by the amount of the
premium. Through the writing of options on foreign currencies, the Fund also may
be required to forego all or a portion of the benefits that might otherwise have
been obtained from favorable movements on exchange rates.

All options written on foreign currencies will be covered.  An option written on
foreign currencies is covered if the Fund holds currency sufficient to cover the
option or has an absolute and immediate  right to acquire that currency  without
additional  cash  consideration  upon  conversion of assets  denominated in that
currency or exchange of other currency held in its  portfolio.  An option writer
could lose amounts  substantially in excess of its initial  investments,  due to
the margin and collateral requirements associated with such positions.

Options on foreign currencies are traded through financial  institutions  acting
as  market-makers,  although foreign currency options also are traded on certain
national securities  exchanges,  such as the Philadelphia Stock Exchange and the
Chicago   Board   Options   Exchange,   subject   to  SEC   regulation.   In  an
over-the-counter  trading  environment,  many  of the  protections  afforded  to
exchange  participants  will not be available.  For example,  there are no daily
price fluctuation  limits, and adverse market movements could therefore continue
to an  unlimited  extent over a period of time.  Although  the  purchaser  of an
option cannot lose more than the amount of the premium plus related  transaction
costs, this entire amount could be lost.

Foreign currency option positions entered into on a national securities exchange
are cleared and guaranteed by the Options Clearing  Corporation  (OCC),  thereby
reducing the risk of counterparty default. Further, a liquid secondary market in
options traded on a national  securities  exchange may be more readily available
than  in  the  over-the-counter  market,  potentially  permitting  the  Fund  to
liquidate  open  positions  at a profit prior to exercise or  expiration,  or to
limit losses in the event of adverse market movements.

The purchase and sale of exchange-traded  foreign currency options,  however, is
subject to the risks of  availability  of a liquid  secondary  market  described
above, as well as the risks  regarding  adverse market  movements,  margining of
options  written,   the  nature  of  the  foreign   currency  market,   possible
intervention by governmental  authorities and the effects of other political and
economic  events.  In addition,  exchange-traded  options on foreign  currencies
involve certain risks not presented by the over-the-counter market. For example,
exercise and  settlement  of such options must be made  exclusively  through the
OCC, which has established  banking  relationships in certain foreign  countries
for that  purpose.  As a result,  the OCC may,  if it  determines  that  foreign
governmental  restrictions  or taxes would  prevent the  orderly  settlement  of
foreign  currency option  exercises,  or would result in undue burdens on OCC or
its clearing member, impose special procedures on exercise and settlement,  such
as technical  changes in the  mechanics  of delivery of currency,  the fixing of
dollar settlement prices or prohibitions on exercise.

Foreign Currency  Futures and Related Options.  The Fund may enter into currency
futures  contracts  to sell  currencies.  It also may buy put  options and write
covered call options on currency futures. Currency futures contracts are similar
to currency  forward  contracts,  except that they are traded on exchanges  (and
have margin  requirements) and are standardized as to contract size and delivery
date. Most currency  futures call for payment of delivery in U.S.  dollars.  The
Fund  may use  currency  futures  for the  same  purposes  as  currency  forward
contracts, subject to Commodity Futures Trading Commission (CFTC) limitations.

<PAGE>

Currency futures and options on futures values can be expected to correlate with
exchange rates,  but will not reflect other factors that may affect the value of
the  Fund's  investments.  A  currency  hedge,  for  example,  should  protect a
Yen-denominated bond against a decline in the Yen, but will not protect the Fund
against price decline if the issuer's creditworthiness deteriorates. Because the
value of the Fund's  investments  denominated in foreign currency will change in
response to many factors  other than exchange  rates,  it may not be possible to
match the amount of a forward  contract  to the value of the Fund's  investments
denominated in that currency over time.

The Fund will hold securities or other options or futures positions whose values
are expected to offset its  obligations.  The Fund will not enter into an option
or futures  position  that exposes the Fund to an  obligation  to another  party
unless it owns either (i) an  offsetting  position in  securities  or (ii) cash,
receivables and short-term debt securities with a value  sufficient to cover its
potential obligations.

(See also Derivative Instruments and Foreign Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with foreign currency transactions include: Correlation
Risk, Interest Rate Risk, Leverage Risk, Liquidity Risk, and Management Risk.

Foreign Securities and Domestic Companies with Foreign Operations

Foreign securities,  foreign currencies,  and securities issued by U.S. entities
with substantial  foreign operations involve special risks,  including those set
forth  below,  which  are  not  typically  associated  with  investing  in  U.S.
securities.  Foreign companies are not generally subject to uniform  accounting,
auditing,  and financial reporting  standards  comparable to those applicable to
domestic companies.  Additionally,  many foreign stock markets, while growing in
volume of trading  activity,  have  substantially  less volume than the New York
Stock  Exchange,  and  securities of some foreign  companies are less liquid and
more  volatile  than  securities of domestic  companies.  Similarly,  volume and
liquidity in most foreign bond markets are less than the volume and liquidity in
the U.S.  and,  at times,  volatility  of price can be greater  than in the U.S.
Further, foreign markets have different clearance, settlement, registration, and
communication  procedures  and in  certain  markets  there  have been times when
settlements  have  been  unable  to keep  pace  with the  volume  of  securities
transactions  making it difficult to conduct such  transactions.  Delays in such
procedures  could result in temporary  periods when assets are uninvested and no
return is earned on them. The inability of an investor to make intended security
purchases  due to such  problems  could cause the  investor  to miss  attractive
investment  opportunities.  Payment  for  securities  without  delivery  may  be
required in certain foreign markets and, when participating in new issues,  some
foreign countries require payment to be made in advance of issuance (at the time
of  issuance,  the  market  value of the  security  may be more or less than the
purchase price).  Some foreign markets also have compulsory  depositories (i.e.,
an investor does not have a choice as to where the securities  are held).  Fixed
commissions on some foreign stock exchanges are generally higher than negotiated
commissions on U.S. exchanges.  Further, an investor may encounter  difficulties
or be unable to pursue legal  remedies and obtain  judgments in foreign  courts.
There is generally less  government  supervision  and regulation of business and
industry practices,  stock exchanges,  brokers, and listed companies than in the
U.S.  It may be more  difficult  for an  investor's  agents  to  keep  currently
informed about  corporate  actions such as stock dividends or other matters that
may affect the prices of portfolio securities.  Communications  between the U.S.
and foreign countries may be less reliable than within the U.S., thus increasing
the  risk of  delays  or loss  of  certificates  for  portfolio  securities.  In
addition, with respect to certain foreign countries, there is the possibility of
nationalization,  expropriation,  the  imposition of additional  withholding  or
confiscatory  taxes,  political,  social,  or economic  instability,  diplomatic
developments  that  could  affect  investments  in  those  countries,  or  other
unforeseen  actions by  regulatory  bodies  (such as changes  to  settlement  or
custody procedures).

<PAGE>

The risks of foreign  investing  may be magnified  for  investments  in emerging
markets, which may have relatively unstable governments, economies based on only
a  few  industries,  and  securities  markets  that  trade  a  small  number  of
securities.

The  introduction  of a single  currency,  the  euro,  on  January  1,  1999 for
participating  European  nations  in the  Economic  and  Monetary  Union  ("EU")
presents  unique  uncertainties,  including  whether the payment and operational
systems of banks and other financial institutions will be ready by the scheduled
launch date; the creation of suitable  clearing and settlement  payment  systems
for the new  currency;  the legal  treatment  of certain  outstanding  financial
contracts  after January 1, 1999 that refer to existing  currencies  rather than
the euro; the  establishment  and maintenance of exchange rates; the fluctuation
of the euro relative to non-euro  currencies  during the transition  period from
January 1, 1999 to December 31, 2000 and beyond;  whether the interest rate, tax
or labor regimes of European  countries  participating in the euro will converge
over time;  and whether the  conversion of the  currencies of other EU countries
such as the United Kingdom,  Denmark, and Greece into the euro and the admission
of other non-EU  countries such as Poland,  Latvia,  and Lithuania as members of
the EU may have an impact on the euro.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with foreign  securities  include:  Foreign/Emerging
Markets Risk, Issuer Risk, and Management Risk.

High-Yield (High-Risk) Securities (Junk Bonds)

High yield  (high-risk)  securities  are sometimes  referred to as "junk bonds."
They are non-investment  grade (lower quality)  securities that have speculative
characteristics.  Lower quality  securities,  while  generally  offering  higher
yields than investment grade securities with similar maturities, involve greater
risks, including the possibility of default or bankruptcy.  They are regarded as
predominantly  speculative with respect to the issuer's capacity to pay interest
and  repay  principal.  The  special  risk  considerations  in  connection  with
investments in these securities are discussed below.

See the appendix for a discussion of securities ratings. (See also Debt
Obligations.)

The lower-quality  and comparable  unrated security market is relatively new and
its growth has  paralleled a long  economic  expansion.  As a result,  it is not
clear how this market may withstand a prolonged  recession or economic downturn.
Such conditions  could severely  disrupt the market for and adversely affect the
value of such securities.

All interest-bearing  securities typically experience appreciation when interest
rates decline and  depreciation  when interest  rates rise. The market values of
lower-quality  and  comparable  unrated  securities  tend to reflect  individual
corporate  developments  to a greater  extent than do higher  rated  securities,
which react  primarily to  fluctuations  in the general level of interest rates.
Lower-quality and comparable  unrated  securities also tend to be more sensitive
to economic  conditions  than are  higher-rated  securities.  As a result,  they
generally  involve  more  credit  risks  than  securities  in  the  higher-rated
categories. During an economic downturn or a sustained period of rising interest
rates,  highly  leveraged  issuers of  lower-quality  securities  may experience
financial  stress and may not have  sufficient  revenues  to meet their  payment
obligations.  The issuer's  ability to service its debt  obligations also may be
adversely affected by specific corporate developments, the issuer's inability to
meet specific projected  business forecast,  or the unavailability of additional
financing.  The risk of loss due to default by an issuer of these  securities is
significantly  greater  than  issuers of  higher-rated  securities  because such
securities  are  generally   unsecured  and  are  often  subordinated  to  other
creditors.  Further,  if the issuer of a lower quality  security  defaulted,  an
investor might incur additional expenses to seek recovery.

<PAGE>

Credit  ratings  issued by credit  rating  agencies are designed to evaluate the
safety of principal  and  interest  payments of rated  securities.  They do not,
however,  evaluate  the  market  value  risk of  lower-quality  securities  and,
therefore,  may not fully reflect the true risks of an investment.  In addition,
credit rating agencies may or may not make timely changes in a rating to reflect
changes in the economy or in the  condition of the issuer that affect the market
value  of the  securities.  Consequently,  credit  ratings  are  used  only as a
preliminary indicator of investment quality.

An  investor  may  have  difficulty  disposing  of  certain   lower-quality  and
comparable  unrated  securities  because there may be a thin trading  market for
such  securities.  Because not all dealers maintain markets in all lower quality
and comparable  unrated  securities,  there is no established  retail  secondary
market for many of these  securities.  To the extent a secondary  trading market
does  exist,  it is  generally  not  as  liquid  as  the  secondary  market  for
higher-rated  securities.  The lack of a  liquid  secondary  market  may have an
adverse  impact  on the  market  price  of the  security.  The  lack of a liquid
secondary  market for certain  securities also may make it more difficult for an
investor to obtain accurate market  quotations.  Market quotations are generally
available  on many  lower-quality  and  comparable  unrated  issues  only from a
limited  number of dealers and may not  necessarily  represent firm bids of such
dealers or prices for actual sales.

Legislation  may be  adopted  from  time to time  designed  to limit  the use of
certain lower quality and comparable unrated securities by certain issuers.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  high-yield   (high-risk)  securities  include:
Call/Prepayment  Risk,  Credit Risk,  Currency  Risk,  Interest  Rate Risk,  and
Management Risk.

Illiquid and Restricted Securities

The Fund may  invest  in  illiquid  securities  (i.e.,  securities  that are not
readily  marketable).  These  securities  may  include,  but are not limited to,
certain  securities  that are subject to legal or  contractual  restrictions  on
resale, certain repurchase agreements, and derivative instruments.

To the extent the Fund  invests in illiquid  or  restricted  securities,  it may
encounter  difficulty  in  determining  a  market  value  for  such  securities.
Disposing  of  illiquid or  restricted  securities  may  involve  time-consuming
negotiations and legal expense,  and it may be difficult - or impossible for the
Fund to sell such an investment promptly and at an acceptable price.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  illiquid and  restricted  securities  include:
Liquidity Risk and Management Risk.

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 and they may be less liquid  than the  securities
represented by the index. (See also Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with indexed  securities  include:  Liquidity  Risk,
Management Risk, and Market Risk.

<PAGE>

Inverse Floaters

Inverse  floaters  are created by  underwriters  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.  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. (See also Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with inverse floaters  include:  Interest Rate Risk and
Management Risk.

Investment Companies

The  Fund may  invest  in  securities  issued  by  registered  and  unregistered
investment companies.  These investments may involve the duplication of advisory
fees and certain other expenses.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risk  associated  with the  securities  of other  investment  companies
includes: Management Risk and Market Risk.

Lending of Portfolio Securities

The Fund may lend certain of its  portfolio  securities to  broker-dealers.  The
current  policy of the Fund's  board is to make  these  loans,  either  long- or
short-term,  to  broker-dealers.  In making loans,  the Fund receives 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.
If the  market  price  of the  loaned  securities  goes up,  the  Fund  will get
additional  collateral on a daily basis. The risks are that the borrower may not
provide  additional  collateral when required or return the securities when due.
During the existence of the loan, the Fund receives cash payments  equivalent to
all interest or other distributions paid on the loaned securities.  The Fund may
pay reasonable  administrative  and custodial fees in connection with a loan and
may pay a negotiated  portion of the interest earned on the cash or money market
instruments held as collateral to the borrower or placing broker.  The Fund will
receive  reasonable  interest  on the loan or a flat fee from the  borrower  and
amounts  equivalent to any dividends,  interest,  or other  distributions on the
securities loaned.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with the lending of  portfolio  securities  include:
Credit Risk and Management Risk.

Loan Participations

Loans,  loan  participations,  and  interests  in  securitized  loan  pools  are
interests in amounts owed by a corporate,  governmental,  or other borrower to a
lender  or  consortium  of  lenders  (typically  banks,   insurance   companies,
investment banks, government agencies, or international agencies). Loans involve
a risk of loss in case of default or  insolvency  of the  borrower and may offer
less legal protection to an investor in the event of fraud or misrepresentation.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with loan  participations  include:  Credit Risk and
Management Risk.

<PAGE>

Mortgage-and Asset-Backed Securities

Mortgage-backed  securities  represent direct or indirect  participations in, or
are secured by and payable from,  mortgage loans secured by real  property,  and
include  single- and  multi-class  pass-through  securities  and  Collateralized
Mortgage  Obligations  (CMOs).  These  securities may be issued or guaranteed by
U.S.  government agencies or  instrumentalities  (see also Agency and Government
Securities),  or by private  issuers,  generally  originators  and  investors in
mortgage loans,  including savings  associations,  mortgage bankers,  commercial
banks,  investment  bankers,  and  special  purpose  entities.   Mortgage-backed
securities issued by private lenders may be supported by pools of mortgage loans
or other mortgage-backed securities that are guaranteed, directly or indirectly,
by the U.S. government or one of its agencies or instrumentalities,  or they may
be issued without any governmental  guarantee of the underlying  mortgage assets
but with some form of non-governmental credit enhancement.

Stripped mortgage-backed  securities are a type of mortgage-backed security that
receive  differing  proportions of the interest and principal  payments from the
underlying assets. Generally,  there are two classes of stripped mortgage-backed
securities:  Interest Only (IO) and Principal  Only (PO). IOs entitle the holder
to receive  distributions  consisting of all or a portion of the interest on the
underlying pool of mortgage loans or mortgage-backed securities. POs entitle the
holder to receive distributions  consisting of all or a portion of the principal
of the underlying pool of mortgage loans or mortgage-backed securities. The cash
flows and yields on IOs and POs are extremely sensitive to the rate of principal
payments   (including   prepayments)   on  the  underlying   mortgage  loans  or
mortgage-backed  securities.  A rapid rate of principal  payments may  adversely
affect the yield to  maturity  of IOs.  A slow rate of  principal  payments  may
adversely  affect the yield to maturity of POs. If  prepayments of principal are
greater than anticipated,  an investor in IOs may incur  substantial  losses. If
prepayments of principal are slower than anticipated,  the yield on a PO will be
affected more severely than would be the case with a traditional mortgage-backed
security.

CMOs are hybrid mortgage-related  instruments secured by pools of mortgage loans
or other mortgage-related  securities,  such as mortgage pass through securities
or stripped  mortgage-backed  securities.  CMOs may be structured  into multiple
classes,  often referred to as  "tranches,"  with each class bearing a different
stated  maturity and entitled to a different  schedule for payments of principal
and  interest,  including  prepayments.   Principal  prepayments  on  collateral
underlying  a CMO may  cause it to be  retired  substantially  earlier  than its
stated maturity.

The yield  characteristics  of  mortgage-backed  securities differ from those of
other debt  securities.  Among the  differences  are that interest and principal
payments  are  made  more  frequently  on  mortgage-backed  securities,  usually
monthly,  and principal may be repaid at any time.  These factors may reduce the
expected yield.

Asset-backed    securities   have   structural    characteristics   similar   to
mortgage-backed  securities.  Asset-backed debt obligations  represent direct or
indirect  participation in, or secured by and payable from, assets such as motor
vehicle  installment  sales contracts,  other  installment loan contracts,  home
equity loans,  leases of various types of property,  and receivables from credit
card  or  other  revolving  credit  arrangements.  The  credit  quality  of most
asset-backed  securities  depends  primarily on the credit quality of the assets
underlying  such  securities,  how well  the  entity  issuing  the  security  is
insulated  from  the  credit  risk of the  originator  or any  other  affiliated
entities,  and  the  amount  and  quality  of  any  credit  enhancement  of  the
securities.  Payments or distributions of principal and interest on asset-backed
debt  obligations  may be  supported  by  non-governmental  credit  enhancements
including  letters  of  credit,   reserve  funds,   overcollateralization,   and
guarantees by third parties.  The market for privately issued  asset-backed debt
obligations is smaller and less liquid than the market for government  sponsored
mortgage-backed securities. (See also Derivative Instruments.)

<PAGE>

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with mortgage- and  asset-backed  securities  include:
Call/Prepayment  Risk,  Credit Risk,  Interest Rate Risk,  Liquidity  Risk,  and
Management Risk.

Mortgage Dollar Rolls

Mortgage   dollar  rolls  are   investments   whereby  an  investor  would  sell
mortgage-backed  securities for delivery in the current month and simultaneously
contract to purchase  substantially  similar  securities  on a specified  future
date.  While  an  investor  would  forego  principal  and  interest  paid on the
mortgage-backed  securities  during  the  roll  period,  the  investor  would be
compensated  by the  difference  between the  current  sales price and the lower
price for the future  purchase as well as by any interest earned on the proceeds
of the initial sale. The investor also could be compensated  through the receipt
of fee income equivalent to a lower forward price.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  mortgage  dollar rolls  include:  Credit Risk,
Interest Rate Risk, and Management Risk.

Municipal Obligations

Municipal obligations include debt obligations issued by or on behalf of states,
territories, possessions, or sovereign nations within the territorial boundaries
of the United States (including the District of Columbia). The interest on these
obligations is generally exempt from federal income tax.  Municipal  obligations
are  generally   classified  as  either   "general   obligations"   or  "revenue
obligations."

General  obligation  bonds are secured by the issuer's pledge of its full faith,
credit,  and taxing  power for the payment of interest  and  principal.  Revenue
bonds are payable only from the  revenues  derived from a project or facility or
from the proceeds of a specified  revenue source.  Industrial  development bonds
are  generally  revenue bonds secured by payments from and the credit of private
users. Municipal notes are issued to meet the short-term funding requirements of
state, regional, and local governments. Municipal notes include tax anticipation
notes,  bond anticipation  notes,  revenue  anticipation  notes, tax and revenue
anticipation  notes,   construction  loan  notes,   short-term  discount  notes,
tax-exempt commercial paper, demand notes, and similar instruments.

Municipal  lease  obligations  may  take the  form of a  lease,  an  installment
purchase,  or a conditional  sales contract.  They are issued by state and local
governments  and  authorities to acquire land,  equipment,  and  facilities.  An
investor  may  purchase  these   obligations   directly,   or  it  may  purchase
participation interests in such obligations.  Municipal leases may be subject to
greater risks than general obligation or revenue bonds. State  constitutions and
statutes set forth requirements that states or municipalities must meet in order
to issue municipal  obligations.  Municipal leases may contain a covenant by the
state or  municipality to budget for and make payments due under the obligation.
Certain municipal leases may, however,  provide that the issuer is not obligated
to make  payments  on the  obligation  in future  years  unless  funds have been
appropriated for this purpose each year.

Yields on municipal  bonds and notes  depend on a variety of factors,  including
money  market  conditions,  municipal  bond  market  conditions,  the  size of a
particular  offering,  the  maturity  of the  obligation,  and the rating of the
issue. The municipal bond market has a large number of different  issuers,  many
having  smaller  sized bond issues,  and a wide choice of  different  maturities
within each issue.  For these reasons,  most  municipal  bonds do not trade on a
daily  basis and many trade  only  rarely.  Because  many of these  bonds  trade
infrequently,  the  spread  between  the bid and offer may be wider and the time
needed to develop a bid or an offer may be longer than other  security  markets.
See the  appendix  for a  discussion  of  securities  ratings.  (See  also  Debt
Obligations.)

<PAGE>

Taxable  Municipal  Obligations.  There is another type of municipal  obligation
that is subject to federal income tax for a variety of reasons.  These municipal
obligations do not qualify for the federal income exemption because (a) they did
not receive necessary authorization for tax-exempt treatment from state or local
government  authorities,  (b) they exceed certain regulatory  limitations on the
cost of issuance for tax-exempt  financing or (c) they finance public or private
activities  that do not  qualify  for the federal  income tax  exemption.  These
non-qualifying   activities  might  include,  for  example,   certain  types  of
multi-family   housing,   certain  professional  and  local  sports  facilities,
refinancing   of  certain   municipal   debt,   and  borrowing  to  replenish  a
municipality's underfunded pension plan.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with municipal obligations include:  Credit Risk, Event
Risk,  Inflation Risk,  Interest Rate Risk,  Legal/Legislative  Risk, and Market
Risk.

Preferred Stock

Preferred  stock is a type of stock that pays  dividends at a specified rate and
that has  preference  over  common  stock in the  payment of  dividends  and the
liquidation of assets. Preferred stock does not ordinarily carry voting rights.

The price of a preferred  stock is generally  determined  by  earnings,  type of
products  or  services,   projected  growth  rates,  experience  of  management,
liquidity,  and  general  market  conditions  of the  markets on which the stock
trades.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with preferred stock include:  Issuer Risk,  Management
Risk, and Market Risk.

Real Estate Investment Trusts

Real estate  investment  trusts  (REITs) are entities that manage a portfolio of
real estate to earn profits for their  shareholders.  REITs can make investments
in real  estate such as  shopping  centers,  nursing  homes,  office  buildings,
apartment complexes,  and hotels. REITs can be subject to extreme volatility due
to  fluctuations in the demand for real estate,  changes in interest rates,  and
adverse economic conditions.  Additionally, the failure of a REIT to continue to
qualify as a REIT for tax purposes can materially affect its value.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest associated with REITs include:  Issuer Risk, Management Risk, and Market
Risk.

Repurchase Agreements

The Fund may enter into  repurchase  agreements  with certain  banks or non-bank
dealers. In a repurchase  agreement,  the Fund buys a security at one price, and
at the time of sale,  the  seller  agrees  to  repurchase  the  obligation  at a
mutually agreed upon time and price (usually within seven days).  The repurchase
agreement  thereby  determines the yield during the purchaser's  holding period,
while the  seller's  obligation  to  repurchase  is  secured by the value of the
underlying  security.  Repurchase  agreements could involve certain risks in the
event of a default or insolvency of the other party to the agreement,  including
possible  delays or  restrictions  upon the  Fund's  ability  to  dispose of the
underlying securities.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with repurchase  agreements  include:  Credit Risk and
Management Risk.

<PAGE>

Reverse Repurchase Agreements

In a reverse repurchase agreement,  the investor would sell a security and enter
into an agreement  to  repurchase  the  security at a specified  future date and
price.  The  investor  generally  retains  the right to interest  and  principal
payments on the security.  Since the investor receives cash upon entering into a
reverse  repurchase  agreement,  it may be  considered  a  borrowing.  (See also
Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with reverse  repurchase  agreements  include:  Credit
Risk, Interest Rate Risk, and Management Risk.

Short Sales

With  short  sales,  an  investor  sells a  security  that  it  does  not own in
anticipation  of a decline in the market value of the security.  To complete the
transaction,  the  investor  must borrow the  security  to make  delivery to the
buyer.  The investor is  obligated to replace the security  that was borrowed by
purchasing  it at the market price on the  replacement  date.  The price at such
time may be more or less than the price at which the investor sold the security.
A fund that is allowed  to utilize  short  sales will  designate  cash or liquid
securities  to cover its open short  positions.  Those  funds also may engage in
"short sales against the box," a form of  short-selling  that involves selling a
security that an investor owns (or has an  unconditioned  right to purchase) for
delivery at a specified date in the future. This technique allows an investor to
hedge protectively against anticipated declines in the market of its securities.
If the value of the  securities  sold  short  increased  prior to the  scheduled
delivery date, the investor loses the opportunity to participate in the gain.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated  with short sales include:  Management Risk and Market
Risk.

Sovereign Debt

A sovereign debtor's  willingness or ability to repay principal and pay interest
in a timely  manner may be affected by a variety of factors,  including its cash
flow  situation,  the extent of its  reserves,  the  availability  of sufficient
foreign  exchange on the date a payment is due,  the  relative  size of the debt
service burden to the economy as a whole,  the sovereign  debtor's policy toward
international lenders, and the political constraints to which a sovereign debtor
may be subject. (See also Foreign Securities.)

With respect to sovereign debt of emerging market issuers,  investors  should be
aware that certain  emerging  market  countries are among the largest debtors to
commercial  banks and foreign  governments.  At times,  certain  emerging market
countries  have  declared  moratoria on the payment of principal and interest on
external debt.

Certain emerging market countries have experienced difficulty in servicing their
sovereign debt on a timely basis that led to defaults and the  restructuring  of
certain indebtedness.

Sovereign  debt  includes  Brady Bonds,  which are  securities  issued under the
framework of the Brady Plan,  an  initiative  announced by former U.S.  Treasury
Secretary  Nicholas  F.  Brady in 1989 as a  mechanism  for  debtor  nations  to
restructure their outstanding external commercial bank indebtedness.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks   associated   with   sovereign   debt   include:   Credit  Risk,
Foreign/Emerging Markets Risk, and Management Risk.

<PAGE>

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.  (See
also Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  structured  products  include:   Credit  Risk,
Liquidity Risk, and Management Risk.

Variable- or Floating-Rate Securities

The Fund may invest in  securities  that offer a variable- or  floating-rate  of
interest.  Variable-rate securities provide for automatic establishment of a new
interest rate at fixed intervals (e.g., daily,  monthly,  semi-annually,  etc.).
Floating-rate  securities  generally  provide for  automatic  adjustment  of the
interest rate whenever some specified interest rate index changes.

Variable-  or  floating-rate  securities  frequently  include  a demand  feature
enabling the holder to sell the  securities to the issuer at par. In many cases,
the demand  feature can be exercised at any time.  Some  securities  that do not
have variable or floating  interest  rates may be  accompanied by puts producing
similar results and price characteristics.

Variable-rate demand notes include master demand notes that are obligations that
permit the Fund to invest  fluctuating  amounts,  which may change daily without
penalty,  pursuant to direct  arrangements  between the Fund as lender,  and the
borrower.  The interest  rates on these notes  fluctuate  from time to time. The
issuer of such  obligations  normally has a corresponding  right,  after a given
period,  to prepay in its discretion  the  outstanding  principal  amount of the
obligations plus accrued interest upon a specified number of days' notice to the
holders of such  obligations.  Because  these  obligations  are  direct  lending
arrangements  between the lender and borrower,  it is not contemplated that such
instruments  generally  will be traded.  There  generally is not an  established
secondary market for these obligations. Accordingly, where these obligations are
not  secured by  letters of credit or other  credit  support  arrangements,  the
Fund's  right to redeem is  dependent  on the  ability  of the  borrower  to pay
principal and interest on demand.  Such obligations  frequently are not rated by
credit rating agencies and may involve heightened risk of default by the issuer.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with variable- or  floating-rate  securities  include:
Credit Risk and Management Risk.

Warrants

Warrants are securities giving the holder the right, but not the obligation,  to
buy the stock of an issuer at a given price (generally  higher than the value of
the stock at the time of  issuance)  during a specified  period or  perpetually.
Warrants may be acquired  separately or in connection  with the  acquisition  of
securities.  Warrants  do not carry with them the right to  dividends  or voting
rights  and they do not  represent  any  rights  in the  assets  of the  issuer.
Warrants may be considered to have more speculative characteristics than certain
other  types of  investments.  In  addition,  the  value of a  warrant  does not
necessarily  change with the value of the underlying  securities,  and a warrant
ceases to have value if it is not exercised prior to its expiration date.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with warrants include: Management Risk and Market Risk.

<PAGE>

When-Issued Securities

These  instruments  are contracts to purchase  securities for a fixed price at a
future date beyond normal  settlement  time  (when-issued  securities or forward
commitments).  The price of debt obligations  purchased on a when-issued  basis,
which  may be  expressed  in  yield  terms,  generally  is fixed at the time the
commitment to purchase is made, but delivery and payment for the securities take
place at a later date.  Normally,  the settlement  date occurs within 45 days of
the purchase  although in some cases  settlement  may take longer.  The investor
does not pay for the  securities or receive  dividends or interest on them until
the contractual  settlement date. Such instruments involve a risk of loss if the
value of the security to be purchased  declines  prior to the  settlement  date,
which risk is in  addition  to the risk of  decline  in value of the  investor's
other  assets.  In  addition,  when the Fund engages in forward  commitment  and
when-issued  transactions,  it  relies on the  counterparty  to  consummate  the
transaction.  The failure of the  counterparty to consummate the transaction may
result  in the  Fund's  losing  the  opportunity  to  obtain a price  and  yield
considered to be advantageous.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with when-issued  securities  include:  Credit Risk and
Management Risk.

Zero-Coupon, Step-Coupon, and Pay-in-Kind Securities

These  securities  are debt  obligations  that do not make regular cash interest
payments (see also Debt Obligations). Zero-coupon and step-coupon securities are
sold at a deep  discount to their face value  because  they do not pay  interest
until  maturity.  Pay-in-kind  securities  pay interest  through the issuance of
additional securities.  Because these securities do not pay current cash income,
the price of these  securities  can be extremely  volatile when  interest  rates
fluctuate. See the appendix for a discussion of securities ratings.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  zero-coupon,   step-coupon,   and  pay-in-kind
securities include: Credit Risk, Interest Rate Risk, and Management Risk.

<PAGE>

SECURITY TRANSACTIONS
- --------------------------------------------------------------------------------

Subject to policies set by the board,  IDS Life Insurance  Company (IDS Life) 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,  IDS Life has been  directed to
use its best efforts to obtain the best  available  price and the most favorable
execution  except where otherwise  authorized by the board.  IDS Life intends to
direct  American  Express  Financial  Corporation  (AEFC) to execute  trades and
negotiate  commissions  on its behalf.  In selecting  broker-dealers  to execute
transactions,  AEFC may consider the price of the security, including commission
or mark-up,  the size and difficulty of the order, the  reliability,  integrity,
financial  soundness,  and general  operation and execution  capabilities of the
broker,  the broker's  expertise in particular  markets,  and research  services
provided by the broker.  These services are covered by the  Investment  Advisory
Agreement  between IDS Life and AEFC.  When AEFC acts on IDS Life's behalf,  for
the Fund, it follows the guidelines stated below.

AEFC has a strict Code of Ethics that  prohibits its  affiliated  personnel from
engaging in personal investment  activities that compete with or attempt to take
advantage of planned  portfolio  transactions for any fund or trust for which it
acts as investment manager.

The Fund's  securities may be traded on a principal rather than an agency basis.
In other words,  AEFC 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. AEFC 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  has  adopted  a  policy  authorizing  IDS  Life  to do so to  the  extent
authorized by law, if IDS Life determines,  in good faith,  that such commission
is  reasonable  in relation to the value of the  brokerage or research  services
provided by a broker or dealer,  viewed either in the light of that  transaction
or IDS Life's or AEFC's  overall  responsibilities  with respect to the Fund and
the other funds for which they act as investment managers.

Research provided by brokers  supplements AEFC'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. AEFC 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 SEC.

When paying a commission  that might not otherwise be charged or a commission in
excess  of the  amount  another  broker  might  charge,  IDS  Life  must  follow
procedures  authorized  by the  board.  To  date,  three  procedures  have  been
authorized.  One procedure  permits IDS Life to direct an order to buy or sell a
security  traded on a national  securities  exchange  to a  specific  broker for
research  services it has provided.  The second  procedure  permits IDS Life, in
order to obtain research, to direct an order on an agency basis to buy or sell a
security  traded in the  over-the-counter  market to a firm that does not make a
market in that security. The commission paid generally includes compensation for
research  services.  The third  procedure  permits IDS Life,  in order to obtain
research and brokerage services, to cause the Fund to pay a commission in excess
of the amount another  broker might have charged.  IDS Life has advised the Fund
that it is  necessary  to do  business  with a number  of  brokerage  firms on a
continuing basis to obtain such

<PAGE>

services as the handling of large orders,  the  willingness  of a broker to risk
its own money by taking a position in a security,  and the specialized  handling
of a particular  group of  securities  that only certain  brokers may be able to
offer. As a result of this arrangement,  some portfolio  transactions may not be
effected at the lowest  commission,  but IDS Life  believes it may obtain better
overall execution.  IDS Life has represented that under all three procedures the
amount of commission  paid will be reasonable and competitive in relation to the
value of the brokerage services performed or research provided.

All  other  transactions  will be  placed  on the  basis of  obtaining  the best
available  price  and the  most  favorable  execution.  In so  doing,  if in the
professional  opinion  of the person  responsible  for  selecting  the broker or
dealer,   several  firms  can  execute  the   transaction  on  the  same  basis,
consideration  will be given by such  person to those  firms  offering  research
services.  Such services may be used by IDS Life and AEFC in providing advice to
all the funds and  accounts  advised by IDS Life and AEFC even  though it is not
possible to relate the benefits to any particular fund.

Each  investment  decision  made  for the  Fund is made  independently  from any
decision made for another portfolio, fund, or other account advised by IDS Life,
AEFC or any of its  subsidiaries.  When the Fund buys or sells the same security
as another portfolio, fund, or account, AEFC 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.

On a periodic basis, AEFC 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's  portfolio  turnover  rate  indicates  changes in its  portfolio  of
securities and will vary from year to year.  The Fund may experience  relatively
higher  portfolio  turnover than normal during a period of rapid asset growth if
smaller  positions   acquired  in  connection  with  portfolio   diversification
requirements  are replaced by larger  positions.  High portfolio  turnover could
result in increased transaction costs.

[For fiscal  years noted  below,  the Fund paid the  following  total  brokerage
commissions.  Substantially  all firms through whom  transactions  were executed
provide research services.

                       Aug. 31, ____       Aug. 31, _____        Aug. 31, _____
New Dimensions

[In  fiscal  year  ____,  the  following   transactions   and  commissions  were
specifically directed to firms in exchange for research services:

                            Transactions           Commissions
New Dimensions

[No  transactions  were  directed to brokers  because of research  services they
provided to the Fund [except for the affiliates as noted below.**]

- -------------------------------------------------------------------------------
** If accounting  determines that no brokerage  commissions were paid to brokers
affiliated  with AEFC for the three most recent fiscal years,  please delete the
second bracketed portion of the statement above.
- -------------------------------------------------------------------------------

[As of the end of the most recent  fiscal year,  the Fund held no  securities of
its regular brokers or dealers or of the parent of those brokers or dealers that
derived more than 15% of gross revenue from securities-related activities.]

<PAGE>

[As of the end of the most recent fiscal year,  the Fund held  securities of its
regular  brokers  or dealers  of the  parent of those  brokers  or dealers  that
derived more than 15% of gross  revenue from  securities-related  activities  as
presented below:
                                                          Value of Securities
Fund                        Name of Issuer           owned at End of Fiscal Year
New Dimensions

The  portfolio  turnover  rates for the two most  recent  fiscal  years  were as
follows:

                              Aug. 31, ____             Aug. 31, ____
New Dimensions

[Higher turnover rates may result in higher brokerage  expenses.] [The variation
in turnover rates can be attributed to:]

BROKERAGE COMMISSIONS PAID TO BROKERS AFFILIATED WITH IDS LIFE
- -------------------------------------------------------------------------------

Affiliates  of American  Express  Company  (of which IDS Life is a  wholly-owned
indirect  subsidiary) may engage in brokerage and other securities  transactions
on behalf of the Fund  according to  procedures  adopted by the board and to the
extent consistent with applicable provisions of the federal securities laws. IDS
Life will use an American Express affiliate only if (i) IDS Life 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.

[No brokerage  commissions were paid to brokers  affiliated with the Advisor for
the three most recent fiscal years.]

[Information  about  brokerage  commissions  paid by the Fund for the last three
fiscal  years  to  brokers  affiliated  with the  Advisor  is  contained  in the
following table:
<TABLE>
<CAPTION>

                                      As of the end of Fiscal Year,

                                                                 199                          199            199

                                             -------------------------------------------  ------------  -------------
<S>         <C>            <C>             <C>            <C>            <C>             <C>           <C>
                                                                           Percent of
                ------------  -------------  -------------  -------------  Aggregate      ------------  -------------
                                                                           Dollar
                                             Aggregate                     Amount of      Aggregate     Aggregate
                                             Dollar         Percent of     Transactions   Dollar        Dollar
                                             amount of      Aggregate      Involving      Amount of     Amount of
Fund                          Nature of      Commissions    Brokerage      Payment of     Commissions   Commissions
                Broker        Affiliation    Paid to        Commissions    Commissions    Paid to       Paid to
                                             Broker                                       Broker        Broker
                              Wholly-owned    $                   %              %           $             $
                              subsidiary
                              of the
                              Advisor
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
PERFORMANCE INFORMATION

The Fund may quote various  performance  figures to illustrate past performance.
Average annual total return and current yield quotations, if applicable, used by
the 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  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)

Aggregate total return

The Fund may calculate  aggregate total return for certain periods  representing
the  cumulative  change in the value of an investment in a 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)


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, CDA Technologies,  Donoghue's Money Market Fund
Report,  Financial  Services Week,  Financial Times,  Financial  World,  Forbes,
Fortune,  Global Investor,  Institutional  Investor,  Investor's Business Daily,
Kiplinger's Personal Finance,  Lipper Analytical Services,  Money,  Morningstar,
Mutual  Fund  Forecaster,  Newsweek,  The New  York  Times,  Personal  Investor,
Shearson Lehman Aggregate Bond Index,  Stanger Report,  Sylvia Porter's Personal
Finance,  USA Today,  U.S. News and World Report,  The Wall Street Journal,  and
Wiesenberger  Investment  Companies  Service.  The  Fund  also may  compare  its
performance to a wide variety of indexes or averages. There are similarities and
differences  between  the  investments  that  the  Fund  may  purchase  and  the
investments  measured  by the  indexes or averages  and the  composition  of the
indexes or averages will differ from that of the Fund.

<PAGE>

VALUING FUND SHARES

On the first business day following the end of the fiscal year, the  computation
looked like this:
<TABLE>
<CAPTION>
<S>                             <C>          <C>           <C>                   <C>      <C>
                                                             Shares outstanding
                                                Divided by     at the end of                 Net asset value
                                   Net assets                   previous day       equals      of one share
- ---------------------------------- ------------ ----------- --------------------- ---------- -----------------
New Dimensions
</TABLE>

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

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

o    Securities  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.

o    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  exists,  to the
     over-the-counter market.

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

o    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.

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

o    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 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 board.

o    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.

o    Securities  without a readily  available market price, 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.

<PAGE>

SELLING SHARES
- --------------------------------------------------------------------------------

The Fund will sell any shares presented by the shareholders  (variable  accounts
or  subaccounts)  for sale.  The policies on when or whether to buy or sell Fund
shares are described in your annuity or life insurance policy 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:

o    The Exchange  closes for reasons  other than the usual  weekend and holiday
     closings or trading on the Exchange is restricted, or

o    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

o    The SEC,  under  the  provisions  of the 1940  Act,  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 contract owners.

REJECTION OF BUSINESS

The Fund reserves the right to reject any business, in its sole discretion.

[CAPITAL LOSS CARRYOVER
- --------------------------------------------------------------------------------

For federal income tax purposes,  the Fund had total capital loss  carryovers of
$___________  at the end of the most recent  fiscal year,  that if not offset by
subsequent capital gains will expire as follows:

                                            199__                      199__
New Dimensions

It is unlikely that the board 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
- -------------------------------------------------------------------------------

The Fund may be subject  to U.S.  taxes  resulting  from  holdings  in a passive
foreign investment  company (PFIC). A foreign  corporation is a PFIC when 75% or
more of its gross income for the taxable  year is passive  income or 50% or more
of the average  value of its assets  consists  of assets  that  produce or could
produce passive income.

<PAGE>

- --------------------------------------------------------------------------------
AGREEMENTS

Investment Management Services Agreement

IDS Life, a wholly-owned  subsidiary of AEFC, is the investment  manager for the
Fund. Under the Investment  Management Services Agreement,  IDS Life, subject to
the policies set by the board, provides investment management services.

For its  services,  IDS  Life  is  paid a fee  monthly  based  on the  following
schedule. 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.

New Dimensions

       Assets                Annual rate at
      (billions)            each asset level
First            $1                 0.630%
Next              1                 0.615
Next              1                 0.600
Next              3                 0.585
Over              9                 0.570

On the last day of the most recent  fiscal  year,  the daily rate applied to the
Fund's assets on an annual  basis,  was ____%.  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 the agreement,  advisory expenses paid
for the following fiscal years were as follows:

                               199_            199_                199_
New Dimensions
- -------------------

Under the agreement,  nonadvisory  expenses paid for the following  fiscal years
were as follows:

                               199_             199_               199_
New Dimensions
- -------------------

Under the  Agreement,  the Fund  also  pays  taxes,  brokerage  commissions  and
nonadvisory expenses, which include custodian fees and expenses, audit expenses,
cost of items sent to contract owners,  postage, fees and expenses paid to board
members who are not officers or employees of IDS Life or AEFC, fees and expenses
of  attorneys,  costs of  fidelity  and surety  bonds,  SEC  registration  fees,
expenses of preparing prospectuses and of printing and distributing prospectuses
to existing contract owners,  losses due to theft or other wrong doing or due to
liabilities  not covered by bond or agreement,  expenses  incurred in connection
with lending  securities and expenses properly payable by the Fund,  approved by
the board. All other expenses are borne by IDS Life.

<PAGE>

Investment Advisory Agreement

IDS Life  and AEFC  have an  Investment  Advisory  Agreement  under  which  AEFC
executes  purchases and sales and negotiates  brokerage as directed by IDS Life.
For its  services,  IDS Life  pays  AEFC an  annual  fee of 0.25% of the  Fund's
average daily net assets.


Under the  Agreement,  the Advisor paid AEFC for the  following  fiscal years as
follows:

                              199_          199_           199_
New Dimensions
- -------------------

Administrative Services Agreement

The  Fund  has an  Administrative  Services  Agreement  with  AEFC.  Under  this
agreement,  the Fund pays AEFC a fee for providing administration and accounting
services.  The fee,  based on the following  schedule,  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.

New Dimensions

       Assets                Annual rate at
      (billions)            each asset level
First            $1                0.050%
Next              1                0.045
Next              1                0.040
Next              3                0.035
Over              6                0.030

On the last day of the most recent  fiscal year,  the daily rates applied to the
Funds' net assets on an annual basis were:

                    Daily Rates               Fees Paid During Prior Fiscal Year
New Dimensions        0.__%                               $____________

PLAN AND AGREEMENT OF DISTRIBUTION

To help defray the cost of  distribution  and  servicing,  the Fund and IDS Life
entered into a Plan and Agreement of Distribution  (Plan) pursuant to Rule 12b-1
under the 1940 Act. Under the Plan, IDS Life is paid a fee up to actual expenses
incurred  at an  annual  rate of up to 0.125% of the  Fund's  average  daily net
assets.

Expenses covered under this Plan include sales commissions;  business,  employee
and financial  advisor expenses charged to distribution of shares;  and overhead
appropriately allocated to the sale of shares. These expenses also include costs
of providing  personal  service to  shareholders.  A substantial  portion of the
costs  are  not  specifically  identified  to any  one of the  American  Express
Variable Portfolio Funds.

The Plan must be  approved  annually  by the board,  including a majority of the
disinterested board members, 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 board members who are not interested persons of the Fund and have no
direct or indirect financial interest in the operation of

<PAGE>

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 IDS Life. The Plan (or any
agreement related to it) will terminate in the event of its assignment,  as that
term is defined in the 1940 Act.  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 board
members,  including  a  majority  of the board  members  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  board members is the  responsibility  of the other  disinterested
board members. No board member who is not an interested person has any direct or
indirect  financial  interest  in the  operation  of  the  Plan  or any  related
agreement.

Custodian Agreement

The Fund's securities and cash are held by American Express Trust Company,  1200
Northstar Center West, 625 Marquette Ave., Minneapolis, MN 55402-2307, 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.  For its
services,  the Fund pays the  custodian  a  maintenance  charge and a charge per
transaction in addition to reimbursing the custodian's out-of-pocket expenses.

The custodian has entered into a sub-custodian  agreement with Bank of New York,
90  Washington  Street,  New  York,  NY  10286.  As part  of  this  arrangement,
securities  purchased outside the United Stated are maintained in the custody of
various foreign branches of Bank of New York or in other financial  institutions
as permitted by law and by the Fund's sub-custodian agreement.

ORGANIZATIONAL INFORMATION
- --------------------------------------------------------------------------------

The Fund is an open-end management investment company. The Fund headquarters are
at IDS Tower 10, Minneapolis, MN 55440-0010.

SHARES

The Fund is owned by the subaccounts,  its shareholders.  The shares of the Fund
represent an interest in that fund's  assets only (and profits or losses),  and,
in the event of  liquidation,  each share of the Fund would have the same rights
to dividends and assets as every other share of that Fund.

VOTING RIGHTS

For a  discussion  of the rights of  contract  owners  concerning  the voting of
shares held by the subaccounts, please see your annuity or life insurance policy
prospectus.  All  shares  have  voting  rights  over the Fund's  management  and
fundamental  policies.  Each share is entitled to one vote for each share owned.
Each class, if applicable,  has exclusive  voting rights with respect to matters
for which separate class voting is appropriate  under applicable law. All shares
have  cumulative  voting  rights with respect to the election of board  members.
This means that  shareholders  have as many votes as the number of shares owned,
including fractional shares, multiplied by the number of members to be elected.

Dividend Rights

Dividends  paid by the Fund,  if any,  with respect to each class of shares,  if
applicable, will be calculated in the same manner, at the same time, on the same
day,  and will be in the same  amount,  except for  differences  resulting  from
differences in fee structures.

<PAGE>
<TABLE>
<CAPTION>

FUND HISTORY TABLE FOR FUNDS MANAGED BY IDS LIFE
<S>                               <C>           <C>          <C>             <C>         <C>
                                      Date of       Form of      State of       Fiscal     Diversified
                                    Organization  Organization Organization    Year End
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
IDS Life Series Fund, Inc.             5/8/85     Corporation       MN           4/30
   Equity Portfolio                                                                            Yes
   Equity Income Portfolio                                                                     Yes
   Government Securities                                                                       Yes
   Portfolio
   Income Portfolio                                                                            Yes
   International Equity Portfolio                                                              Yes
   Managed Portfolio                                                                           Yes
   Money Market Portfolio                                                                      Yes
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Income       4/27/81,    Corporation     NV/MN          8/31
Series, Inc.                          6/13/86*
   AXP Variable Portfolio - Bond                                                               Yes
   Fund
   AXP Variable Portfolio - Extra                                                              Yes
   Income Fund
   AXP Variable Portfolio -                                                                    Yes
   Federal Income Fund
   AXP Variable Portfolio -                                                                     No
   Global Bond Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio -              4/27/81,    Corporation     NV/MN          8/31
Investment Series, Inc.               6/13/86*
   AXP Variable Portfolio - Blue                                                               Yes
   Chip Advantage Fund
   AXP Variable Portfolio -                                                                    Yes
   Capital Resource Fund
   AXP Variable Portfolio -                                                                    Yes
   Growth Fund
   AXP Variable Portfolio                                                                      Yes
   -International Fund
   AXP Variable Portfolio - New                                                                Yes
   Dimensions Fund
   AXP Variable Portfolio - Small                                                              Yes
   Cap Advantage Fund
   AXP Variable Portfolio -                                                                    Yes
   Strategy Aggressive Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Managed       3/5/85     Corporation       MN           8/31
Series, Inc.
   AXP Variable Portfolio -                                                                    Yes
   Diversified Equity Income Fund
   AXP Variable Portfolio -                                                                    Yes
   Managed Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Money        4/27/81,    Corporation     NV/MN          8/31
Market Series, Inc.                   6/13/86*
   AXP Variable Portfolio - Cash                                                               Yes
   Management Fund
- ----------------------------------- ------------- ------------ ------------- ------------- -------------

* Date merged into a Minnesota corporation.
</TABLE>

<PAGE>

BOARD MEMBERS AND OFFICERS
- --------------------------------------------------------------------------------

Shareholders  elect a board  that  oversees  the  Fund's  operations.  The board
appoints officers who are responsible for day-to-day business decisions based on
policies set by the board.

The following is a list of the Fund's board members.  They serve 15 Master Trust
portfolios and 53 American Express Funds.

H. Brewster Atwater, Jr.'
Born in 1931
4900 IDS Tower
Minneapolis, MN

Retired  chairman and chief executive  officer,  General Mills,  Inc.  Director,
Merck & Co., Inc. and Darden Restaurants, Inc.

Arne H. Carlson+'*
Born in 1934
901 S. Marquette Ave.
Minneapolis, MN

Chairman  and chief  executive  officer of the Fund.  Chairman,  Board  Services
Corporation (provides
administrative services to boards). Former Governor of Minnesota.

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-Martin,  and Union
Pacific Resources.

William H. Dudley'**
Born in 1932
2900 IDS Tower
Minneapolis, MN

Senior adviser to the chief executive officer of AEFC.

David R. Hubers**
Born in 1943
2900 IDS Tower
Minneapolis, MN

President, chief executive officer and director of AEFC.

<PAGE>

Heinz F. Hutter+'
Born in 1929
P.O. Box 2187
Minneapolis, MN

Retired president and chief operating officer, Cargill,  Incorporated (commodity
merchants and processors).

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.  (electronics),  C-Cor
Electronics, Inc., and Amnex, Inc. (communications).

William R. Pearce'
Born in 1927
2050 One Financial Plaza
Minneapolis, MN

RII Weyerhaeuser World Timberfund, L.P. (develops timber resources) - management
committee. Retired vice chairman of the board, Cargill,  Incorporated (commodity
merchants and processors). Former chairman, Board Services Corporation.

Alan K. Simpson+
Born in 1931
1201 Sunshine Ave.
Cody, WY

Director of The Institute of Politics,  Harvard  University.  Former  three-term
United States Senator for Wyoming.  Former  Assistant  Republican  Leader,  U.S.
Senate. Director, PacifiCorp (electric power) and Biogen (bio-pharmaceuticals).

John R. Thomas+'**
Born in 1937
2900 IDS Tower
Minneapolis, MN

Senior vice president of AEFC.

<PAGE>

C. Angus Wurtele+'
Born in 1934
Valspar Corporation
Suite 1700
Foshay Tower
Minneapolis, MN

Retired  chairman  of  the  board  and  chief  executive  officer,  The  Valspar
Corporation  (paints).  Director,  Valspar,  Bemis  Corporation  (packaging) and
General Mills, Inc. (consumer foods).

+ Member of executive committee.
' Member of investment review committee.
* Interested person by reason of being an officer and employee of the Fund.
**Interested person by reason of being an officer, board member, employee and/or
shareholder of AEFC or American Express.

The board has appointed  officers who are  responsible  for day-to-day  business
decisions based on policies it has established.  In addition to Mr. Carlson, who
is chairman of the board,  and Mr.  Thomas,  who is president,  the Fund's other
officers are:

Leslie L. Ogg
Born in 1938
901 S. Marquette Ave.
Minneapolis, MN

President of Board Services  Corporation.  Vice  president,  general counsel and
secretary for the Fund.

Officers who also are officers and employees of AEFC:

Peter J. Anderson
Born in 1942
IDS Tower 10
Minneapolis, MN

Director and senior vice president-investments of AEFC.  Vice
president-investments for the Fund.

Frederick C. Quirsfeld
Born in 1947
IDS Tower 10
Minneapolis, MN

Vice president - taxable mutual fund investments of AEFC. Vice president - fixed
income investments for the Fund.

John M. Knight
Born in 1952
IDS Tower 10
Minneapolis, MN

Vice President - investment accounting of AEFC. Treasurer for the Fund.

<PAGE>

COMPENSATION FOR BOARD MEMBERS
- --------------------------------------------------------------------------------

During the most recent fiscal year, the  independent  members of the Fund board,
for attending up to __ meetings, received the following compensation:
<TABLE>
<CAPTION>
<S>                                   <C>                               <C>
                                                                          Total cash compensation from the
Board member                           Aggregate                          American Express Funds and
                                       Compensation from the Fund         Preferred Master Trust Group
H. Brewster Atwater, Jr.
Lynne V. Cheney
Heinz F. Hutter
Anne P. Jones
William R. Pearce
Alan K. Simpson
C. Angus Wurtele
</TABLE>

As of 30 days  prior to the date of this  SAI,  the  Fund's  board  members  and
officers as a group owned less than 1% of the outstanding shares of any class.

[PRINCIPAL HOLDERS OF SECURITIES
- --------------------------------------------------------------------------------

As of 30 days prior to the date of this SAI,  ______________________ held ____ %
of Fund shares.]

- --------------------------------------------------------------------------------
Note:    If the above section does not apply, please delete this section AND the
         reference to it in the table of contents.

         If the  above  section  does  apply,  you will  have  received  a group
         identification number from accounting indicating more than 5% ownership
         in the Fund. Please call Jill Goodermont (x-1-3896) to determine if the
         identification  number belongs to a person(s) that will be indicated in
         the SAI and if so Jill will notify the person(s).
- -------------------------------------------------------------------------------

INDEPENDENT AUDITORS
- --------------------------------------------------------------------------------

The  financial  statements  contained  in the  Annual  Report  were  audited  by
independent  auditors,  KPMG  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.

<PAGE>

                                    APPENDIX

                             DESCRIPTION OF RATINGS


                         Standard & Poor's Debt Ratings
A Standard & Poor's  corporate or municipal debt rating is a current  assessment
of the  creditworthiness  of an obligor with  respect to a specific  obligation.
This  assessment  may  take  into  consideration  obligors  such as  guarantors,
insurers, or lessees.

The debt rating is not a recommendation  to purchase,  sell, or hold a security,
inasmuch  as it does  not  comment  as to  market  price  or  suitability  for a
particular investor.

The ratings are based on current information furnished by the issuer or obtained
by S&P from other sources it considers  reliable.  S&P does not perform an audit
in connection with any rating and may, on occasion,  rely on unaudited financial
information.  The ratings may be changed, suspended, or withdrawn as a result of
changes  in,  or   unavailability   of  such   information  or  based  on  other
circumstances.

The ratings are based, in varying degrees, on the following considerations:

         o    Likelihood of default  capacity and  willingness of the obligor as
              to the timely  payment of interest  and  repayment of principal in
              accordance with the terms of the obligation.

         o    Nature of and provisions of the obligation.

         o    Protection  afforded by, and relative  position of, the obligation
              in the event of bankruptcy,  reorganization,  or other arrangement
              under the laws of bankruptcy and other laws  affecting  creditors'
              rights.

Investment Grade

Debt rated AAA has the highest rating assigned by Standard & Poor's. Capacity to
pay interest and repay principal is extremely strong.

Debt rated AA has a very strong capacity to pay interest and repay principal and
differs from the highest rated issues only in a small degree.

Debt rated A has a strong capacity to pay interest and repay principal, although
it  is  somewhat  more   susceptible  to  the  adverse  effects  of  changes  in
circumstances and economic conditions than debt in higher-rated categories.

Debt rated BBB is regarded as having an adequate  capacity to pay  interest  and
repay principal.  Whereas it normally exhibits adequate  protection  parameters,
adverse economic conditions or changing circumstances are more likely to lead to
a  weakened  capacity  to pay  interest  and  repay  principal  for debt in this
category than in higher-rated categories.

<PAGE>

Speculative grade

Debt rated BB, B, CCC, CC, and C is regarded as having predominantly speculative
characteristics with respect to capacity to pay interest and repay principal. BB
indicates  the least degree of  speculation  and C the highest.  While such debt
will  likely  have  some  quality  and  protective  characteristics,  these  are
outweighed by large uncertainties or major exposures to adverse conditions.

Debt rated BB has less near-term vulnerability to default than other speculative
issues.  However,  it faces major  ongoing  uncertainies  or exposure to adverse
business,  financial,  or  economic  conditions  that could  lead to  inadequate
capacity to meet timely interest and principal payments.  The BB rating category
also is used for debt  subordinated to senior debt that is assigned an actual or
implied BBB- rating.

Debt  rated B has a greater  vulnerability  to  default  but  currently  has the
capacity to meet interest payments and principal  repayments.  Adverse business,
financial,  or economic conditions will likely impair capacity or willingness to
pay interest and repay  principal.  The B rating  category also is used for debt
subordinated  to senior  debt that is  assigned  an actual or  implied BB or BB-
rating.

Debt rated CCC has a  currently  identifiable  vulnerability  to default  and is
dependent upon favorable  business,  financial,  and economic conditions to meet
timely  payment of interest and repayment of principal.  In the event of adverse
business,  financial,  or  economic  conditions,  it is not  likely  to have the
capacity to pay interest and repay  principal.  The CCC rating  category also is
used for debt  subordinated to senior debt that is assigned an actual or implied
B or B- rating.

Debt rated CC typically is applied to debt  subordinated  to senior debt that is
assigned an actual or implied CCC rating.

Debt rated C typically  is applied to debt  subordinated  to senior debt that is
assigned an actual or implied  CCC  rating.  The C rating may be used to cover a
situation where a bankruptcy  petition has been filed, but debt service payments
are continued.

The rating CI is reserved for income bonds on which no interest is being paid.

Debt rated D is in payment default.  The D rating category is used when interest
payments  or  principal  payments  are not  made on the  date  due,  even if the
applicable grace period has not expired,  unless S&P believes that such payments
will be made during such grace  period.  The D rating also will be used upon the
filing of a bankruptcy petition if debt service payments are jeopardized.

                         Moody's Long-Term Debt Ratings

Aaa - Bonds that are rated Aaa are judged to be of the best quality.  They carry
the smallest  degree of investment  risk.  Interest  payments are protected by a
large or by an  exceptionally  stable margin and principal is secure.  While the
various  protective  elements  are  likely to  change,  such  changes  as can be
visualized are most unlikely to impair the fundamentally strong position of such
issues.

Aa - Bonds that are rated Aa are judged to be of high quality by all  standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds.  They are rated lower than the best bonds  because  margins of protection
may not be as large as in Aaa securities or  fluctuation of protective  elements
may be of greater amplitude or there may be other elements present that make the
long-term risk appear somewhat larger than in Aaa securities.

<PAGE>

A - Bonds that are rated A possess many favorable investment  attributes and are
to be considered as upper-medium grade  obligations.  Factors giving security to
principal and interest are considered adequate, but elements may be present that
suggest a susceptibility to impairment some time in the future.

Baa - Bonds that are rated Baa are considered as medium-grade obligations (i.e.,
they are neither highly  protected nor poorly  secured).  Interest  payments and
principal  security  appear  adequate  for the present  but  certain  protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics  and in
fact have speculative characteristics as well.

Ba - Bonds  that are  rated Ba are  judged to have  speculative  elements--their
future cannot be considered as  well-assured.  Often the  protection of interest
and principal  payments may be very moderate,  and thereby not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes bonds in this class.

B - Bonds  that  are  rated B  generally  lack  characteristics  of a  desirable
investment. Assurance of interest and principal payments or maintenance of other
terms of the contract over any long period of time may be small.

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

Ca - Bonds that are rated Ca represent  obligations  that are  speculative  in a
high degree. Such issues are often in default or have other marked shortcomings.

C - Bonds that are rated C are the lowest  rated  class of bonds,  and issues so
rated can be regarded as having  extremely  poor prospects of ever attaining any
real investment standing.

                               SHORT-TERM RATINGS

                   Standard & Poor's Commercial Paper Ratings

A Standard  & Poor's  commercial  paper  rating is a current  assessment  of the
likelihood  of timely  payment of debt  considered  short-term  in the  relevant
market.

Ratings are graded into  several  categories,  ranging  from A-1 for the highest
quality obligations to D for the lowest. These categories are as follows:

         A-1      This  highest  category  indicates  that the  degree of safety
                  regarding timely payment is strong. Those issues determined to
                  possess  extremely strong safety  characteristics  are denoted
                  with a plus sign (+) designation.

         A-2      Capacity for timely payment on issues with this designation is
                  satisfactory. However, the relative degree of safety is not as
                  high as for issues designated A-1.

         A-3      Issues carrying this  designation  have adequate  capacity for
                  timely  payment.  They are,  however,  more  vulnerable to the
                  adverse effects of changes in  circumstances  than obligations
                  carrying the higher designations.

         B        Issues are  regarded as having only speculative capacity for
                  timely payment.

         C        This rating is assigned to short-term  debt  obligations  with
                  doubtful capacity for payment.

<PAGE>

         D        Debt rated D is in payment  default.  The D rating category is
                  used when interest payments or principal payments are not made
                  on the date due, even if the  applicable  grace period has not
                  expired,  unless S&P believes  that such payments will be made
                  during such grace period.

                         Standard & Poor's Note Ratings

An S&P note rating reflects the liquidity factors and market-access risks unique
to notes.  Notes  maturing  in three  years or less will  likely  receive a note
rating.  Notes maturing  beyond three years will most likely receive a long-term
debt rating.

Note rating symbols and definitions are as follows:

         SP-1     Strong   capacity  to  pay  principal  and  interest.   Issues
                  determined to possess very strong  characteristics are given a
                  plus (+) designation.

         SP-2     Satisfactory capacity to pay principal and interest, with some
                  vulnerability  to adverse  financial and economic changes over
                  the term of the notes.

         SP-3     Speculative capacity to pay principal and interest.


                           Moody's Short-Term Ratings

Moody's  short-term debt ratings are opinions of the ability of issuers to repay
punctually senior debt obligations.  These obligations have an original maturity
not exceeding one year, unless explicitly noted.

Moody's  employs the following three  designations,  all judged to be investment
grade, to indicate the relative repayment ability of rated issuers:

         Issuers  rated  Prime-l (or  supporting  institutions)  have a superior
         ability for repayment of senior  short-term debt  obligations.  Prime-l
         repayment  ability  will often be  evidenced  by many of the  following
         characteristics:  (i)  leading  market  positions  in  well-established
         industries,  (ii)  high  rates  of  return  on  funds  employed,  (iii)
         conservative  capitalization  structure with moderate  reliance on debt
         and ample asset protection,  (iv) broad margins in earnings coverage of
         fixed financial charges and high internal cash generation, and (v) well
         established  access to a range of financial markets and assured sources
         of alternate liquidity.

         Issuers  rated  Prime-2  (or  supporting  institutions)  have a  strong
         ability for repayment of senior short-term debt obligations.  This will
         normally be evidenced by many of the  characteristics  cited above, but
         to a lesser degree.  Earnings trends and coverage ratios,  while sound,
         may be more subject to variation. Capitalization characteristics, while
         still appropriate,  may be more affected by external conditions.  Ample
         alternate liquidity is maintained.

         Issuers rated Prime-3 (or supporting  institutions)  have an acceptable
         ability for repayment of senior short-term  obligations.  The effect of
         industry   characteristics   and  market   compositions   may  be  more
         pronounced.  Variability  in earnings and  profitability  may result in
         changes in the level of debt  protection  measurements  and may require
         relatively high financial leverage.
         Adequate alternate liquidity is maintained.

         Issuers  rated Not  Prime do not fall  within  any of the Prime  rating
         categories.

<PAGE>

                                 Moody's & S&P's
                         Short-Term Muni Bonds and Notes

Short-term  municipal  bonds  and notes are  rated by  Moody's  and by S&P.  The
ratings reflect the liquidity concerns and market access risks unique to notes.

Moody's  MIG  1/VMIG 1  indicates  the best  quality.  There is  present  strong
protection by established cash flows, superior liquidity support or demonstrated
broad-based access to the market for refinancing.

Moody's MIG 2/VMIG 2 indicates  high quality.  Margins of  protection  are ample
although not so large as in the preceding group.

Moody's MIG 3/VMIG 3 indicates  favorable  quality.  All  security  elements are
accounted  for but there is lacking the  undeniable  strength  of the  preceding
grades.  Liquidity and cash flow  protection may be narrow and market access for
refinancing is likely to be less well established.

Moody' s MIG 4/VMIG 4 indicates adequate quality.  Protection  commonly regarded
as required of an investment  security is present and although not distinctly or
predominantly speculative, there is specific risk.

Standard & Poor's rating SP-1  indicates  very strong or strong  capacity to pay
principal and interest.  Those issues determined to possess  overwhelming safety
characteristics will be given a plus (+) designation.

Standard & Poor's rating SP-2 indicates  satisfactory  capacity to pay principal
and interest.

Standard & Poor's rating SP-3  indicates  speculative  capacity to pay principal
and interest.

<PAGE>

PART C. OTHER INFORMATION

Item 23.      Exhibits

(a)  Articles of Incorporation as amended Nov. 10, 1994, filed electronically as
     Exhibit 1 to Registrant's  Post-Effective  Amendment No. 34 to Registration
     Statement No. 2-73115, are incorporated by reference.

(b)  By-Laws as amended Jan. 12, 1989, filed  electronically as Exhibit No. 2 to
     Registrant's  Post-Effective Amendment No. 25 to Registration Statement No.
     2-73115, are incorporated by reference.

(c)  Stock  certificate  for  common  shares,  is on  file  at the  Registrant's
     headquarters.

(d)(1)   Investment Management Services Agreement between Registrant,  on behalf
         of IDS Life Aggressive  Growth Fund, IDS Life Capital Resource Fund and
         IDS Life  International  Equity Fund,  and IDS Life  Insurance  Company
         dated  March 20,  1995,  filed  electronically  as Exhibit  No. 5(a) to
         Registrant's  Post-Effective  Amendment  No.  30,  is  incorporated  by
         reference.

(d)(2)   Investment Management Services Agreement between Registrant,  on behalf
         of IDS Life Growth Dimensions Fund and IDS Life Insurance Company dated
         April 11, 1996,  filed  electronically  as Exhibit 5(b) to Registrant's
         Post-Effective Amendment No.
         33, is incorporated by reference.

(d)(3)   Form of Investment  Management Services Agreement dated Sept. 13, 1999,
         between  Registrant,  on behalf of AXP  Variable  Portfolio - Blue Chip
         Advantage  Fund, AXP Variable  Portfolio - Growth Fund and AXP Variable
         Portfolio - Small Cap  Advantage  Fund and IDS Life  Insurance  Company
         filed  electronically as Exhibit (d)(3) to Registrant's  Post-Effective
         Amendment No. 38, is incorporated by reference.

(d)(4)   Investment Advisory Agreement between IDS Life Insurance Company and
         American Express Financial Corporation dated Oct. 14, 1998, filed
         electronically as Exhibit 5(c) to Registrant's Post-Effective Amendment
         No. 36 filed on or about Oct. 30, 1998, is incorporated by reference.

(d)(5)   Form of Addendum to Investment Advisory Agreement dated Sept. 13, 1999
         between IDS Life Insurance Company and American Express Financial
         Corporation filed electronically as Exhibit (d)(5) to registrant's
         Post-Effective Amendment No. 37 filed  on or about May 28, 1999, is
         incorporated by reference.

(d)(6)   Investment Advisory Agreement between American Express Financial
         Corporation Inc. and American Express Asset Management International
         Inc. for IDS Life International Equity Fund dated February 11, 1999,
         filed electronically as Exhibit (d)(6) to registrant's Post-Effective
         Amendment No. 37 filed on or about May 28, 1999, is incorporated by
         reference.

(d)(7)   Form of  Investment  Subadvisory  Agreement  between  American  Express
         Financial  Corporation and American Express Asset Management Group Inc.
         on behalf of AXP Variable Portfolio-Strategy Aggressive Fund dated July
         9, 1999, filed electronically herewith.

(d)(8)   Administrative  Services  Agreement,  dated March 20, 1995, between IDS
         Life Investment  Series,  Inc., on behalf of IDS Life Aggressive Growth
         Fund, IDS Life Capital Resource Fund and IDS Life International  Equity
         Fund, and American Express Financial Corporation,  filed electronically
         as Exhibit No. 5(d) to Registrant's Post-Effective Amendment No. 30, is
         incorporated by reference.

<PAGE>

(d)(9)   Administrative Services Agreement, dated April 11, 1996, between IDS
         Life Investment Series, Inc. on behalf of IDS Life Growth Dimensions
         Fund and American Express Financial Corporation, filed electronically
         as Exhibit 5(f) to Registrant's Post-Effective Amendment No. 34, is
         incorporated by reference.

(d)(10)  Form of Administrative Services Agreement dated Sept. 13, 1999, between
         AXP  Variable  Portfolio  -  Investment  Series,  Inc. on behalf of AXP
         Variable Portfolio - Blue Chip Advantage Fund, AXP Variable Portfolio -
         Growth Fund and AXP Variable  Portfolio - Small Cap Advantage  Fund and
         American Express Financial  Corporation filed electronically as Exhibit
         (d)(9)  to  Registrant's  Post-Effective  Amendment  No. 37 filed on or
         about May 28, 1999, is incorporated by reference.

(e)      Underwriting contracts: Not Applicable.

(f)      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.

(g)(1)   Custodian  Agreement dated March 20, 1995,  between IDS Life Investment
         Series,  Inc., on behalf of IDS Life  Aggressive  Growth Fund, IDS Life
         Capital  Resource  Fund and IDS Life  International  Equity  Fund,  and
         American  Express Trust Company,  filed  electronically  as Exhibit No.
         8(a) to Registrant's  Post-Effective  Amendment No. 30, is incorporated
         by reference.

(g)(2)   Custodian  Agreement dated April 11, 1996,  between IDS Life Investment
         Series,  Inc. on behalf of IDS Life Growth Dimensions Fund and American
         Express  Trust  Company,   filed  electronically  as  Exhibit  8(b)  to
         Registrant's Post-Effective Amendment No.
         34, is incorporated by reference.

(g)(3)   Form of Custodian  Agreement dated Sept. 13, 1999, between AXP Variable
         Portfolio - Investment Series, Inc. on behalf of AXP Variable Portfolio
         - Blue Chip Advantage  Fund,  AXP Variable  Portfolio - Growth Fund and
         AXP Variable  Portfolio - Small Cap Advantage Fund and American Express
         Trust Company filed  electronically  as Exhibit (g)(3) to  Registrant's
         Post-Effective  Amendment  No.  37 filed on or about May 28,  1999,  is
         incorporated by reference.

(g)(4)   Custodian Agreement dated May 13, 1999 between American Express Trust
         Company and The Bank of New York filed electronically as Exhibit (g)(3)
         to IDS Precious Metal Fund, Inc.'s Post-Effective Amendment No. 33,
         Registration Statement No. 2-93745 filed on or about May 24, 1999, is
         incorporated by reference.

(h)(1)   Plan and Agreement of Merger between IDS Life Capital Resource
         Minnesota, Inc. and IDS Life Capital Resource Fund, Inc. dated April
         10, 1986, filed electronically as Exhibit No. 9(a) to Registrant's
         Post-Effective Amendment No. 25 to Registration Statement No. 2-73115,
         is incorporated by reference.

(h)(2)   License Agreement between Registrant and IDS Financial Corporation,
         dated Jan. 25, 1988, filed electronically as Exhibit No. 9(b) to
         Registrant's Post-Effective Amendment No. 25 to Registration Statement
         No. 2-73115, is incorporated by reference.

(i)      Opinion and consent of counsel as to the legality of the securities
         being registered to be filed by amendment.

(j)      Independent Auditors' Consent to be filed by amendment.

(k)      Omitted Financial Statements: Not Applicable.

<PAGE>

(l)      Investment  Letter of IDS Life  Insurance  Company dated Oct. 13, 1981,
         filed  electronically  as  Exhibit  13 to  Registrant's  Post-Effective
         Amendment No. 25, is incorporated by reference.

(m)      Plan and  Agreement  of  Distribution  dated Sept.  13,  1999,  between
         Registrant  on behalf of AXP Variable  Portfolio - Blue Chip  Advantage
         Fund, AXP Variable  Portfolio - Growth Fund, and AXP Variable Portfolio
         - Small  Cap  Advantage  Fund,  and IDS Life  Insurance  Company  filed
         electronically as Exhibit (m) to Registrant's  Post-Effective Amendment
         No. 38, is incorporated by reference.

(n)      Financial Data Schedules: Not Applicable.

(o)      Rule 18f-3 Plan: Not Applicable.

(p)(1)   Directors' Power of Attorney to sign Amendments to this Registration
         Statement dated Jan. 14, 1999, filed electronically as Exhibit (p)(1)
         to Registrant's Post-Effective Amendment No. 37 filed on or about May
         28, 1999, is incorporated by reference.

(p)(2)   Officers'  Power of Attorney to sign  Amendments  to this  Registration
         Statement,  dated March 1, 1999 filed  electronically as Exhibit (p)(2)
         to Registrant's  Post-Effective  Amendment No. 37 filed on or about May
         28, 1999, is incorporated by reference.

Item 24.      Persons Controlled by or under Common Control with Registrant

IDS Life and its subsidiaries  are the record holders of all outstanding  shares
of AXP Variable  Portfolio - Investment  Series,  Inc., AXP Variable Portfolio -
Income Series,  Inc., AXP Variable Portfolio - Money Market Series, Inc. and AXP
Variable Portfolio - Managed Series,  Inc. All of such shares were purchased and
are held by IDS Life and its subsidiaries  pursuant to instructions  from owners
of  variable  annuity  contracts  issued  by  IDS  Life  and  its  subsidiaries.
Accordingly, IDS Life disclaims beneficial ownership of all shares of each fund.

Item 25.      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.

<PAGE>

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>

Item 26. Business and Other Connections of Investment Advisor (IDS Life
         Insurance Company).
<TABLE>
<CAPTION>

Directors and officers of IDS Life  Insurance  Company who are directors  and/or
officers of one or more other companies:

- ------------------------------- ---------------------------- ---------------------------- ----------------------------
<S>                           <C>                         <C>                         <C>
Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Timothy V. Bechtold,            American Centurion Life      IDS Tower 10                 Director and President
Executive Vice President        Assurance Company            Minneapolis, MN  55440

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Express Financial                                Vice President
                                Corporation

                                IDS Life Insurance Company   P.O. Box 5144                Director and President
                                of New York                  Albany, NY  12205
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Mark W. Carter,                 American Express Financial   IDS Tower 10                 Senior Vice President and
Executive Vice President        Advisors Inc.                Minneapolis, MN  55440       Chief Marketing Officer

                                American Express Financial                                Director, Senior Vice
                                Corporation                                               President and Chief
                                                                                          Marketing Officer
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Robert M. Elconin,              American Express Financial   IDS Tower 10                 Vice President
Vice President                  Advisors Inc.                Minneapolis, MN  55440

                                American Express Financial                                Vice President
                                Corporation
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Lorraine R. Hart,               AMEX Assurance Company       IDS Tower 10                 Vice President
Vice President                                               Minneapolis, MN 55440

                                American Centurion Life                                   Vice President
                                Assurance Company

                                American Enterprise Life                                  Vice President
                                Insurance Company

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Express Financial                                Vice President
                                Corporation

                                American Partners Life                                    Director and Vice
                                Insurance Company                                         President

                                IDS Certificate Company                                   Vice President

                                IDS Life Series Fund, Inc.                                Vice President

                                IDS Life Variable Annuity                                 Vice President
                                Funds A and B

                                Investors Syndicate                                       Director and Vice
                                Development Corp.                                         President

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

                                IDS Life Insurance Company   P.O. Box 5144                Vice President
                                of New York                  Albany, NY 12205

                                IDS Property Casualty        1 WEG Blvd.                  Vice President
                                Insurance Company            DePere, WI 54115
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Jeffrey S. Horton,              AMEX Assurance Company       IDS Tower 10                 Vice President, Treasurer
Vice President                                               Minneapolis, MN 55440        and Assistant Secretary

                                American Centurion Life                                   Vice President and
                                Assurance Company                                         Treasurer

                                American Enterprise                                       Vice President and
                                Investment Services Inc.                                  Treasurer

                                American Enterprise Life                                  Vice President and
                                Insurance Company                                         Treasurer

                                American Express Asset                                    Vice President and
                                Management Group Inc.                                     Treasurer

                                American Express Asset                                    Vice President and
                                Management International                                  Treasurer
                                Inc.

                                American Express Client                                   Vice President and
                                Service Corporation                                       Treasurer

                                American Express                                          Vice President and
                                Corporation                                               Treasurer

                                American Express Financial                                Vice President and
                                Advisors Inc.                                             Treasurer

                                American Express Financial                                Vice President and
                                Corporation                                               Corporate Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Arizona Inc.                                    Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Idaho Inc.                                      Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Nevada Inc.                                     Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Oregon Inc.                                     Treasurer

                                American Express Minnesota                                Vice President and
                                Foundation                                                Treasurer

                                American Express Property                                 Vice President and
                                Casualty Insurance Agency                                 Treasurer
                                of Kentucky Inc.

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

                                American Express Property                                 Vice President and
                                Casualty Insurance Agency                                 Treasurer
                                of Maryland Inc.

                                American Express Property                                 Vice President and
                                Casualty Insurance Agency                                 Treasurer
                                of Pennsylvania Inc.

                                American Partners Life                                    Vice President and
                                Insurance Company                                         Treasurer

                                IDS Cable Corporation                                     Director, Vice President
                                                                                          and Treasurer

                                IDS Cable II Corporation                                  Director, Vice President
                                                                                          and Treasurer

                                IDS Capital Holdings Inc.                                 Vice President, Treasurer
                                                                                          and Assistant Secretary

                                IDS Certificate Company                                   Vice President and
                                                                                          Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Alabama Inc.                                              Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Arkansas Inc.                                             Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Massachusetts Inc.                                        Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                New Mexico Inc.                                           Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                North Carolina Inc.                                       Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Ohio Inc.                                                 Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Wyoming Inc.                                              Treasurer

                                IDS Life Insurance Company   P.O. Box 5144                Vice President and
                                of New York                  Albany, NY 12205             Treasurer

                                IDS Life Series Fund Inc.                                 Vice President and
                                                                                          Treasurer

                                IDS Life Variable Annuity                                 Vice President and
                                Funds A & B                                               Treasurer

                                IDS Management Corporation                                Director, Vice President
                                                                                          and Treasurer

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

                                IDS Partnership Services                                  Vice President and
                                Corporation                                               Treasurer

                                IDS Plan Services of                                      Vice President and
                                California, Inc.                                          Treasurer

                                IDS Real Estate Services,                                 Vice President and
                                Inc.                                                      Treasurer

                                IDS Realty Corporation                                    Vice President and
                                                                                          Treasurer

                                IDS Sales Support Inc.                                    Vice President and
                                                                                          Treasurer

                                American Express Financial                                Vice President and
                                Advisors Japan Inc.                                       Treasurer

                                Investors Syndicate                                       Vice President and
                                Development Corp.                                         Treasurer

                                IDS Property Casualty        1 WEG Blvd.                  Vice President, Treasurer
                                Insurance Company            DePere, WI 54115             and Assistant Secretary

                                Public Employee Payment                                   Vice President and
                                Company                                                   Treasurer
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

David R. Hubers,                AMEX Assurance Company       IDS Tower 10                 Director
Director                                                     Minneapolis, MN 55440

                                American Express Financial                                Chairman, President and
                                Advisors Inc.                                             Chief Executive Officer

                                American Express Financial                                Director, President and
                                Corporation                                               Chief Executive Officer

                                American Express Service                                  Director and President
                                Corporation

                                IDS Certificate Company                                   Director

                                IDS Plan Services of                                      Director and President
                                California, Inc.

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

James M. Jensen,                American Express Financial   IDS Tower 10                 Vice President
Vice President                  Advisors Inc.                Minneapolis, MN 55440

                                American Express Financial                                Vice President
                                Corporation

                                IDS Life Series Fund, Inc.                                Director
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Richard W. Kling,               AMEX Assurance Company       IDS Tower 10                 Director
Director and President                                       Minneapolis, MN 55440

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

                                American Centurion Life                                   Director and Chairman of
                                Assurance Company                                         the Board

                                American Enterprise Life                                  Director and Chairman of
                                Insurance Company                                         the Board

                                American Express                                          Director and President
                                Corporation

                                American Express Financial                                Senior Vice President
                                Advisors Inc.

                                American Express Financial                                Director and Senior Vice
                                Corporation                                               President

                                American Express Insurance                                Director and President
                                Agency of Arizona Inc.

                                American Express Insurance                                Director and President
                                Agency of Idaho Inc.

                                American Express Insurance                                Director and President
                                Agency of Nevada Inc.

                                American Express Insurance                                Director and President
                                Agency of Oregon Inc.

                                American Express Property                                 Director and President
                                Casualty Insurance Agency
                                of Kentucky Inc.

                                American Express Property                                 Director and President
                                Casualty Insurance Agency
                                of Maryland Inc.

                                American Express Property                                 Director and President
                                Casualty Insurance Agency
                                of Pennsylvania Inc.

                                American Express Service                                  Vice President
                                Corporation

                                American Partners Life                                    Director and Chairman of
                                Insurance Company                                         the Board

                                IDS Certificate Company                                   Director and Chairman of
                                                                                          the Board

                                IDS Insurance Agency of                                   Director and President
                                Alabama Inc.

                                IDS Insurance Agency of                                   Director and President
                                Arkansas Inc.

                                IDS Insurance Agency of                                   Director and President
                                Massachusetts Inc.

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

                                IDS Insurance Agency of                                   Director and President
                                New Mexico Inc.

                                IDS Insurance Agency of                                   Director and President
                                North Carolina Inc.

                                IDS Insurance Agency of                                   Director and President
                                Ohio Inc.

                                IDS Insurance Agency of                                   Director and President
                                Wyoming Inc.

                                IDS Life Series Fund, Inc.                                Director and President

                                IDS Life Variable Annuity                                 Manager, Chairman of the
                                Funds A and B                                             Board and President

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115

                                IDS Life Insurance Company   P.O. Box 5144                Director and Chairman of
                                of New York                  Albany, NY 12205             the Board
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Paul F. Kolkman,                American Express Financial   IDS Tower 10                 Vice President
Director and Executive Vice     Advisors Inc.                Minneapolis, MN 55440
President

                                American Express Financial                                Vice President
                                Corporation

                                IDS Life Series Fund, Inc.                                Vice President and Chief
                                                                                          Actuary

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Paula R. Meyer,                 American Enterprise Life     IDS Tower 10                 Vice President
Director and Executive Vice     Insurance Company            Minneapolis, MN 55440
President

                                American Express                                          Director
                                Corporation

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Partners Life                                    Director and President
                                Insurance Company

                                IDS Certificate Company                                   Director and President

                                American Express Financial                                Vice President
                                Corporation

                                Investors Syndicate                                       Director, Chairman of the
                                Development Corporation                                   Board and President

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Pamela J. Moret,                American Express Financial   IDS Tower 10                 Vice President
Executive Vice President        Advisors Inc.                Minneapolis, MN 55440

                                American Express Financial                                Vice President
                                Corporation

                                American Express Trust                                    Vice President
                                Company
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Barry J. Murphy,                American Express Client      IDS Tower 10                 Director and President
Director and Executive Vice     Service Corporation          Minneapolis, MN 55440
President

                                American Express Financial                                Senior Vice President
                                Advisors Inc.

                                American Express Financial                                Director and Senior Vice
                                Corporation                                               President
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

James R. Palmer,                American Express Financial   IDS Tower 10                 Vice President
Vice President                  Advisors Inc.                Minneapolis, MN 55440

                                American Express Financial                                Vice President
                                Corporation
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Stuart A. Sedlacek,             AMEX Assurance Company       IDS Tower 10                 Director
Director and Executive Vice                                  Minneapolis, MN 55440
President

                                American Enterprise Life                                  Executive Vice President
                                Insurance Company

                                American Express Financial                                Senior Vice President and
                                Advisors Inc.                                             Chief Financial Officer

                                American Express Financial                                Senior Vice President and
                                Corporation                                               Chief Financial Officer

                                American Express Trust                                    Director
                                Company

                                American Partners Life                                    Director and Vice President
                                Insurance Agency

                                IDS Certificate Company                                   Director and President

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

F. Dale Simmons,                AMEX Assurance Company       IDS Tower 10                 Vice President
Vice President                                               Minneapolis, MN 55440

                                American Centurion Life                                   Vice President
                                Assurance Company

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

                                American Enterprise Life                                  Vice President
                                Insurance

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Express Financial                                Vice President
                                Corporation

                                American Partners Life                                    Vice President
                                Insurance Company

                                IDS Certificate Company                                   Vice President

                                IDS Partnership Services                                  Director and Vice President
                                Corporation

                                IDS Real Estate Services                                  Director and Vice President
                                Inc.

                                IDS Realty Corporation                                    Director and Vice President

                                IDS Life Insurance Company   P.O. Box 5144                Vice President
                                of New York                  Albany, NY 12205
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

William A. Stoltzmann,          American Enterprise Life     IDS Tower 10                 Director, Vice President,
Vice President, General         Insurance Company            Minneapolis, MN 55440        General Counsel and
Counsel and Secretary                                                                     Secretary

                                American Express                                          Director, Vice President
                                Corporation                                               and Secretary

                                American Express Financial                                Vice President and
                                Advisors Inc.                                             Assistant General Counsel

                                American Express Financial                                Vice President and
                                Corporation                                               Assistant General Counsel

                                American Partners Life                                    Director, Vice President,
                                Insurance Company                                         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                                 General Counsel and
                                Funds A & B                                               Assistant Secretary
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Philip C. Wentzel,              American Centurion Life      IDS Tower 10                 Vice President and
Vice President and Controller   Assurance Company            Minneapolis, MN 55440        Controller, Risk Management

                                American Enterprise Life                                  Vice President and
                                Insurance Company                                         Controller

<PAGE>

Item 26. Business and Other Connections of Investment Advisor (IDS Life Insurance Company).
         (Continued)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
- ------------------------------- ---------------------------- ---------------------------- ----------------------------

                                IDS Life Insurance Company   P.O. Box 5144                Vice President and
                                of New York                  Albany, NY 12205             Controller, Risk Management

</TABLE>

Item 27.      Principal Underwriters

              The Fund has no principal underwriter.

Item 28.      Location of Accounts and Records

              American Express Financial Corporation
              IDS Tower 10
              Minneapolis, MN  55440-0010

Item 29.      Management Services

              Not Applicable.

Item 30.      Undertakings

              Not Applicable.

<PAGE>

                                   SIGNATURES

Pursuant to the  requirements  of the Securities Act and the Investment  Company
Act, the Registrant,  AXP Variable Portfolio  Investment  Series,  Inc. has duly
caused this Amendment to its  Registration  Statement to be signed on its behalf
by the  undersigned,  duly  authorized,  in the City of Minneapolis and State of
Minnesota on the 27th day of August, 1999.


AXP VARIABLE PORTFOLIO - INVESTMENT SERIES, INC.


By     /s/ Arne H. Carlson**
           Arne H. Carlson, Chief Executive Officer


By    /s/  John Knight, Treasurer
           John Knight, Treasurer


Pursuant to the  requirements  of the  Securities  Act,  this  Amendment  to its
Registration  Statement  has been signed below by the  following  persons in the
capacities indicated on the 27th day of August, 1999.

Signature                                            Capacity

/s/  H. Brewster Atwater, Jr.*                       Director
     H. Brewster Atwater, Jr.

/s/  Arne H. Carlson*                                Chairman of the Board
     Arne H. Carlson

/s/  Lynne V. Cheney*                                Director
     Lynne V. Cheney

                                                     Director
     William H. Dudley

/s/  David R. Hubers*                                Director
     David R. Hubers

/s/  Heinz F. Hutter*                                Director
     Heinz F. Hutter

/s/  Anne P. Jones*                                  Director
     Anne P. Jones

/s/  William R. Pearce*                              Director
     William R. Pearce

/s/  Alan K. Simpson*                                Director
     Alan K. Simpson

<PAGE>

/s/  John R. Thomas*                                 Director
     John R. Thomas

/s/  C. Angus Wurtele*                               Director
     C. Angus Wurtele


*Signed  pursuant to  Directors'  Power of Attorney  dated Jan. 14, 1999,  filed
electronically as Exhibit (p)(1) to Registrant's
Post-Effective Amendment No. 37, by:





/s/ Leslie L. Ogg
    Leslie L. Ogg


**Signed  pursuant to  Officers'  Power of Attorney  dated March 1, 1999,  filed
electronically  as Exhibit (p)(2) to Registrant's  Post-Effective  Amendment No.
37, by:





/s/ Leslie L. Ogg
    Leslie L. Ogg

<PAGE>

CONTENTS OF THIS POST-EFFECTIVE AMENDMENT NO. 39
TO REGISTRATION STATEMENT NO. 2-73115

This post-effective amendment contains the following papers and documents:

The facing sheet.


Part A.

         The prospectuses.

Part B.

         Statements of Additional Information.


Part C.

         Other information.

         The signatures.

         Exhibits.


Exhibit Index

AXP Variable Portfolio - Investment Series, Inc.
(Formerly known as IDS Life Investment Series, Inc.)
File No. 2-73115/811-3218

Exhibit (d)(7)      Form of Investment Subadvisory Agreement




                        INVESTMENT SUBADVISORY AGREEMENT


This  Agreement  is effective  as of the 9th day of July,  1999,  by and between
American Express  Financial  Corporation  ("AEFC"),  a Delaware  corporation and
American Express Asset Management Group Inc. ("AEAMG"), a Minnesota corporation.

Each of the Funds and Portfolios  listed in Exhibit A (individually a "Fund" and
collectively  the "Funds" ), is registered  as an  investment  company under the
Investment Company Act of 1940 (the "1940 Act"); and

Each Fund has entered into an  Investment  Management  Services  Agreement  with
AEFC, an investment adviser registered under the Investment Advisers Act of 1940
(the "Advisers Act"), under which AEFC provides  investment advisory services to
the Fund; and

AEAMG is a registered  investment adviser under the Advisers Act and has a staff
of  experienced  investment  personnel and facilities for the kind of investment
portfolio contemplated for the Funds.

Therefore, it is mutually agreed with respect to each Fund:

Part One: Investment Management Services

(1) AEFC retains  AEAMG,  and AEAMG  agrees,  with respect to the Fund's  assets
allocated  to AEAMG by AEFC,  to furnish the Fund  continuously  with  suggested
investment  planning;  to  determine,  consistent  with  the  Fund's  investment
objectives  and  policies,  which  securities  in  AEAMG'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;  subject always to the direction and control of the Board
of Directors  (the  "Board"),  the  officers of the Fund and AEFC.  AEFC will be
responsible  for investing and reinvesting all of the Fund's cash and cash items
held by the  Fund's  U.S.  custodian.  AEAMG  agrees  to  maintain  an  adequate
organization  of  competent  persons to provide the  services and to perform the
functions described in this Agreement.

(2) All  transactions  will be executed in accordance  with the  procedures  and
standards  set forth in, or  established  in  accordance  with,  the  Investment
Management Services Agreement between AEFC and the Fund. AEFC will provide AEAMG
with  information  concerning  those  procedures  and  standards  and AEAMG will
maintain  records to assure that  transactions  have been executed in accordance
those procedures and standards.

(3) AEAMG agrees that the investment  planning and investment  decisions will be
in accordance with  investment  policies and strategies of the Fund as disclosed
to AEAMG  from time to time by the Fund and as set forth in its  prospectus  and
statement  of  additional  information  filed with the  Securities  and Exchange
Commission (the "SEC").

(4) AEFC agrees that it will  furnish to AEAMG any  information  that the latter
may reasonably request with respect to the services performed or to be performed
by AEAMG under this Agreement.

(5) AEAMG  agrees to provide  the Board and AEFC with  information  and  reports
regarding its  activities as deemed  appropriate  by AEFC or as requested by the
Board and to meet with any  persons at the  request of the Board or AEFC for the
purpose of reviewing AEAMG's performance under this Agreement.

<PAGE>

(6) It is  understood  and  agreed  that in  furnishing  the Fund with  advisory
services,  neither AEAMG,  nor any of its officers,  directors or agents will be
held liable to AEFC,  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  AEAMG may rely upon  information  furnished  to it
reasonably  believed to be accurate and  reliable  and that,  except as provided
above,  AEAMG will not be accountable  for any loss suffered by AEFC or the Fund
by reason of the  latter's  action or  nonaction  on the basis of any  advice or
recommendation of AEAMG, its officers, directors or agents.

Part Two: Compensation To AEAMG.

As  compensation  for its  services,  AEFC will pay AEAMG a fee as  described in
Exhibit A. AEFC will pay this fee to AEAMG on a monthly  basis in cash  within 5
business days after the last day of each month.  In the event of the termination
of this  Agreement,  the fee accrued will be prorated on the basis of the number
of days that this Agreement is in effect during the month.

Part Three: Miscellaneous

(1) AEAMG will be deemed to be an independent  contractor and, unless  expressly
authorized, will have no authority to act for or represent the Fund.

(2) AEFC agrees that AEAMG may render  investment  advice and other  services to
other  persons  that may or may not have  investment  policies  and  investments
similar to those of the Fund,  and that  AEAMG may  manage its own  investments,
provided that these  activities do not impair AEAMG's ability to render services
under this Agreement.

(3) Neither this  Agreement nor any  transaction  under this  Agreement  will 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  AEAMG  or any
successor or assignee, as directors,  officers,  stockholders or otherwise; that
directors, officers, stockholders or agents of AEAMG are or may be interested in
the Fund as directors,  officers,  shareholders,  or otherwise; or that AEAMG or
any successor or assignee, is or may be interested in the Fund as shareholder or
otherwise,  provided,  however, that neither AEAMG, 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.

(4) Any notice under this  Agreement  must be given in writing  delivered to the
party's  principal  place of business in Minneapolis,  Minnesota,  or to another
address as either party may designate in writing to the other.

(5) AEAMG agrees that no officer, director or employee of AEAMG will deal for or
on behalf of the Fund with himself or herself as principal or agent, or with any
corporation  or  partnership  in which he or she may have a financial  interest,
except that this shall not prohibit:

         (a)  Officers,  directors or employees of AEAMG from having a financial
interest in the Fund or in AEAMG.

         (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 AEAMG,  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 AEAMG as
may be allowed by rule or order of the SEC, and if made  pursuant to  procedures
adopted by the Fund's Board.

<PAGE>

(6) AEAMG agrees that, except as herein otherwise  expressly  provided or as may
be permitted consistent with the use of a broker-dealer affiliate of AEAMG 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.

(7) AEAMG agrees to protect the  confidentiality  of any non-public  information
provided to it by AEFC or the Fund.

Part Four: Renewal And Termination

(1) This Agreement,  unless  terminated  under  paragraph 2,3, or 4 below,  will
continue in effect from year to year,  provided its continued  applicability  is
specifically  approved  at least  annually  (i) by the Board of the Fund or by a
vote of the holders of a majority of the outstanding  votes of the Fund and (ii)
by vote of a majority of the Board members 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"  has the same  meaning  as set  forth in the 1940  Act,  as
amended.

(2) This Agreement may be terminated at any time, without penalty,  by the Board
of the Fund or by vote of the  holders of a majority  of the Fund's  outstanding
shares, on 60 days' written notice to AEFC or to AEAMG.

(3) AEFC or AEAMG may  terminate  this  Agreement  by giving  sixty days written
notice to the other party.

(4) This  Agreement  will  terminate  in the event of its  assignment,  the term
"assignment" for this purpose having the same meaning set forth in the 1940 Act,
as amended.

In Witness  Thereof,  the parties  hereto have executed this Agreement as of the
day and year first above written.

AMERICAN EXPRESS FINANCIAL CORPORATION



By:______________________
   Senior Vice President-
   Investment Operations


AMERICAN EXPRESS ASSET MANAGEMENT GROUP INC.


By: _________________________
         President

<PAGE>

                                    EXHIBIT A

With respect to the Fund's assets allocated to AEAMG,  AEFC will pay AEAMG a fee
equal on an annual basis as follows:


Fund                                   Fee

AXP Variable Portfolio -
   Strategy Aggressive Fund            0.35% of average daily net assets



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