IDS INVESTMENT SERIES INC
485BPOS, 1996-11-26
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<PAGE>
PAGE 1 
                             SECURITIES AND EXCHANGE COMMISSION

                                   Washington, D.C.  20549

                                          Form N-1A


REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Pre-Effective Amendment No. _____

Post-Effective Amendment No.  97  (File No. 2-11328)

                                           and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

Amendment No.   41   (File No. 811-54)

IDS INVESTMENT SERIES, INC.
IDS Tower 10, Minneapolis, Minnesota  55440-0010

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

Approximate Date of Proposed Public Offering:

It is proposed that this filing will become effective (check
appropriate box)
     immediately upon filing pursuant to paragraph (b)
 X   on Nov. 29, 1996 pursuant to paragraph (b) 
     60 days after filing pursuant to paragraph (a)(i)
     on (date) pursuant to paragraph (a)(i) of Rule 485
     75 days after filing pursuant to paragraph (a)(ii)
     on (date) pursuant to paragraph (a)(ii) of rule 485

If appropriate, check the following box:

     This Post-Effective Amendment designates a new effective date
for a previously filed Post-Effective Amendment.

Registrant has registered an indefinite number or amount of
securities under the Securities Act of 1933 pursuant to Section 24f
of the Investment Company Act of 1940.  Registrant's Rule 24f-2
Notice for its most recent fiscal year will be filed on or about
Nov. 29, 1996.

IDS Diversified Equity Income Fund, and IDS Mutual, both a series
of the Registrant, has adopted a master/feeder operating structure. 
This Post-Effective Amendment includes a signature page for Growth
and Income Trust, the master fund.<PAGE>
PAGE 2 
<TABLE><CAPTION>
IDS MUTUAL Cross reference sheet showing the location in its prospectus and the Statement of Additional Information of the
information called for by the items enumerated in Parts A and B of Form N-1A.

Negative answers omitted from prospectus are so indicated.

          PART A                                                     PART B
                                                                     
                  Section                                                    Section in
  Item No.        in Prospectus                               Item No.       Statement of Additional Information
     <S>          <C>                                           <C>          <C>
     1            Cover page of prospectus                      10           Cover page of SAI
                  
     2(a)         Sales charge and Fund expenses                11           Table of Contents
      (b)         The Fund in brief
      (c)         The Fund in brief                             12           NA
                                                  
     3(a)         Financial highlights                          13(a)        Additional Investment Policies; all
      (b)         NA                                                           appendices except Dollar-Cost Averaging
      (c)         Performance                                     (b)        Additional Investment Policies            
      (d)         Financial highlights                            (c)        Additional Investment Policies
                                                                  (d)        Security Transactions
     4(a)         The Fund in brief; Investment policies and      
                    risks; How the Fund and Portfolio are         
                    organized                                   14(a)        Board members and officers of the Fund;**
      (b)         Investment policies and risks                               Board members and officers
      (c)         Investment policies and risks                   (b)        Board members and Officers              
                                                                  (c)        Board members and Officers
     5(a)         Board members and officers; Board members and         
                    officers of the Fund (listing)              15(a)        NA  
      (b)(i)      Investment manager                              (b)        NA
                  About American Express Financial                (c)        Board members and Officers
                    Corporation -- General Information            
      (b)(ii)     Investment manager                            16(a)(i)     How the Fund and Portfolio are organized; About
      (b)(iii)    Investment manager                                           American Express Financial Corporation**
      (c)         Portfolio manager                               (a)(ii)    Agreements: Investment Management Services         
      (d)         Administrator and transfer agent                             Agreement and Plan and Agreement of Distribution     
               (e)         Administrator and transfer agent                           
      (f)         Distributor                                     (a)(iii)   Agreements: Investment Management Services Agreement
      (g)         Investment manager;                             (b)        Agreements: Investment Management Services Agreement
                    About American Express Financial              (c)        NA
                    Corporation -- General Information            (d)        Agreements: Administrative Services Agreement
                                                                               Agreement, Shareholder Service Agreement 
    5A(a)         *                                               (e)        NA             
      (b)         *                                               (f)        Agreements: Distribution Agreement               
                                                                  (g)        NA             
     6(a)         Shares; Voting rights                           (h)        Custodian; Independent Auditors              
      (b)         NA                                              (i)        Agreements:  Transfer Agency Agreement; Custodian
      (c)         NA                                              
      (d)         Voting rights                                 17(a)        Security Transactions    
      (e)         Cover page; Special shareholder services        (b)        Brokerage Commissions Paid to Brokers Affiliated
      (f)         Dividends and capital gains distributions;                   with American Express Financial Corporation
                    Reinvestments                                 (c)        Security Transactions
      (g)         Taxes                                           (d)        Security Transactions
      (h)         Alternative purchase arrangements; Special      (e)        Security Transactions
                  considerations regarding master/feeder          
                  structure                                     18(a)        Shares; Voting rights**                     
                                                                  (b)        NA 
     7(a)         Distributor                                     
      (b)         Valuing Fund shares                           19(a)        Investing in the Fund   
      (c)         How to purchase, exchange or redeem shares      (b)        Valuing Fund Shares; Investing in the Fund
      (d)         How to purchase shares                          (c)        NA 
      (e)         NA                                              
      (f)         Distributor                                   20           Taxes     
                                                                
     8(a)         How to redeem shares                          21(a)        Agreements: Distribution Agreement       
      (b)         NA                                              (b)        Agreements: Distribution Agreement
      (c)         How to purchase shares:  Three ways to invest   (c)        NA
      (d)         How to purchase, exchange or redeem shares:     
                  Redemption policies -- "Important..."         22(a)        Performance Information (for money market   
                                                                               funds only)
     9            None                                            (b)       Performance Information (for all funds except
                                                                               money market funds)
                                                                
                                                                23          Financial Statements                  
                                                                
*Designates information is located in annual report.
**Designates location in prospectus.<PAGE>
PAGE 3 
IDS DIVERSIFIED EQUITY INCOME FUND Cross reference sheet showing the location in its prospectus and the Statement of Additional
Information of the information called for by the items enumerated in Parts A and B of Form N-1A.

Negative answers omitted from prospectus are so indicated.

          PART A                                                     PART B
                                                                     
                  Section                                                    Section in
  Item No.        in Prospectus                               Item No.       Statement of Additional Information
     1            Cover page of prospectus                      10           Cover page of SAI
                  
     2(a)         Sales charge and Fund expenses                11           Table of Contents
      (b)         The Fund in brief
      (c)         The Fund in brief                             12           NA
                                                  
     3(a)         Financial highlights                          13(a)        Additional Investment Policies; all
      (b)         NA                                                           appendices except Dollar-Cost Averaging
      (c)         Performance                                     (b)        Additional Investment Policies            
      (d)         Financial highlights                            (c)        Additional Investment Policies
                                                                  (d)        Security Transactions
     4(a)         The Fund in brief; Investment policies and      
                    risks; How the Fund and Portfolio are         
                    organized                                   14(a)        Board members and officers of the Fund;**
      (b)         Investment policies and risks                               Board members and officers
      (c)         Investment policies and risks                   (b)        Board members and Officers              
                                                                  (c)        Board members and Officers
     5(a)         Board members and officers; Board members and         
                    officers of the Fund (listing)              15(a)        NA  
      (b)(i)      Investment manager                              (b)        NA
                  About American Express Financial                (c)        Board members and Officers
                    Corporation -- General Information            
      (b)(ii)     Investment manager                            16(a)(i)     How the Fund and Portfolio are organized; About
      (b)(iii)    Investment manager                                           American Express Financial Corporation**
      (c)         Portfolio manager                               (a)(ii)    Agreements: Investment Management Services         
      (d)         Administrator and transfer agent                           Agreement, Plan and Agreement of Distribution          
      (e)         Administrator and transfer agent                                                    
      (f)         Distributor                                     (a)(iii)   Agreements: Investment Management Services Agreement
      (g)         Investment manager;                             (b)        Agreements: Investment Management Services Agreement
                    About American Express Financial              (c)        NA
                    Corporation -- General Information            (d)        Agreements: Administrative Services Agreement
                                                                               Agreement, Shareholder Service Agreement 
    5A(a)         *                                               (e)        NA             
      (b)         *                                               (f)        Agreements: Distribution Agreement               
                                                                  (g)        NA             
     6(a)         Shares; Voting rights                           (h)        Custodian; Independent Auditors              
      (b)         NA                                              (i)        Agreements:  Transfer Agency Agreement; Custodian
      (c)         NA                                              
      (d)         Voting rights                                 17(a)        Security Transactions    
      (e)         Cover page; Special shareholder services        (b)        Brokerage Commissions Paid to Brokers Affiliated
      (f)         Dividends and capital gains distributions;                   with American Express Financial Corporation
                    Reinvestments                                 (c)        Security Transactions
      (g)         Taxes                                           (d)        Security Transactions
      (h)         Alternative purchase arrangements; Special      (e)        Security Transactions
                  considerations regarding master/feeder          
                  structure                                     18(a)        Shares; Voting rights**                     
                                                                  (b)        NA 
     7(a)         Distributor                                     
      (b)         Valuing Fund shares                           19(a)        Investing in the Fund   
      (c)         How to purchase, exchange or redeem shares      (b)        Valuing Fund Shares; Investing in the Fund
      (d)         How to purchase shares                          (c)        NA 
      (e)         NA                                              
      (f)         Distributor                                   20           Taxes     
                                                                
     8(a)         How to redeem shares                          21(a)        Agreements: Distribution Agreement       
      (b)         NA                                              (b)        Agreements: Distribution Agreement
      (c)         How to purchase shares:  Three ways to invest   (c)        NA
      (d)         How to purchase, exchange or redeem shares:     
                  Redemption policies -- "Important..."         22(a)        Performance Information (for money market   
                                                                               funds only)
     9            None                                            (b)       Performance Information (for all funds except
                                                                               money market funds)
                                                                
                                                                23          Financial Statements                  
                                                                
*Designates information is located in annual report.
**Designates location in prospectus.
/TABLE
<PAGE>
PAGE 4 
IDS Mutual
   
Prospectus
Nov. 29, 1996

The goal of IDS Mutual, a part of IDS Investment Series, Inc., is
to provide a balance of growth of capital and current income.  

The Fund seeks to achieve its goal by investing all of its assets
in Balanced Portfolio of Growth and Income Trust.  The Portfolio is
a separate investment company managed by American Express Financial
Corporation that has the same goal as the Fund.  This arrangement
is commonly known as a master/feeder structure.

This prospectus contains facts that can help you decide if the Fund
is the right investment for you.  Read it before you invest and
keep it for future reference.

Additional facts about the Fund are in a Statement of Additional
Information (SAI), filed with the Securities and Exchange
Commission (SEC) and available for reference, along with other
related materials, on the SEC Internet web site
(http://www.sec.gov).  The SAI is incorporated here by reference. 
For a free copy, contact American Express Shareholder Service.

Like all mutual funds shares, these securities have not been
approved or disapproved by the Securities and Exchange Commission
or any state securities commission, nor has the Securities and
Exchange Commission or any state securities commission passed upon
the accuracy or adequacy of this prospectus.  Any representation to
the contrary is a criminal offense.

Please note that this 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
    
American Express Shareholder Service
P.O. Box 534
Minneapolis, MN  
55440-0534
612-671-3733
TTY:  800-846-4852
<PAGE>
PAGE 5 
Table of contents
   
The Fund in brief
       Goal
       Investment policies and risks
       Structure of the Fund
       Manager and distributor
       Portfolio managers
       Alternative purchase arrangements
    
Sales charge and Fund expenses

Performance
       Financial highlights
       Total returns

Investment policies and risks
       Facts about investments and their risks
       Valuing Fund shares

How to purchase, exchange or redeem shares
       Alternative purchase arrangements
       How to purchase shares
       How to exchange shares
       How to redeem shares
       Reductions and waivers of the sales charge 

Special shareholder services
       Services
       Quick telephone reference

Distributions and taxes
       Dividend and capital gain distributions
       Reinvestments
       Taxes
       How to determine the correct TIN
   
How the Fund and Portfolio are organized
       Shares
       Voting rights
       Shareholder meetings
       Special considerations regarding master/feeder structure
       Board members and officers
       Investment manager 
       Administrator and transfer agent
       Distributor
    
About American Express Financial Corporation
       General information

Appendix
       Descriptions of derivative instruments

<PAGE>
PAGE 6 
The Fund in brief

Goal 
   
IDS Mutual (the Fund) seeks to provide shareholders with a balance
of growth of capital and current income.  It does so by investing
all of its assets in Balanced Portfolio (the Portfolio) of Growth
and Income Trust (the Trust).  Both the Fund and the Portfolio are
diversified investment companies that have the same goal.

Because any investment involves risk, achieving this goal cannot be
guaranteed.  The goal can be changed only by holders of a majority
of outstanding securities.

The Fund may withdraw its assets from the Portfolio at any time if
the board determines that it is in the best interests of the Fund
to do so.  In that event, the Fund would consider what action
should be taken, including whether to retain an investment advisor
to manage the Fund's assets directly or to reinvest all of the
Fund's assets in another pooled investment entity.

Investment policies and risks

Both the Fund and Portfolio have the same investment policies. 
Accordingly, the Portfolio balances its investments between common
stocks and senior securities (preferred stocks and debt securities)
issued by U.S. and foreign companies.  No more than 65% of the
Portfolio's total assets will be invested in common stocks and no
less than 35% in senior securities, convertible securities,
derivative instruments and money market instruments.  Some of the
Portfolio's investments may be considered speculative and involve
additional investment risks.

Structure of the Fund

This Fund uses what is commonly known as a master/feeder structure. 
This means that it is a feeder fund that invests all of its assets
in the Portfolio which is its master fund.  The Portfolio actually
invests in and manages the securities and has the same goal and
investment policies as the Fund.  This structure is described in
more detail in the section captioned "Special considerations
regarding master/feeder structure".  Here is an illustration of the
structure:

                                        Investors buy
                                     shares in the Fund

                                      The Fund invests
                                      in the Portfolio

                                    The Portfolio invests
                                     in securities, such
                                     as stocks or bonds
<PAGE>
PAGE 7 
Manager and distributor

The Portfolio is managed by American Express Financial Corporation
(AEFC), a provider of financial services since 1894.  AEFC
currently manages more than $55 billion in assets for the IDS
MUTUAL FUND GROUP.  Shares of the Fund are sold through American
Express Financial Advisors Inc., a wholly owned subsidiary of AEFC.

Portfolio managers

Edward Labenski joined AEFC in 1975 and serves as president -- IDS
Fixed-Income Advisors of IDS Advisory Group, Inc. and senior
portfolio manager.  He has managed the fixed income portion of the
assets of the Fund since 1987 and serves as portfolio manager of
the Portfolio.

Tom Medcalf joined AEFC in 1977 and serves as vice president and
senior portfolio manager.  He has managed the equity portion of the
assets of the Fund since 1983 and serves as portfolio manager of
the Portfolio.  He also serves as portfolio manager of IDS Equity
Value Fund.
    
Alternative purchase arrangements

The Fund offers its shares in three classes.  Class A shares are
subject to a sales charge at the time of purchase.  Class B shares
are subject to a contingent deferred sales charge (CDSC) on
redemptions made within six years of purchase and an annual
distribution (12b-1) fee.  Class Y shares are sold without a sales
charge to qualifying institutional investors.

Sales charge and Fund expenses
   
Shareholder transaction expenses are incurred directly by an
investor on the purchase or redemption of Fund shares.  Fund
operating expenses are paid out of Fund assets for each class of
shares and include expenses charged by both the Fund and the
Portfolio.  Operating expenses are reflected in the Fund's daily
share price and dividends, and are not charged directly to
shareholder accounts.  
    
Shareholder transaction expenses
                                       Class A   Class B   Class Y
Maximum sales charge on purchases*
(as a percentage of offering price).......5%        0%        0%
Maximum deferred sales charge
imposed on redemptions (as a
percentage of original purchase price)....0%        5%        0%

<PAGE>
PAGE 8 
   
Annual Fund and allocated Portfolio operating expenses
(as a percentage of average daily net assets):

                                       Class A   Class B   Class Y
Management fee**                       0.49%     0.49%     0.49%
12b-1 fee                              0.00%     0.75%     0.00%
Other expenses***                      0.38%     0.40%     0.19%
Total****                              0.87%     1.64%     0.68%

*This charge may be reduced depending on your total investments in
IDS funds.  See "Reductions of the sales charge."
**The management fee is paid by the Trust on behalf of the
Portfolio.  It includes the impact of a performance fee that
decreased the management fee by 0.002% in fiscal year 1996.
***Other expenses include an administrative services fee, a
shareholder services fee for Class A and Class B, a transfer agency
fee and other non-advisory expenses.
****The Fund changed to a master/feeder structure on May 13, 1996. 
The board considered whether the aggregate expenses of the Fund and
the Portfolio would be more or less than if the Fund invested
directly in the type of securities being held by the Portfolio. 
AEFC has agreed to pay the small additional costs required to use a
master/feeder structure to manage the investment portfolio during
the first year of its operation and half of such costs in the
second year, approximately $6,200 in year one and $3,000 in year
two.  These additional costs may be more than offset in subsequent
years if the assets being managed increase.
    
Example:  Suppose for each year for the next 10 years, Fund
expenses are as above and annual return is 5%.  If you sold your
shares at the end of the following years, for each $1,000 invested,
you would pay total expenses of:
   
                    1 year       3 years      5 years   10 years
Class A             $58          $76          $ 96      $152 
Class B             $67          $92          $109      $174**
Class B*            $17          $52          $ 89      $174**
Class Y             $ 7          $22          $ 38      $ 85
    
*Assuming Class B shares are not redeemed at the end of the period.
**Based on conversion of Class B shares to Class A shares after
eight years.

This example does not represent actual expenses, past or future. 
Actual expenses may be higher or lower than those shown.  Because
Class B pays annual distribution (12b-1) fees, long-term
shareholders of Class B may indirectly pay an equivalent of more
than a 6.25% sales charge, the maximum permitted by the National
Association of Securities Dealers.


<PAGE>
PAGE 9 
Performance

Financial highlights
   
<TABLE>
<CAPTION>
Mutual Fund

Fiscal period ended Sept. 30,
Per share income and capital changes*         Class A
                                                 1996     1995    1994    1993    1992    1991    1990     1989     1988      1987
<S>                                             <C>      <C>     <C>     <C>     <C>     <C>     <C>      <C>      <C>       <C>
Net asset value, 
beginning of period                             $12.69   $11.89  $13.13  $12.62  $12.00  $10.39  $13.15   $11.57   $12.71   $11.79
__________________________________________________________________________________________________________________________________
Income from investment operations:
Net investment income                              .54      .58     .56     .55     .61     .66     .72      .73      .76      .76
Net gains (losses) (both
realized and unrealized)                           .93     1.29    (.56)   1.39     .91    2.01   (2.01)    1.58     (.70)    2.12
__________________________________________________________________________________________________________________________________
Total from investment operations                  1.47     1.87      --    1.94    1.52    2.67   (1.29)    2.31      .06     2.88
__________________________________________________________________________________________________________________________________
Less distributions:
Dividends from net investment income              (.52)   (.54)    (.56)   (.55)   (.60)   (.67)   (.73)    (.73)    (.76)    (.77)
Distributions from realized gains                 (.13)   (.51)    (.68)   (.88)   (.30)   (.39)   (.74)      --     (.44)   (1.19)
__________________________________________________________________________________________________________________________________
Total distributions                               (.65)  (1.05)   (1.24)  (1.43)   (.90)  (1.06)  (1.47)    (.73)   (1.20)   (1.96)
__________________________________________________________________________________________________________________________________
Net asset value,       
end of period                                   $13.51  $12.69   $11.89  $13.13  $12.62  $12.00   $10.39  $13.15   $11.57   $12.71
__________________________________________________________________________________________________________________________________

Ratios/supplemental data                      Class A
                                                 1996     1995     1994    1993    1992    1991     1990     1989     1988     1987
Net assets, end of
period (in millions)                           $2,770   $2,596   $2,999  $2,788  $2,222  $1,889   $1,496   $1,687   $1,441   $1,544
Ratio of expenses to
average daily net assets#                        .87%     .83%     .79%    .79%    .78%    .71%     .69%     .67%     .63%     .63%
Ratio of net income to
average daily net assets                        4.01%    4.58%    4.57%   4.41%   4.99%   5.81%    6.04%    5.94%    6.49%    5.78%
Portfolio turnover rate (excluding short-term
securities) for the underlying portfolio          45%      38%      69%     48%     50%     47%      37%      46%      60%      52%

Total return**                                  11.8%    16.8%   (0.1%)   16.7%   13.3%   26.9%  (10.8%)    20.5%     0.8%    24.7%
Average brokerage commission rate
for the underlying portfolio***                $.0522       --       --      --      --      --       --       --       --       --
___________________________________________________________________________________________________________________________________
*For a share outstanding throughout the period.  Rounded to the nearest cent.
**Total return does not reflect payment of a sales charge.
***Beginning in fiscal 1996, the Fund is required to disclose an average brokerage commission rate.  The rate is calculated by
dividing the total brokerage commissions paid on applicable purchases and sales of portfolio securities for the period by the total
number of related shares purchased and sold.
#Effective fiscal year 1996, expense ratio is based on total expense of the Fundbefore reduction of earnings credit on cash
balances.
</TABLE>
<PAGE>
PAGE 10 
<TABLE>
<CAPTION>
Mutual Fund
Financial highlights

Fiscal period ended Sept. 30,      
Per share income and capital changes*                 Class B                   Class Y
                                              1996       1995**        1996        1995**
<S>                                          <C>        <C>           <C>         <C>
Net asset value,
beginning of period                         $12.66     $11.67        $12.69      $11.67
________________________________________________________________________________________
Income from investment operations:
Net investment income                          .45        .25           .56         .32  
Net gains (both
realized and unrealized)                       .93       1.11           .93        1.11
________________________________________________________________________________________
Total from investment operations              1.38       1.36          1.49        1.43  
________________________________________________________________________________________
Less distributions:
Dividends from net investment income          (.44)      (.37)         (.54)       (.41)
Distributions from realized gains             (.13)        --          (.13)         --  
________________________________________________________________________________________
Total distributions                           (.57)      (.37)         (.67)       (.41)  
________________________________________________________________________________________
Net asset value,            
end of period                               $13.47     $12.66        $13.51      $12.69
________________________________________________________________________________________

Ratios/supplemental data
                                                      Class B                   Class Y
                                              1996       1995**        1996        1995**
Net assets, end of
period (in millions)                          $133        $33        $1,114        $876
Ratio of expenses to
average daily net assets#                    1.64%      1.65%+         .70%       .70%+
Ratio of net income to
average daily net assets                     3.32%      3.94%+        4.18%      4.58%+
Portfolio turnover rate (excluding short-term
securities) for the underlying portfolio       45%         38%          45%         38%

Total return++                               11.0%       11.7%        12.0%       12.2%
Average brokerage commission rate  
for the underlying portfolio***             $.0522          --       $.0522          --
________________________________________________________________________________________
*For a share outstanding throughout the period.  Rounded to the nearest cent.
**Inception date was March 20, 1995 for Class B and Class Y.
***Beginning in fiscal 1996, the Fund is required to disclose an average brokerage 
commission rate.  The rate is calculated by dividing the total brokerage commissions 
paid on applicable purchases and sales of portfolio securities for the period by the 
total number of related shares purchased and sold.  See accompanying notes to financial 
statements. 
#Effective fiscal year 1996, expense ratio is based on total expense of the Fund before 
reduction of earnings credit on cash balances.
+Adjusted to an annual basis.
++Total return does not reflect payment of a sales charge.
</TABLE>

The information in these tables has been audited by KPMG Peat
Marwick LLP, independent auditors. The independent auditors' report
and additional information about the performance of the Fund are
contained in the Fund's annual report, which, if not included with
this prospectus, may be obtained without charge.
    
Total returns

Total return is the sum of all of your returns for a given period,
assuming you reinvest all distributions.  It is calculated by
taking the total value of shares you own at the end of the period
(including shares acquired by reinvestment), less the price of
shares you purchased at the beginning of the period.
<PAGE>
PAGE 11 
Average annual total return is the annually compounded rate of
return over a given time period (usually two or more years).  It is
the total return for the period converted to an equivalent annual
figure.
   
Average annual total returns as of Sept. 30, 1996

Purchase         1 year    Since        5 years    10 years
made             ago       inception    ago        ago     
Mutual:
  Class A       +6.24%         --     +10.37%     +10.89%
  Class B*      +5.99%     +12.61%        --          --
  Class Y*     +12.02%     +16.06%        --          --

S&P 500        +27.13%     +26.38%#   +15.19%     +14.98%

Lipper Balanced
Fund Index     +11.83%     +16.47%#   +10.99%     +11.13%

*Inception date was March 20, 1995.
#Measurement period started April 1, 1995.

Cumulative total returns as of Sept. 30, 1996

Purchase         1 year    Since        5 years    10 years
made             ago       inception    ago        ago     
Mutual:
  Class A       +6.24%         --      +63.80%      +181.08%
  Class B*      +5.99%     +19.99%         --            --
  Class Y*     +12.02%     +25.66%         --            --

S&P 500        +27.13%     +42.07%#    +102.84%     +303.77%

Lipper Balanced
Fund Index     +11.83%     +26.08%#    +68.41%      +187.37%

*Inception date was March 20, 1995.
#Measurement period started April 1, 1995.

These examples show total returns from hypothetical investments in
Class A, Class B and Class Y shares of the Fund.  These returns are
compared to those of popular indexes for the same periods.  The
performance of Class B and Class Y will vary from the performance
of Class A based on differences in sales charges and fees.  March
20, 1995 was the inception date for Class B and Class Y.  Past
performance for Class Y for the periods prior to March 20, 1995 may
be calculated based on the performance of Class A, adjusted to
reflect differences in sales charges although not for other
differences in expenses.
    
For purposes of calculation, information about the Fund assumes:
o      a sales charge of 5% for Class A shares
o      redemption at the end of the period and deduction of the
       applicable contingent deferred sales charge for Class B shares
o      no sales charge for Class Y shares
o      no adjustments for taxes an investor may have paid on the
       reinvested income and capital gains
<PAGE>
PAGE 12 
o      a period of widely fluctuating securities prices.  Returns
       shown should not be considered a representation of the Fund's
       future performance.
   
Standard & Poor's 500 Stock Index (S&P 500), 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.

Lipper Balanced 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.

Investment policies and risks

The policies described below apply both to the Fund and the
Portfolio.  The Portfolio balances its investments between common
stocks and senior securities (preferred stocks and bonds) issued by
U.S. and foreign companies.  The Portfolio buys common stocks that
it believes offer both current income and growth potential.  The
Portfolio buys senior securities for stability of value and regular
income.  No more than 65% of the Portfolio's total assets will be
invested in common stocks and no less than 35% in senior
securities, convertible securities, derivative instruments and
money market instruments.  At least 25% of the Portfolio's assets
will be invested in debt securities and convertible securities. 
Common stocks comprised 58% of the Portfolio's total assets on
Sept. 30, 1996.
            
The various types of investments the portfolio managers use to
achieve investment performance are described in more detail in the
next section and in the SAI.

Facts about investments and their risks
   
Common stocks:  Stock prices are subject to market fluctuations. 
Stocks of larger, established companies that pay dividends may be
less volatile than the stock market as a whole.
    
Preferred stocks:  If a company earns a profit, it generally must
pay its preferred stockholders a dividend at a pre-established
rate.

Convertible securities:  These securities generally are preferred
stocks or bonds that can be exchanged for other securities, usually
common stock, at prestated prices.  When the trading price of the 
common stock makes the exchange likely, convertible securities
trade more like common stock.
   
Debt securities:  The price of bonds generally falls as interest
rates increase, and rises as interest rates decrease.  The price of
bonds also fluctuates if the credit rating is upgraded or
downgraded.  The price of bonds below investment grade may react
more to the ability of the issuing company to pay interest and
principal when due than to changes in interest rates.  These bonds
have greater price fluctuations and are more likely to experience a
    <PAGE>
PAGE 13 
   
default.  The Portfolio will not invest more than 5% of its net
assets in bonds below investment grade.  Securities that are
subsequently downgraded in quality may continue to be held by the
Portfolio and will be sold only when the investment manager
believes it is advantageous to do so.

Foreign investments:  Securities of foreign companies and
governments may be traded in the United States, but often they are
traded only on foreign markets.  Frequently, there is less
information about foreign companies and less government supervision
of foreign markets.  Foreign investments are subject to political 
and economic risks of the countries in which the investments are
made, including the possibility of seizure or nationalization of
companies, imposition of withholding taxes on income, establishment
of exchange controls or adoption of other restrictions that might
affect an investment adversely.  If an investment is made in a
foreign market, the local currency may be purchased using a forward
contract in which the price of the foreign currency in U.S. dollars
is established on the date the trade is made, but delivery of the
currency is not made until the securities are received.  As long as
the Portfolio holds foreign currencies or securities valued in
foreign currencies, the value of those assets will be affected by
changes in the value of the currencies relative to the U.S. dollar. 
Because of the limited trading volume in some foreign markets,
efforts to buy or sell a security may change the price of the
security, and it may be difficult to complete the transaction.  The
Portfolio may invest up to 25% of its total assets in foreign
investments.

Derivative instruments:  The portfolio manager may use derivative
instruments in addition to securities to achieve investment
performance.  Derivative instruments include futures, options and
forward contracts.  Such instruments may be used to maintain cash
reserves while remaining fully invested, to offset anticipated
declines in values of investments, to facilitate trading, to reduce
transaction costs or to pursue higher investment returns. 
Derivative instruments are characterized by requiring little or no
initial payment and a daily change in price based on or derived
from a security, a currency, a group of securities or currencies,
or an index.  A number of strategies or combination of instruments
can be used to achieve the desired investment performance
characteristics.  A small change in the value of the underlying
security, currency or index will cause a sizable gain or loss in
the price of the derivative instrument.  Derivative instruments
allow the portfolio manager to change the investment performance
characteristics very quickly and at lower costs.  Risks include
losses of premiums, rapid changes in prices, defaults by other
parties and inability to close such instruments.  The Portfolio
will use derivative instruments only to achieve the same investment
performance characteristics it could achieve by directly holding
those securities and currencies permitted under the investment
policies.  The Portfolio will designate cash or appropriate liquid
assets to cover its portfolio obligations.  No more than 5% of the
Portfolio'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.  This does not, however,
limit the portion of the Portfolio's assets at risk to 5%.  The <PAGE>
PAGE 14 
Portfolio is not limited as to the percentage of its assets that
may be invested in permissible investments, including derivatives,
except as otherwise explicitly provided in this prospectus or the
SAI.  For descriptions of these and other types of derivative
instruments, see the Appendix to this prospectus and the SAI.

Securities and other instruments that are illiquid:  A security or
other instrument is illiquid if it cannot be sold quickly in the
normal course of business.  Some investments cannot be resold to
the U.S. public because of their terms or government regulations. 
Securities and instruments, however, can be sold in private sales,
and many may be sold to other institutions and qualified buyers or
on foreign markets.  The portfolio manager will follow guidelines
established by the board and consider relevant factors such as the
nature of the security and the number of likely buyers when
determining whether a security is illiquid.  No more than 10% of
the Portfolio's net assets will be held in securities and other
instruments that are illiquid.
 
Money market instruments:  Short-term debt securities rated in the
top two grades or the equivalent are used to meet daily cash needs
and at various times to hold assets until better investment
opportunities arise.  Generally, less than 25% of the Portfolio's
total assets are in these money market instruments.  However, for
temporary defensive purposes these investments could exceed that
amount for a limited period of time.  

The investment policies described above may be changed by the
boards.

Lending portfolio securities:  The Portfolio may lend its
securities to earn income so long as borrowers provide collateral
equal to the market value of the loans.  The risks are that
borrowers will not provide collateral when required or return
securities when due.  Unless a majority of the outstanding voting
securities approve otherwise, loans may not exceed 30% of the
Portfolio's net assets.
 
Valuing Fund shares

The public offering price is the net asset value (NAV) adjusted for
the sales charge for Class A.  It is the NAV for Class B and 
Class Y.
    
The NAV is the value of a single Fund share.  The NAV usually
changes daily, and is calculated at the close of business, normally
3 p.m. Central time, each business day (any day the New York Stock
Exchange is open).  
   
To establish the net assets, all securities held by the Portfolio
are valued as of the close of each business day.  In valuing
assets:
    
o      Securities (except bonds) and assets with available market
       values are valued on that basis.

o      Securities maturing in 60 days or less are valued at amortized
       cost.
<PAGE>
PAGE 15
o      Bonds and assets without readily available market values are
       valued according to methods selected in good faith by the
       board.
       
How to purchase, exchange or redeem shares

Alternative purchase arrangements

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

              Sales charge and
              distribution
              (12b-1) fee                 Service fee          Other information
<S>           <C>                         <C>                  <C>
Class A       Maximum initial             0.175% of average    Initial sales charge
              sales charge of             daily net assets     waived or reduced
              5%; no 12b-1 fee                                 for certain purchases

Class B       No initial sales            0.175% of average    Shares convert to
              charge; maximum CDSC        daily net assets     Class A after eight
              of 5% declines to 0%                             years; CDSC waived in 
              after six years; 12b-1                           certain circumstances
              fee of 0.75% of average
              daily net assets
Class Y       None                        None                 Available only to
                                                               certain qualifying
                                                               institutional
                                                               investors
</TABLE>
Conversion of Class B shares to Class A shares - Eight calendar
years after Class B shares were originally purchased, Class B
shares will convert to Class A shares and will no longer be subject
to a distribution fee.  The conversion will be on the basis of
relative net asset values of the two classes, without the
imposition of any sales charge.  Class B shares purchased through
reinvested dividends and distributions will convert to Class A
shares in a pro rata portion as the Class B shares purchased other
than through reinvestment.
   
Considerations in determining whether to purchase Class A or Class
B shares - You should consider the information below in determining
whether to purchase Class A or Class B shares.  The distribution
fee (included in "Ongoing expenses") and sales charges are
structured so that you will have approximately the same total
return at the end of eight years regardless of which class you
chose. 
    
                           Sales charges on purchase or redemption

If you purchase Class A                   If you purchase Class B
shares                                    shares

o You will not have all                   o All of your money is
of your purchase price                    invested in shares of
invested.  Part of your                   stock.  However, you will<PAGE>
PAGE 16 
purchase price will go                    pay a sales charge if you
to pay the sales charge.                  redeem your shares within
You will not pay a sales                  six years of purchase.
charge when you redeem
your shares.
   
o You will be able to                     o No reductions of the
take advantage of                         sales charge are
reductions in the sales                   available for large
charge.                                   purchases.

If your investments in IDS funds that are subject to a sales charge
total $250,000 or more, you are better off paying the reduced sales
charge in Class A than paying the higher fees in Class B.  If you
qualify for a waiver of the sales charge, you should purchase Class
A shares.
    
                         Ongoing expenses

If you purchase Class A                   If you purchase Class B
shares                                    shares

o Your shares will have                   o The distribution and
a lower expense ratio                      transfer agency fees for
than Class B shares                        Class B will cause your
because Class A does not                   shares to have a higher
pay a distribution fee                     expense ratio and to pay
and the transfer agency                    lower dividends than
fee for Class A is lower                   Class A shares.  After 
than the fee for Class B.                  eight years, Class B 
As a result, Class A shares                shares will convert to
will pay higher dividends                  Class A shares and you
than Class B shares.                       will no longer be        
                                           subject to higher fees.

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

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

       o Qualified employee benefit plans* if the plan:
         - uses a daily transfer recordkeeping service offering
           participants daily access to IDS funds and has
         - at least $10 million in plan assets or
         - 500 or more participants; or
         - does not use daily transfer recordkeeping and has
<PAGE>
PAGE 17 
         - at least $3 million invested in funds of the IDS MUTUAL
           FUND GROUP or
         - 500 or more participants.

       o Trust companies or similar institutions, and charitable
       organizations that meet the definition in Section 501(c)(3) of
       the Internal Revenue Code.*  These must have at least $10
       million invested in funds of the IDS MUTUAL FUND GROUP.
              
       o Nonqualified deferred compensation plans* whose participants
       are included in a qualified employee benefit plan described
       above.

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

How to purchase shares

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

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

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

Purchase policies:

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

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

o      Wire orders can be accepted only on days when your bank, AEFC,
       the Fund and Norwest Bank Minneapolis are open for business.

o      Wire purchases are completed when wired payment is received
       and the Fund accepts the purchase.

o      AEFC and the Fund are not responsible for any delays that
       occur in wiring funds, including delays in processing by the
       bank.

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

<PAGE>
PAGE 18 
o      The Fund reserves the right to reject any application for any
       reason.

o      If your application does not specify which class of shares you
       are purchasing, it will be assumed that you are investing in
       Class A shares.
<TABLE><CAPTION> 
                                    Three ways to invest

1
<S>                  <C>                                      <C>
By regular account   Send your check and application          Minimum amounts
                     (or your name and account number         Initial investment: $2,000
                     if you have an established account)      Additional
                     to:                                      investments:        $  100
                     American Express Financial Advisors Inc. Account balances:   $  300*
                     P.O. Box 74                              Qualified retirement
                     Minneapolis, MN  55440-0074              accounts:             none
                                                              
                     Your financial advisor will help
                     you with this process. 

2
By scheduled         Contact your financial advisor           Minimum amounts
investment plan      to set up one of the following           Initial investment: $100
                     scheduled plans:                         Additional
                                                              investments:        $100/mo.
                     o  automatic payroll deduction           Account balances:   none
                                                              (on active plans of
                     o  bank authorization                    monthly payments)

                     o  direct deposit of
                        Social Security check

                     o  other plan approved by the Fund

3
By wire              If you have an established account,      If this information is not
                     you may wire money to:                   included, the order may be
                                                              rejected and all money
                     Norwest Bank Minneapolis                 received by the Fund, less
                     Routing No. 091000019                    any costs the Fund or AEFC
                     Minneapolis, MN                          incurs, will be returned
                     Attn:  Domestic Wire Dept.               promptly.

                     Give these instructions:                 Minimum amounts
                     Credit IDS Account #00-30-015            Each wire investment: $1,000       
                     for personal account # (your                                  
                     account number) for (your name).
</TABLE>
*If your account balance falls below $300, you will be asked in
writing to bring it up to $300 or establish a scheduled investment
plan.  If you don't do so within 30 days, your shares can be
redeemed and the proceeds mailed to you.

How to exchange shares

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

<PAGE>
PAGE 19 
If your exchange request arrives at the Minneapolis headquarters
before the close of business, your shares will be redeemed at the
net asset value set for that day.  The proceeds will be used to
purchase new fund shares the same day.  Otherwise, your exchange
will take place the next business day at that day's net asset
value.

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

How to redeem shares

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

When you redeem shares, the amount you receive may be more or less
than the amount you invested.  Your shares will be redeemed at net
asset value, minus any applicable sales charge, at the close of
business on the day your request is accepted at the Minneapolis
headquarters.  If your request arrives after the close of business,
the price per share will be the net asset value, minus any
applicable sales charge, at the close of business on the next
business day.
   
A redemption is a taxable transaction.  If your proceeds from your
redemption are more or less than the cost of your shares, you will
have a gain or loss, which can affect your tax liability. 
Redeeming shares held in an IRA or qualified retirement account may
subject you to certain federal taxes, penalties and reporting
requirements.  Consult your tax advisor.
    
<TABLE><CAPTION>
                   Two ways to request an exchange or redemption of shares

1
<S>                                <C>
By letter                          Include in your letter:
                                   o  the name of the fund(s)
                                   o  the class of shares to be exchanged or redeemed
                                   o  your account number(s) (for exchanges, both funds must be registered in the same
                                      ownership)
                                   o  your Taxpayer Identification Number (TIN)
                                   o  the dollar amount or number of shares you want to exchange or redeem
                                   o  signature of all registered account owners
                                   o  for redemptions, indicate how you want your money delivered to you
                                   o  any paper certificates of shares you hold

                                   Regular mail:
                                          American Express Shareholder Service
                                          Attn:  Redemptions
                                          P.O. Box 534
                                          Minneapolis, MN  55440-0534

                                   Express mail:
                                          American Express Shareholder Service     
                                          Attn:  Redemptions
                                          733 Marquette Ave.
                                          Minneapolis, MN  55402

<PAGE>
PAGE 20 
2
By phone
American Express Telephone         o  The Fund and AEFC will honor any telephone exchange or redemption request believed
Transaction Service:               to be authentic and will use reasonable procedures to confirm that they are.  This 
800-437-3133 or                    includes asking identifying questions and tape recording calls.  If reasonable 
612-671-3800                       procedures are not followed, the Fund or AEFC will be liable for any loss resulting from
                                   fraudulent requests.
                                   o  Phone exchange and redemption privileges automatically apply to all accounts except
                                   custodial, corporate or qualified retirement accounts unless you request these privileges
                                   NOT apply by writing American Express Shareholder Service.  Each registered owner must
                                   sign the request.
                                   o  AEFC answers phone requests promptly, but you may experience delays when call volume is high. 
                                   If you are unable to get through, use mail procedure as an alternative.
                                   o  Acting on your instructions, your financial advisor may conduct telephone transactions on
                                   your behalf.
                                   o  Phone privileges may be modified or discontinued at any time.

                                   Minimum amount 
                                   Redemption:  $100
                                   
                                   Maximum amount 
                                   Redemption:  $50,000
</TABLE>
Exchange policies:

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

o  Except as noted, exchanges must be made into the same class of
shares of the new fund.

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

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

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

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

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

Redemption policies:
   
o  A "change of mind" option allows you to change your mind after
requesting a redemption and to use all or part of the proceeds to
purchase new shares in the same account from which you redeemed. 
If you reinvest in Class A, you will purchase the new shares at net
asset value rather than the offering price on the date of a new
purchase.  If you reinvest in Class B, any CDSC you paid on the <PAGE>
PAGE 21 
amount you are reinvesting also will be reinvested.  To take
advantage of this option, send a written request within 30 days of
the date your redemption request was received.  Include your
account number and mention this option.  This privilege may be
limited or withdrawn at any time, and it may have tax consequences.

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

Important:  If you request a redemption of shares you recently
purchased by a check or money order that is not guaranteed, the
Fund will wait for your check to clear.  It may take up to 10 days
from the date of purchase before a check is mailed to you.  (A
check may be mailed earlier if your bank provides evidence
satisfactory to the Fund and AEFC that your check has cleared.)
<TABLE><CAPTION>
                    Three ways to receive payment when you redeem shares

1
<S>                                             <C>
By regular or express mail                      o  Mailed to the address on record.
                                                o  Payable to names listed on the account.
       
                                                   NOTE:  The express mail delivery charges 
                                                   you pay will vary depending on the
                                                   courier you select.
2
By wire                                         o  Minimum wire redemption:  $1,000.
                                                o  Request that money be wired to your bank.
                                                o  Bank account must be in the same
                                                   ownership as the IDS fund account.
       
                                                   NOTE:  Pre-authorization required.  For
                                                   instructions, contact your financial
                                                   advisor or American Express Shareholder Service.
3
By scheduled payout plan                        o  Minimum payment:  $50.
                                                o  Contact your financial advisor or American Express
                                                   Shareholder Service to set up regular
                                                   payments to you on a monthly, bimonthly,
                                                   quarterly, semiannual or annual basis.
       
                                                o  Purchasing new shares while under a payout
                                                   plan may be disadvantageous because of
                                                   the sales charges.
</TABLE>
Reductions and waivers of the sales charge
Class A - initial sales charge alternative

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

Total investment         Sales charge as a
                         percent of:*

                         Public    Net
                         offering  amount
                         price     invested

Up to $50,000             5.0%       5.26%
Next $50,000              4.5        4.71
Next $400,000             3.8        3.95
<PAGE>
PAGE 22 
Next $500,000             2.0        2.04
$1,000,000 or more        0.0        0.00

* To calculate the actual sales charge on an investment greater
than $50,000 and less than $1,000,000, amounts for each applicable
increment must be totaled.  See the SAI.
 
Reductions of the sales charge on Class A shares

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

o  the amount you are investing in this Fund now,

o  the amount of your existing investment in this Fund, if any, and

    
   
o  the amount you and your primary household group are investing or
have in other funds in the IDS MUTUAL FUND GROUP that carry a sales
charge.  (The primary household group consists of accounts in any
ownership for spouses or domestic partners and their unmarried
children under 21.  Domestic partners are individuals who maintain
a shared primary residence and have joint property or other
insurable interests.)
    
Other policies that affect your sales charge:

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

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

o  If you intend to invest $1 million over a period of 13 months,
you can reduce the sales charges in Class A by filing a letter of
intent.

For more details, see the SAI.

Waivers of the sales charge for Class A shares

Sales charges do not apply to:
   
o  Current or retired board members, officers or employees of the
Fund or AEFC or its subsidiaries, their spouses and unmarried
children under 21.
    
o  Current or retired American Express financial advisors, their
spouses and unmarried children under 21.

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

<PAGE>
PAGE 23
(Participants in certain qualified plans for which the initial
sales charge is waived may be subject to a deferred sales charge of
up to 4% on certain redemptions.  For more information, see the
SAI.)

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

o  Purchases made within 30 days after a redemption of shares (up
to the amount redeemed):
   -   of a product distributed by American Express Financial
       Advisors in a qualified plan subject to a deferred sales
       charge or
   -   in a qualified plan where American Express Trust Company has a
       recordkeeping, trustee, investment management or investment
       servicing relationship.

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

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

o  Purchases made through American Express Strategic Portfolio
Service (total amount of all investments made in the Strategic
Portfolio Service must be at least $50,000).

o  Purchases made under the University of Texas System ORP.

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

Class B - contingent deferred sales charge alternative

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

If a redemption is                  The percentage rate
made during the                     for the CDSC is:

First year                                5%
Second year                               4%
Third year                                4%
Fourth year                               3%
Fifth year                                2%
Sixth year                                1%
Seventh year                              0%

If the amount you are redeeming reduces the current net asset value
of your investment in Class B shares below the total dollar amount
of all your purchase payments during the last six years (including <PAGE>
PAGE 24 
the year in which your redemption is made), the CDSC is based on
the lower of the redeemed purchase payments or market value.

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

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

Waivers of the contingent deferred sales charge

The CDSC on Class B shares will be waived on redemptions of shares:
   
o In the event of the shareholder's death,
o Purchased by any board member, officer or employee of a fund or
AEFC or its subsidiaries,
o Held in a trusteed employee benefit plan,
o Held in IRAs or certain qualified plans for which American
Express Trust Company acts as custodian, such as Keogh plans, tax-
sheltered custodial accounts or corporate pension plans, provided
that the shareholder is:
       - at least 59-1/2 years old, and
       - taking a retirement distribution (if the redemption is part
       of a transfer to an IRA or qualified plan in a product
       distributed by American Express Financial Advisors, or a
       custodian-to-custodian transfer to a product not distributed
       by American Express Financial Advisors, the CDSC will not be
       waived), or
       - redeeming under an approved substantially equal periodic
       payment arrangement.
    
For investors in Class A shares who have over $1 million invested
in one year, the 1% CDSC on redemption of those shares will be
waived in the same circumstances described for Class B.

Special shareholder services

Services

To help you track and evaluate the performance of your investments,
AEFC provides these services:
<PAGE>
PAGE 25 
Quarterly statements listing all of your holdings and transactions
during the previous three months.

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

A personalized mutual fund progress report detailing returns on
your initial investment and cash-flow activity in your account.  It
calculates a total return to reflect your individual history in
owning Fund shares.  This report is available from your financial
advisor.

Quick telephone reference

American Express Telephone Transaction Service
Redemptions and exchanges, dividend payments or reinvestments and
automatic payment arrangements
National/Minnesota:   800-437-3133
Mpls./St. Paul area:  671-3800

American Express Shareholder Service
Fund performance, objectives and account inquiries   
612-671-3733

TTY Service
For the hearing impaired
800-846-4852

American Express Infoline
Automated account information (TouchToneR phones only), including
current Fund prices and performance, account values and recent
account transactions
National/Minnesota:   800-272-4445
Mpls./St. Paul area:  671-1630

Distributions and taxes
   
As a shareholder you are entitled to your share of the Fund's net
income and any net gains realized on its investments.  The Fund
distributes dividends and capital gain distributions to qualify as
a regulated investment company and to avoid paying corporate income
and excise taxes.  Dividend and capital gain distributions will
have tax consequences you should know about.

Dividend and capital gain distributions

The Portfolio allocates investment income from dividends and
interest and net realized capital gains or losses, if any, to the
Fund.  The Fund deducts direct and allocated expenses from the
investment income.  The Fund's net investment income is distributed
to you at the end of each calendar quarter as dividends.  Short-
term capital gains are distributed at the end of the calendar year
and are included in net investment income.  Long-term capital gains
are realized whenever a security held for more than one year is
sold for a higher price than was paid for it.  The Fund will offset
<PAGE>
PAGE 26 
any net realized capital gains by any available capital loss
carryover.  Net realized long-term capital gains, if any, are
distributed at the end of the calendar year as capital gain
distributions.  Before they're distributed, both net investment
income and net long-term capital gains are included in the value of
each share.  After they're distributed, the value of each share
drops by the per-share amount of the distribution.  (If your
distributions are reinvested, the total value of your holdings will
not change.)

Dividends for each class will be calculated at the same time, in
the same manner and will be the same amount prior to deduction of
expenses.  Expenses attributable solely to a class of shares will
be paid exclusively by that class.
    
Reinvestments

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

o      you request the Fund in writing or by phone to pay
       distributions to you in cash, or

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

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

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

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

Taxes
   
The Fund has received a Private Letter Ruling from the Internal
Revenue Service stating that, for purposes of the Internal Revenue
Code, the Fund will be regarded as directly holding its allocable
share of the income and gain realized by the Portfolio.
    
Distributions are subject to federal income tax and also may be
subject to state and local taxes.  Distributions are taxable in the
year the Fund declares them regardless of whether you take them in
cash or reinvest them.

<PAGE>
PAGE 27 
Each January, you will receive a tax statement showing the kinds
and total amount of all distributions you received during the
previous year.  You must report distributions on your tax returns,
even if they are reinvested in additional shares.
   
Buying a dividend creates a tax liability.  This means buying
shares shortly before a net investment income or a capital gain
distribution.  You pay the full pre-distribution price for the
shares, then receive a portion of your investment back as a
distribution, which is taxable.
    
Redemptions and exchanges subject you to a tax on any capital gain. 
If you sell shares for more than their cost, the difference is a
capital gain.  Your gain may be either short term (for shares held
for one year or less) or long term (for shares held for more than
one year).

Your Taxpayer Identification Number (TIN) is important.  As with
any financial account you open, you must list your current and
correct Taxpayer Identification Number (TIN) -- either your Social
Security or Employer Identification number.  The TIN must be
certified under penalties of perjury on your application when you
open an account at AEFC.

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

o      a $50 penalty for each failure to supply your correct TIN
o      a civil penalty of $500 if you make a false statement that
       results in no backup withholding
o      criminal penalties for falsifying information

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

How to determine the correct TIN

                                         Use the Social Security or
For this type of account:                Employer Identification number of:

Individual or joint account              The individual or individuals listed
                                         on the account

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

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

An irrevocable trust, pension            The legal entity (not the
trust or estate                          personal representative or trustee,
                                         unless no legal entity is designated
                                         in the account title)
<PAGE>
PAGE 28 
   
Sole proprietorship                      The owner 

Partnership                              The partnership
    
Corporate                                The corporation

Association, club or                     The organization
tax-exempt organization

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

Important:  This information is a brief and selective summary of
certain federal tax rules that apply to this Fund.  Tax matters are
highly individual and complex, and you should consult a qualified
tax advisor about your personal situation.
   
How the Fund and Portfolio are organized
    
Shares

IDS Investment Series, Inc. currently is composed of two funds,
each issuing its own series of capital stock: IDS Diversified
Equity Income Fund and IDS Mutual.  Each fund is owned by its
shareholders.  Each fund issues shares in three classes - Class A,
Class B and Class Y.  Each class has different sales arrangements
and bears different expenses.  Each class represents interests in
the assets of a fund.  Par value is one cent per share.  Both full
and fractional shares can be issued.

The shares of each fund making up IDS Investment Series, Inc.
represent an interest in that fund's assets only (and profits or
losses), and, in the event of liquidation, each share of a fund
would have the same rights to dividends and assets as every other
share of that fund.

IDS Mutual no longer issues stock certificates.

Voting rights
   
As a shareholder, you have voting rights over the Fund's management
and fundamental policies.  You are entitled to one vote for each
share you own.  Shares of the Fund have cumulative voting rights. 
Each class has exclusive voting rights with respect to the
provisions of the Fund's distribution plan that pertain to a
particular class and other matters for which separate class voting
is appropriate under applicable law.
    
Shareholder meetings
   
The Fund does not hold annual shareholder meetings.  However, the
board members may call meetings at their discretion, or on demand
by holders of 10% or more of the outstanding shares, to elect or
remove board members.
<PAGE>
PAGE 29 
Special considerations regarding master/feeder structure

The Fund pursues its goal by investing its assets in a master fund
called the Portfolio.  This means that the Fund does not invest
directly in securities; rather the Portfolio invests in and manages
its portfolio of securities.  The Portfolio is a separate 
investment company but it has the same goal and investment policies
as the Fund.  The goal and investment policies of the Portfolio are
described under the captions "Investment policies and risks" and
"Facts about investments and their risks."  Additional information
on investment policies may be found in the SAI.

Board considerations:  The board considered the advantages and
disadvantages of investing the Fund's assets in the Portfolio.  The
board believes that the master/feeder structure can be in the best
interest of the Fund and its shareholders since it offers the 
opportunity for economies of scale.  The Fund may redeem all of its
assets from the Portfolio at any time.  Should the board determine
that it is in the best interest of the Fund and its shareholders to
terminate its investment in the Portfolio, it would consider hiring
an investment advisor to manage the Fund's assets, or other
appropriate options.  The Fund would terminate its investments if
the Portfolio changed its goals, investment policies or
restrictions without the same change being approved by the Fund.

Other feeders:  The Portfolio sells securities to other affiliated
mutual funds and may sell securities to non-affiliated investment
companies and institutional accounts (known as feeders).  These
feeders buy the Portfolio's securities on the same terms and
conditions as the Fund and pay their proportionate share of the
Portfolio's expenses.  However, their operating costs and sales
charges are different from those of the Fund.  Therefore, the
investment returns for other feeders are different from the returns
of the Fund.  Information about other feeders may be obtained by
calling American Express Financial Advisors at 1-800-AXP-SERV.

Each feeder that invests in the Portfolio is different and
activities of its investors may adversely affect all other feeders,
including the Fund.  For example, if one feeder decides to
terminate its investment in the Portfolio, the Portfolio may elect
to redeem in cash or in kind.  If cash is used, the Portfolio will
incur brokerage, taxes and other costs in selling securities to
raise the cash.  This may result in less investment diversification
if entire investment positions are sold, and it also may result in
less liquidity among the remaining assets.  If in-kind distribution
is made, a smaller pool of assets remains that may affect brokerage
rates and investment options.  In both cases, expenses may rise
since there are fewer assets to cover the costs of managing those
assets.

Shareholder meetings:  Whenever the Portfolio proposes to change a
fundamental investment policy or to take any other actions
requiring approval of its security holders, the Fund must hold a
shareholder meeting.  The Fund will vote for or against the
Portfolio's proposals in proportion to the vote it receives for or
against the same proposals from its shareholders.
<PAGE>
PAGE 30 
Board members and officers

Shareholders elect a board that oversees the operations of the Fund
and chooses its officers.  Its officers are responsible for day-to-
day business decisions based on policies set by the board.  The
board has named an executive committee that has authority to act on
its behalf between meetings.  The board members serve on the boards
of all 47 of the funds in the IDS MUTUAL FUND GROUP, except for Mr.
Dudley.  Mr. Dudley is a board member of all the IDS funds except
the nine life funds. The board members also serve as members of the
board of the Trust which manages the investments of the Fund and
other accounts.  Should any conflict of interest arise between the
interests of the shareholders of the Fund and those of the other
accounts, the board will follow written procedures to address the
conflict.

Board members and officers of the Fund
    
President and interested board member

William R. Pearce 
President of all funds in the IDS MUTUAL FUND GROUP.
   
Independent board members

H. Brewster Atwater, Jr. 
Former chairman and chief executive officer, General Mills, Inc.
    
Lynne V. Cheney
Distinguished fellow, American Enterprise Institute for Public
Policy Research.

Robert F. Froehlke
Former president of all funds in the IDS MUTUAL FUND GROUP.

Heinz F. Hutter
Former president and chief operating officer, Cargill, Inc.

Anne P. Jones
Attorney and telecommunications consultant.
       
Melvin R. Laird
Senior counsellor for national and international affairs, The
Reader's Digest Association, Inc.
       
Edson W. Spencer
Former chairman and chief executive officer, Honeywell, Inc.

Wheelock Whitney
Chairman, Whitney Management Company.
   
C. Angus Wurtele
Chairman of the board, The Valspar Corporation.
    
<PAGE>
PAGE 31 
   
Interested board members who are officers and/or employees of AEFC
    
William H. Dudley
Executive vice president, AEFC.

David R. Hubers
President and chief executive officer, AEFC.

John R. Thomas
Senior vice president, AEFC.

Officers who also are officers and/or employees of AEFC

Peter J. Anderson
Vice president of all funds in the IDS MUTUAL FUND GROUP.

Melinda S. Urion
Treasurer of all funds in the IDS MUTUAL FUND GROUP.

Other officer

Leslie L. Ogg
Vice president, general counsel and secretary of all funds in the
IDS MUTUAL FUND GROUP.

Refer to the SAI for the board members' and officers' biographies.

Investment manager 
   
The Portfolio pays AEFC for managing its assets.  The Fund pays its
proportionate share of the fee.  Under the Investment Management
Services Agreement that became effective March 20, 1995 and was
assumed by the Portfolio on May 13, 1996, AEFC is paid a fee for
these services based on the average daily net assets of the
Portfolio, as follows:

     Assets          Annual rate
     (billions)      at each asset level

     First $1.0      0.530%
     Next   1.0      0.505
     Next   1.0      0.480
     Next   3.0      0.455
     Over   6.0      0.430

This fee may be increased or decreased by a performance adjustment
based on a comparison of performance of Class A shares of the Fund
to the Lipper Balanced Fund Index.  The maximum adjustment is 0.08%
of the Portfolio's average daily net assets on an annual basis.

For the fiscal year ended Sept. 30, 1996, the Portfolio paid AEFC a
total investment management fee of 0.49% of its average daily net
assets.  Under the Agreement, the Portfolio also pays taxes,
brokerage commissions and nonadvisory expenses.

<PAGE>
PAGE 32 
Administrator and transfer agent

The Fund pays AEFC for shareholder accounting and transfer agent
services under two agreements.  The first agreement, the
Administrative Services Agreement, has a declining annual rate
beginning at 0.04% and decreasing to 0.02% as assets increase.

The second agreement, the Transfer Agency Agreement, has an annual
fee per shareholder account as follows:
    
       o   Class A   $15
       o   Class B   $16
       o   Class Y   $15

Distributor

The Fund has an exclusive distribution agreement with American
Express Financial Advisors, a wholly owned subsidiary of AEFC. 
Financial advisors representing American Express Financial Advisors
provide information to investors about individual investment
programs, the Fund and its operations, new account applications,
and exchange and redemption requests.  The cost of these services
is paid partially by the Fund's sales charges.
   
Persons who buy Class A shares pay a sales charge at the time of
purchase.  Persons who buy Class B shares are subject to a
contingent deferred sales charge on a redemption in the first six
years and pay an asset-based sales charge (also known as a 12b-1
plan) of 0.75% of the Fund's average daily net assets.  Class Y
shares are sold without a sales charge and without an asset-based
sales charge.
    
Financial advisors may receive different compensation for selling
Class A, Class B and Class Y shares.  Portions of the sales charge
also may be paid to securities dealers who have sold the Fund's
shares or to banks and other financial institutions.  The amounts
of those payments range from 0.8% to 4% of the Fund's offering
price depending on the monthly sales volume.

Under a Shareholder Service Agreement, the Fund also pays a fee for
service provided to shareholders by financial advisors and other
servicing agents.  The fee is calculated at a rate of 0.175% of the
Fund's average daily net assets attributable to Class A and Class B
shares.
   
Total expenses paid by the Fund's Class A shares for the fiscal
year ended Sept. 30, 1996, were 0.87% of its average daily net
assets.  Expenses for Class B and Class Y were 1.64% and 0.68%,
respectively.
    
Total fees and expenses (excluding taxes and brokerage commissions)
cannot exceed the most restrictive applicable state expense
limitation.

<PAGE>
PAGE 33 
About American Express Financial Corporation

General information

The AEFC family of companies offers not only mutual funds but also
insurance, annuities, investment certificates and a broad range of
financial management services.
   
Besides managing investments for all publicly offered funds in the
IDS MUTUAL FUND GROUP, AEFC also manages investments for itself and
its subsidiaries, IDS Certificate Company and IDS Life Insurance
Company.  Total assets under management on Sept. 30, 1996 were more
than $142 billion.

American Express Financial Advisors serves individuals and
businesses through its nationwide network of more than 175 offices
and more than 7,900 advisors.
    
Other AEFC subsidiaries provide investment management and related
services for pension, profit sharing, employee savings and
endowment funds of businesses and institutions.

AEFC is located at IDS Tower 10, Minneapolis, MN 55440-0010.  It is
a wholly owned subsidiary of American Express Company (American
Express), a financial services company with headquarters at
American Express Tower, World Financial Center, New York, NY 10285.
   
The Portfolio may pay brokerage commissions to broker-dealer
affiliates of AEFC.
    <PAGE>
PAGE 34 
Appendix

Descriptions of derivative instruments
   
What follows are brief descriptions of derivative instruments the
Portfolio may use.  At various times the Portfolio may use some or
all of these instruments and is not limited to these instruments. 
It may use other similar types of instruments if they are
consistent with the Portfolio's investment goal and policies.  For
more information on these instruments, see the SAI.

Options and futures contracts.  An option is an agreement to buy or
sell an instrument at a set price during a certain period of time. 
A futures contract is an agreement to buy or sell an instrument for
a set price on a future date.  The Portfolio may buy and sell
options and futures contracts to manage its exposure to changing
interest rates, security prices and currency exchange rates. 
Options and futures may be used to hedge the Portfolio's
investments against price fluctuations or to increase market
exposure.
    
Asset-backed and mortgage-backed securities.  Asset-backed
securities include interests in pools of assets such as motor
vehicle installment sale contracts, installment loan contracts,
leases on various types of real and personal property, receivables
from revolving credit (credit card) agreements or other categories
of receivables.  Mortgage-backed securities include collateralized
mortgage obligations and stripped mortgage-backed securities. 
Interest and principal payments depend on payment of the underlying
loans or mortgages.  The value of these securities may also be
affected by changes in interest rates, the market's perception of
the issuers and the creditworthiness of the parties involved.  The
non-mortgage related asset-backed securities do not have the
benefit of a security interest in the related collateral.  Stripped
mortgage-backed securities include interest only (IO) and principal
only (PO) securities.  Cash flows and yields on IOs and Pos are
extremely sensitive to the rate of principal payments on the
underlying mortgage loans or mortgage-backed securities.

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

Inverse floaters.  Inverse floaters are created 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. 
<PAGE>
PAGE 35 
As interest rates go up, the holders of the inverse floaters
receive less income and a decrease in the price for the inverse 
floaters.

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.
<PAGE>
PAGE 36 
IDS Diversified Equity Income Fund
   
Prospectus
Nov. 29, 1996
    
The primary goal of IDS Diversified Equity Income Fund, a part of
IDS Investment Series, Inc., is to provide a high level of income. 
Its secondary goal is to provide capital growth.  
   
The Fund seeks to achieve its goals by investing all of its assets
in Equity Income Portfolio of Growth and Income Trust.  The
Portfolio is a separate investment company managed by American
Express Financial Corporation that has the same goals as the Fund. 
This arrangement is commonly known as a master/feeder structure.
    
This prospectus contains facts that can help you decide if the Fund
is the right investment for you.  Read it before you invest and
keep it for future reference.
   
Additional facts about the Fund are in a Statement of Additional
Information (SAI), filed with the Securities and Exchange
Commission (SEC) and available for reference, along with other
related materials, on the SEC Internet web site
(http://www.sec.gov).  The SAI is incorporated here by reference. 
For a free copy, contact American Express Shareholder Service.

Like all mutual fund shares, these securities have not been
approved or disapproved by the Securities and Exchange Commission
or any state securities commission, nor has the Securities and
Exchange Commission or any state securities commission passed upon
the accuracy or adequacy of this prospectus.  Any representation to
the contrary is a criminal offense.

Please note that this 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 goals
    
American Express Shareholder Service
P.O. Box 534
Minneapolis, MN  
55440-0534
612-671-3733
TTY:  800-846-4852
<PAGE>
PAGE 37 
Table of contents
   
The Fund in brief
       Goals
       Investment policies and risks
       Structure of the Fund
       Manager and distributor
       Portfolio manager
       Alternative purchase arrangements
    
Sales charge and Fund expenses

Performance
       Financial highlights
       Total returns

Investment policies and risks
       Facts about investments and their risks
       Valuing Fund shares

How to purchase, exchange or redeem shares
       Alternative purchase arrangements
       How to purchase shares
       How to exchange shares
       How to redeem shares
       Reductions and waivers of the sales charge 

Special shareholder services
       Services
       Quick telephone reference

Distributions and taxes
       Dividend and capital gain distributions
       Reinvestments
       Taxes
       How to determine the correct TIN
   
How the Fund and Portfolio are organized
       Shares
       Voting rights
       Shareholder meetings
       Special considerations regarding master/feeder structure
       Board members and officers
       Investment manager 
       Administrator and transfer agent
       Distributor
    
About American Express Financial Corporation
       General information

Appendices

       Description of corporate bond ratings
       Descriptions of derivative instruments<PAGE>
PAGE 38 

The Fund in brief

Goals 
   
IDS Diversified Equity Income Fund (the Fund) seeks to provide
shareholders with a high level of current income and, as a
secondary goal, steady growth of capital.  It does so by investing
all of its assets in Equity Income Portfolio (the Portfolio) of
Growth and Income Trust (the Trust).  Both the Fund and the
Portfolio are diversified investment companies that have the same
goals. Because any investment involves risk, achieving these goals
cannot be guaranteed.  The goals can be changed only by holders of
a majority of outstanding securities.

The Fund may withdraw its assets from the Portfolio at any time if
the board determines that it is in the best interests of the Fund
to do so.  In that event, the Fund would consider what action
should be taken, including whether to retain an investment advisor
to manage the Fund's assets directly or to reinvest all of the
Fund's assets in another pooled investment entity.

Investment policies and risks

Both the Fund and Portfolio have the same investment policies. 
Accordingly, the Portfolio invests primarily in dividend-paying
stocks.  The Portfolio also invests in other common stocks, foreign
securities, convertible securities, debt securities, derivative
instruments and money market instruments.  Some of the Portfolio's
investments may be considered speculative and involve additional
investment risks.

Structure of the Fund

This Fund uses what is commonly known as a master/feeder structure. 
This means that it is a feeder fund that invests all of its assets
in the Portfolio which is its master fund.  The Portfolio actually
invests in and manages the securities and has the same goal and
investment policies as the Fund.  This structure is described in 
more detail in the section captioned "Special considerations
regarding master/feeder structure."  Here is an illustration of the
structure:

                                        Investors buy
                                     shares in the Fund

                                      The Fund invests
                                      in the Portfolio

                                    The Portfolio invests
                                     in securities, such
                                     as stocks or bonds

Manager and distributor

The Portfolio is managed by American Express Financial Corporation
(AEFC), a provider of financial services since 1894.  AEFC
currently manages more than $55 billion in assets for the IDS<PAGE>
PAGE 39 
MUTUAL FUND GROUP.  Shares of the Fund are sold through American
Express Financial Advisors Inc., a wholly owned subsidiary of AEFC.

Portfolio manager

Keith Tufte joined AEFC in 1990.  He has managed the assets of the
Fund since September 1994 and serves as portfolio manager of the
Portfolio.  He also manages IDS Wealth Management yield portfolios. 

    
Alternative purchase arrangements

The Fund offers its shares in three classes.  Class A shares are
subject to a sales charge at the time of purchase.  Class B shares
are subject to a contingent deferred sales charge (CDSC) on
redemptions made within six years of purchase and an annual
distribution (12b-1) fee.  Class Y shares are sold without a sales
charge to qualifying institutional investors.

Sales charge and Fund expenses
   
Shareholder transaction expenses are incurred directly by an
investor on the purchase or redemption of Fund shares.  Fund
operating expenses are paid out of Fund assets for each class of
shares and include expenses charged by both the Fund and the
Portfolio.  Operating expenses are reflected in the Fund's daily
share price and dividends, and are not charged directly to
shareholder accounts.  
    
Shareholder transaction expenses
                                       Class A   Class B   Class Y
Maximum sales charge on purchases*
(as a percentage of offering price).......5%        0%        0%
Maximum deferred sales charge
imposed on redemptions (as a
percentage of original purchase price)....0%        5%        0%
   
Annual Fund and allocated Portfolio operating expenses
(as a percentage of average daily net assets):

                                       Class A   Class B   Class Y
Management fee**                       0.51%     0.51%     0.51%
12b-1 fee                              0.00%     0.75%     0.00%
Other expenses***                      0.42%     0.43%     0.25%
Total****                              0.93%     1.69%     0.76%

*This charge may be reduced depending on your total investments in
IDS funds.  See "Reductions of the sales charge."
**The management fee is paid by the Trust on behalf of the
Portfolio.
***Other expenses include an administrative services fee, a
shareholder services fee for Class A and Class B, a transfer agency
fee and other non-advisory expenses.
****The Fund changed to a master/feeder structure on May 13, 1996. 

The board considered whether the aggregate expenses of the Fund and
the Portfolio would be more or less than if the Fund invested
directly in the type of securities being held by the Portfolio.  <PAGE>
PAGE 40 
AEFC has agreed to pay the small additional costs required to use a
master/feeder structure to manage the investment portfolio during
the first year of its operation and half of such costs in the
second year.  These additional costs may be more than offset in
subsequent years if the assets being managed increase.
    
Example:  Suppose for each year for the next 10 years, Fund
expenses are as above and annual return is 5%.  If you sold your
shares at the end of the following years, for each $1,000 invested,
you would pay total expenses of:
   
                    1 year       3 years      5 years   10 years
Class A             $59          $78          $100      $159
Class B             $67          $93          $112      $180**
Class B*            $17          $53          $ 92      $180**
Class Y             $ 8          $24          $ 42      $ 95
    
*Assuming Class B shares are not redeemed at the end of the period.
**Based on conversion of Class B shares to Class A shares after
eight years.
   
This example does not represent actual expenses, past or future. 
Actual expenses may be higher or lower than those shown.  Because
Class B pays annual distribution (12b-1) fees, long-term
shareholders of Class B may indirectly pay an equivalent of more
than a 6.25% sales charge, the maximum permitted by the National
Association of Securities Dealers.

Performance

Financial highlights
<TABLE><CAPTION>
IDS Diversified Equity Income Fund

Fiscal period ended Sept. 30,
Per share income and capital changes*

                                  Class A
                           1996        1995       1994       1993      1992     1991**
                        
<S>                        <C>         <C>        <C>        <C>       <C>      <C>     
Net asset value,           $7.89       $7.66      $7.73      $6.48     $5.98    $5.00
beginning of period
                           Income from investment operations:
Net investment income        .27         .30        .27        .28       .31      .30

Net gains                   1.06         .53        .20       1.31       .58      .98  
(both realized
and unrealized)

Total from investment       1.33         .83        .47       1.59       .89     1.28
operations
                           Less distributions:
Dividends from net          (.26)       (.29)      (.27)      (.28)     (.30)    (.30)
investment income

<PAGE>
PAGE 41 
Distributions from            --        (.31)      (.27)      (.06)     (.09)      --
realized gains

Total distributions         (.26)       (.60)      (.54)      (.34)     (.39)    (.30)

Net asset value,           $8.96       $7.89      $7.66      $7.73     $6.48    $5.98
end of period
                           Ratios/supplemental data
                                                  Class A

                           1996        1995       1994       1993      1992     1991**
                                
                           
Net assets, end of         $1,292      $1,091     $936       $487      $162     $23
period (in millions)

Ratio of expenses to         .93%        .94%       .88%       .96%     1.08%    +.90%+
average daily net assets++

Ratio of net income         3.18%       3.95%      3.75%      3.94%     4.79%   +5.97%+
to average
daily net assets    

Portfolio turnover rate       84%          98%        95%        73%       34%      74%
(excluding short-term
securities) for the
underlying Portfolio

Total return***              17.0%        11.8%       6.3%     25.0%      15.4%   25.9%

Average brokerage
commission rate
for the underlying
 Portfolio#                  $0.0345        --         --         --        --      --

*For a share outstanding throughout the period. Rounded to the nearest cent.
**Inception date. Period from Oct. 15, 1990 to Sept. 30, 1991.
***Total return does not reflect payment of a sales charge.
+During the periods ended Sept. 30, 1991 and 1992, AEFC reimbursed the Fund for
expenses in excess of 0.9% of its average daily net assets, on an annual basis.
Had AEFC not done so, the ratios of expenses and net investment income would have
been 1.34% and 5.53% for 1991 and 1.13% and 4.74% for 1992.
++Effective fiscal year 1996, expense ratio is based on total expenses of the Fund
before reduction of earnings credits on cash balances.
#Effective fiscal year 1996, the Fund is required to disclose an average brokerage
commission rate. The rate is calculated by dividing the total brokerage commsissions
paid on applicable purchases and sales of portfolio securities for the period by
the total number of related shares purchased and sold.
<PAGE>
PAGE 42 
IDS Diversified Equity Income Fund

Performance
Financial highlights

Fiscal period ended Sept. 30,
Per share income and capital changes*

                                       Class B**                   Class Y**
                                     1996    1995                 1996    1995

Net asset value,                    $7.89    $7.13               $7.89    $7.13
beginning of period

                            Income from investment operations:
Net investment income                 .20      .19                 .28      .22

Net gains                            1.06      .74                1.06      .74
(both realized
and unrealized)

Total from investment                1.26      .93                1.34      .96
operations
                           Less distributions:
Dividends from net                   (.19)    (.17)               (.27)    (.20)
investment income

Net asset value,                    $8.96    $7.89               $8.96    $7.89
end of period
                           Ratios/supplemental data

                                       Class B**                   Class Y**
                                     1996    1995                 1996    1995

                                                
Net assets, end of                   $125     $32                  $37     $26
period (in millions)

Ratio of expenses to                 1.69%   1.77%+                .76%    .80%+
average daily net assets++

Ratio of net income                  2.56%   3.00%+               3.38%   3.95%+
to average
daily net assets    

Portfolio turnover rate                84%     98%                  84%     98%
(excluding short-term
securities) for the
underlying Portfolio

Total return***                      16.2%   13.1%                17.3%   13.6%

<PAGE>
PAGE 43 
Average brokerage
commission rate
for the underlying
Portfolio+++                     $0.0345      --               $0.0345      --    

*For a share outstanding throughout the period. Rounded to the nearest cent.
**Inception date was March 20, 1995 for Class B and Class Y.
***Total return does not reflect payment of a sales charge.
+Adjusted to an annual basis.
++Effective fiscal year 1996, expense ratio is based on total expense of the Fund
before reduction of earnings credits on cash balances.
+++Effective fiscal year 1996, the Fund is required to disclose an average brokerage
commission rate. The rate is calculated by dividing the total brokerage commsissions
paid on applicable purchases and sales of portfolio securities for the period by
the total number of related shares purchased and sold.
</TABLE>

The information in these tables has been audited by KPMG Peat
Marwick LLP, independent auditors. The independent auditors' report
and additional information about the performance of the Fund are
contained in the Fund's annual report which, if not included with
this prospectus, may be obtained without charge.
    
Total returns

Total return is the sum of all of your returns for a given period,
assuming you reinvest all distributions.  It is calculated by
taking the total value of shares you own at the end of the period
(including shares acquired by reinvestment), less the price of
shares you purchased at the beginning of the period.

Average annual total return is the annually compounded rate of
return over a given time period (usually two or more years).  It is
the total return for the period converted to an equivalent annual
figure.
   
Average annual total returns as of Sept. 30, 1996

Purchase         1 year    5 years     Since   
made             ago       ago         inception
Diversified
Equity Income:
  Class A*       +11.22%   +13.77%     +15.71%
  Class B**      +11.21%       --%     +17.11%
  Class Y**      +17.27%       --%     +20.56%

S&P 500          +27.13%   +15.19%     +18.12%#

Lipper Equity
Income Fund
Index            +15.44%   +13.58%     +16.14%#

*Inception date was Oct. 15, 1990.
**Inception date was March 20, 1995.
#Measurement period started Nov. 1, 1990

<PAGE>
PAGE 44 
Cumulative total returns as of Sept. 30, 1996

Purchase         1 year    5 years     Since
made             ago       ago         inception
Diversified
Equity Income:
  Class A*       +11.22%   +90.62%     +140.03%
  Class B**      +11.21%       --%      +27.42%
  Class Y**      +17.27%       --%      +33.22%
 

S&P 500          +27.13%   +102.84%    +167.16%#

Lipper Equity
Income Fund
Index            +15.44%    +89.06%    +142.62%#

*Inception date was Oct. 15, 1990.
**Inception date was March 20, 1995.
#Measurement period started Nov. 1, 1990

These examples show total returns from hypothetical investments in
Class A, Class B and Class Y shares of the Fund.  These returns are
compared to those of popular indexes for the same periods.  The
performance of Class B and Class Y will vary from the performance
of Class A based on differences in sales charges and fees.  March
20, 1995 was the inception date for Class B and Class Y.  Past
performance for Class Y for the periods prior to March 20, 1995 may
be calculated based on the performance of Class A, adjusted to
reflect differences in sales charges although not for other
differences in expenses.
    
For purposes of calculation, information about the Fund assumes:
o      a sales charge of 5% for Class A shares
o      redemption at the end of the period and deduction of the
       applicable contingent deferred sales charge for Class B shares
o      no sales charge for Class Y shares
o      no adjustments for taxes an investor may have paid on the
       reinvested income and capital gains
o      a period of widely fluctuating securities prices.  Returns
       shown should not be considered a representation of the Fund's
       future performance.
          
Standard & Poor's 500 Stock Index (S&P 500), an unmanaged list of
common stocks, is frequently used as a general measure of market
performance.  However, the S&P 500 companies are generally larger
than those in which the Fund invests.  The index reflects
reinvestment of all distributions and changes in market prices, but
excludes brokerage commissions or other fees.

Lipper Equity 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.  
    
<PAGE>
PAGE 45 
Investment policies and risks
   
The policies described below apply both to the Fund and the
Portfolio.  Under normal market conditions, the Portfolio will
invest at least 65% of its net assets in dividend-paying common and
preferred stocks.  Often these stocks are issued by established
companies in the utilities, financial, consumer and energy sectors
of the economy.  In selecting stocks, the investment manager will
look at factors such as the current dividend, the present price of
the security, the ability of the company to maintain and increase
the dividend, and the likelihood the company will continue to grow.

The other assets of the Portfolio will be invested in other common
stocks, foreign securities, convertible securities, debt
securities, derivative instruments and money market instruments.
            
The various types of investments the portfolio manager uses to
achieve investment performance are described in more detail in the
next section and in the SAI.

Facts about investments and their risks
   
Common stocks:  Stock prices are subject to market fluctuations. 
Stocks of larger, established companies that pay dividends may be
less volatile than the stock market as a whole.
    
Preferred stocks:  If a company earns a profit, it generally must
pay its preferred stockholders a dividend at a pre-established
rate.
   
Convertible securities:  These securities generally are preferred
stocks or bonds that can be exchanged for other securities, usually
common stock, at prestated prices.  When the trading price of the
common stock makes the exchange likely, convertible securities
trade more like common stock.

Debt securities:  The price of bonds generally falls as interest
rates increase, and rises as interest rates decrease.  The price of
bonds also fluctuates if the credit rating is upgraded or
downgraded. 

The price of bonds below investment grade 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, are more likely to experience a default, and
sometimes are referred to as junk bonds.  Reduced market liquidity
for these bonds may occasionally make it more difficult to value
them.  In valuing bonds, the Portfolio relies both on independent
rating agencies and the investment manager's credit analysis. 
Securities that are subsequently downgraded in quality may continue
to be held by the Portfolio and will be sold only when the
investment manager believes it is advantageous to do so.  No more
than 20% of the Portfolio's net assets may be invested in bonds
below investment grade unless the bonds are convertible securities.

<PAGE>
PAGE 46 
For the fiscal year ended Sept. 30, 1996, the Portfolio held less
than 5% of its average daily net assets in bonds rated below
investment grade.

Debt securities sold at a deep discount:  Some bonds are sold at
deep discounts because they do not pay interest until maturity. 
They include zero coupon bonds and PIK (pay-in-kind) bonds.  To
comply with tax laws, the Portfolio has to recognize a computed
amount of interest income and pay dividends to shareholders even
though no cash has been received.  In some instances, the Portfolio
may have to sell securities to have sufficient cash to pay the
dividends.

Foreign investments:  Securities of foreign companies and
governments may be traded in the United States, but often they are
traded only on foreign markets.  Frequently, there is less
information about foreign companies and less government supervision
of foreign markets.  Foreign investments are subject to political
and economic risks of the countries in which the investments are
made, including the possibility of seizure or nationalization of
companies, imposition of withholding taxes on income, establishment
of exchange controls or adoption of other restrictions that might
affect an investment adversely.  If an investment is made in a
foreign market, the local currency may be purchased using a forward
contract in which the price of the foreign currency in U.S. dollars
is established on the date the trade is made, but delivery of the
currency is not made until the securities are received.  As long as
the Portfolio holds foreign currencies or securities valued in
foreign currencies, the value of those assets will be affected by
changes in the value of the currencies relative to the U.S. dollar. 
Because of the limited trading volume in some foreign markets,
efforts to buy or sell a security may change the price of the
security, and it may be difficult to complete the transaction.  The
Portfolio may invest up to 25% of its total assets in foreign
investments.

Derivative instruments:  The portfolio manager may use derivative
instruments in addition to securities to achieve investment
performance.  Derivative instruments include futures, options and
forward contracts.  Such instruments may be used to maintain cash
reserves while remaining fully invested to offset anticipated
declines in values of investments, to facilitate trading, to reduce
transaction costs or to pursue higher investment returns. 
Derivative instruments are characterized by requiring little or no
initial payment and a daily change in price based on or derived
from a security, a currency, a group of securities or currencies,
or an index.  A number of strategies or combination of instruments
can be used to achieve the desired investment performance
characteristics.  A small change in the value of the underlying
security, currency or index will cause a sizable gain or loss in
the price of the derivative instrument.  Derivative instruments
allow the portfolio manager to change the investment performance
characteristics very quickly and at lower costs.  Risks include
losses of premiums, rapid changes in prices, defaults by other
parties and inability to close such instruments.  The Portfolio <PAGE>
PAGE 47 
will use derivative instruments only to achieve the same investment
performance characteristics it could achieve by directly holding
those securities and currencies permitted under the investment
policies.  The Portfolio will designate cash or appropriate liquid
assets to cover its portfolio obligations.  No more than 5% of the
Portfolio'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.  This does not, however,
limit the portion of the Portfolio's assets at risk to 5%.  The 
Portfolio is not limited as to the percentage of its assets that
may be invested in permissible investments, including derivatives,
except as otherwise explicitly provided in this prospectus or the
SAI.  For descriptions of these and other types of derivative
instruments, see the Appendix to this prospectus and the SAI.

Securities and other instruments that are illiquid:  A security or
other instrument is illiquid if it cannot be sold quickly in the
normal course of business.  Some investments cannot be resold to
the U.S. public because of their terms or government regulations. 
Securities and instruments, however, can be sold in private sales,
and many may be sold to other institutions and qualified buyers or
on foreign markets.  The portfolio manager will follow guidelines
established by the board and consider relevant factors such as the
nature of the security and the number of likely buyers when
determining whether a security is illiquid.  No more than 10% of
the Portfolio's net assets will be held in securities and other
instruments that are illiquid.
 
Money market instruments:  Short-term debt securities rated in the
top two grades or the equivalent are used to meet daily cash needs
and at various times to hold assets until better investment
opportunities arise.  Generally, less than 25% of the Portfolio's
total assets are in these money market instruments.  However, for
temporary defensive purposes these investments could exceed that
amount for a limited period of time.  

The investment policies described above may be changed by the
boards.

Lending portfolio securities:  The Portfolio may lend its
securities to earn income so long as borrowers provide collateral
equal to the market value of the loans.  The risks are that
borrowers will not provide collateral when required or return
securities when due.  Unless a majority of the outstanding voting
securities approve otherwise, loans may not exceed 30% of the
Portfolio's net assets.

Valuing Fund shares

The public offering price is the net asset value (NAV) adjusted for
the sales charge for Class A.  It is the NAV for Class B and 
Class Y.

The NAV is the value of a single Fund share.  The NAV usually
changes daily, and is calculated at the close of business, normally
3 p.m. Central time, each business day (any day the New York Stock
Exchange is open).  <PAGE>
PAGE 48 

To establish the net assets, all securities held by the Portfolio
are valued as of the close of each business day.  In valuing
assets:
    
o      Securities (except bonds) and assets with available market
       values are valued on that basis.

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

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

How to purchase, exchange or redeem shares

Alternative purchase arrangements

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

              Sales charge and
              distribution
              (12b-1) fee                 Service fee          Other information
<S>           <C>                         <C>                  <C>
Class A       Maximum initial             0.175% of average    Initial sales charge
              sales charge of             daily net assets     waived or reduced
              5%; no 12b-1 fee                                 for certain purchases

Class B       No initial sales            0.175% of average    Shares convert to
              charge; maximum CDSC        daily net assets     Class A after eight
              of 5% declines to 0%                             years; CDSC waived in 
              after six years; 12b-1                           certain circumstances
              fee of 0.75% of average
              daily net assets

Class Y       None                        None                 Available only to
                                                               certain qualifying
                                                               institutional
                                                               investors
</TABLE>   
Conversion of Class B shares to Class A shares - Eight calendar
years after Class B shares are purchased, Class B shares will
convert to Class A shares and will no longer be subject to a
distribution fee.  The conversion will be on the basis of relative
net asset values of the two classes, without the imposition of any
sales charge.  Class B shares purchased through reinvested
dividends and distributions will convert to Class A shares in the
same pro rata portion as other Class B shares.
    
<PAGE>
PAGE 49 
   
Considerations in determining whether to purchase Class A or Class
B shares - You should consider the information below in determining
whether to purchase Class A or Class B shares.  The distribution
fee (included in "Ongoing expenses") and sales charges are
structured so that you will have approximately the same total
return at the end of eight years regardless of which class you
chose. 
    
                           Sales charges on purchase or redemption

If you purchase Class A                   If you purchase Class B
shares                                    shares

o You will not have all                   o All of your money is
of your purchase price                    invested in shares of
invested.  Part of your                   stock.  However, you will
purchase price will go                    pay a sales charge if you
to pay the sales charge.                  redeem your shares within
You will not pay a sales                  six years of purchase.
charge when you redeem
your shares.

o You will be able to                     o No reductions of the
take advantage of                         sales charge are
reductions in the sales                   available for large
charge.                                   purchases.
   
If your investments in IDS funds that are subject to a sales charge
total $250,000 or more, you are better off paying the reduced sales
charge in Class A than paying the higher fees in Class B.  If you
qualify for a waiver of the sales charge, you should purchase Class
A shares.

                         Ongoing expenses

If you purchase Class A                   If you purchase Class B
shares                                    shares

o Your shares will have                   o The distribution and
a lower expense ratio                      transfer agency fees for
than Class B shares                        Class B will cause your
because Class A does not                   shares to have a higher
pay a distribution fee                     expense ratio and to pay
and the transfer agency                    lower dividends than
fee for Class A is lower                   Class A shares.  After 
than the fee for Class B.                  eight years, Class B 
As a result, Class A shares                shares will convert to
will pay higher dividends                  Class A shares and you
than Class B shares.                       will no longer be        
                                           subject to higher fees.
    
You should consider how long you plan to hold your shares and
whether the accumulated higher fees and CDSC on Class B shares
prior to conversion would be less than the initial sales charge on
Class A shares.  Also consider to what extent the difference would <PAGE>
PAGE 50 
be offset by the lower expenses on Class A shares.  To help you in 
this analysis, the example in the "Sales charge and Fund expenses"
section of the prospectus illustrates the charges applicable to
each class of shares. 

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

       o Qualified employee benefit plans* if the plan:
       - uses a daily transfer recordkeeping service offering
         participants daily access to IDS funds and has
       - at least $10 million in plan assets or
       - 500 or more participants; or
       - does not use daily transfer recordkeeping and has
       - at least $3 million invested in funds of the IDS MUTUAL
         FUND GROUP or
       - 500 or more participants.

       o Trust companies or similar institutions, and charitable
       organizations that meet the definition in Section 501(c)(3) of
       the Internal Revenue Code.*  These must have at least $10
       million invested in funds of the IDS MUTUAL FUND GROUP.
              
       o Nonqualified deferred compensation plans* whose participants
       are included in a qualified employee benefit plan described
       above.

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

How to purchase shares

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


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

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

<PAGE>
PAGE 51 
Purchase policies:
   
o      Investments must be received and accepted in the Minneapolis
       headquarters on a business day before 3 p.m. Central time to
       be included in your account that day and to receive that day's
       share price.  Otherwise, your purchase will be processed the
       next business day and you will pay the next day's share price.
    
o      The minimums allowed for investment may change from time to
       time.

o      Wire orders can be accepted only on days when your bank, AEFC,
       the Fund and Norwest Bank Minneapolis are open for business.

o      Wire purchases are completed when wired payment is received
       and the Fund accepts the purchase.

o      AEFC and the Fund are not responsible for any delays that
       occur in wiring funds, including delays in processing by the
       bank.

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

o      The Fund reserves the right to reject any application for any
       reason.

o      If your application does not specify which class of shares you
       are purchasing, it will be assumed that you are investing in
       Class A shares.
<TABLE><CAPTION>
                                    Three ways to invest

1
<S>                  <C>                                             <C>
By regular account   Send your check and application                 Minimum amounts
                     (or your name and account number                Initial investment: $2,000
                     if you have an established account)             Additional
                     to:                                             investments:        $  100
                     American Express Financial Advisors Inc.        Account balances:   $  300*
                     P.O. Box 74                                     Qualified retirement
                     Minneapolis, MN  55440-0074                     accounts:             none
                                                              
                     Your financial advisor will help
                     you with this process. 

2
By scheduled         Contact your financial advisor                  Minimum amounts
investment plan      to set up one of the following                  Initial investment: $100
                     scheduled plans:                                Additional
                                                                     investments:        $100/mo.
                     o  automatic payroll deduction                  Account balances:   none
                                                                     (on active plans of
                     o  bank authorization                           monthly payments)

                     o  direct deposit of
                        Social Security check

                     o  other plan approved by the Fund

3
By wire              If you have an established account,             If this information is not
                     you may wire money to:                          included, the order may be
                                                                     rejected and all money
                     Norwest Bank Minneapolis                        received by the Fund, less
                     Routing No. 091000019                           any costs the Fund or AEFC
                     Minneapolis, MN                                 incurs, will be returned
<PAGE>
PAGE 52 
                     Attn:  Domestic Wire Dept.                      promptly.

                     Give these instructions:                        Minimum amounts
                     Credit IDS Account #00-30-015                   Each wire investment: $1,000
                     for personal account # (your                                  
                     account number) for (your name).

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

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

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

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

How to redeem shares

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

When you redeem shares, the amount you receive may be more or less
than the amount you invested.  Your shares will be redeemed at net
asset value, minus any applicable sales charge, at the close of
business on the day your request is accepted at the Minneapolis
headquarters.  If your request arrives after the close of business,
the price per share will be the net asset value, minus any
applicable sales charge, at the close of business on the next
business day.
   
A redemption is a taxable transaction.  If your proceeds from your
redemption are more or less than the cost of your shares, you will
have a gain or loss, which can affect your tax liability. 
Redeeming shares held in an IRA or qualified retirement account may
subject you to certain federal taxes, penalties and reporting
requirements.  Consult your tax advisor.
    
<TABLE><CAPTION>
                   Two ways to request an exchange or redemption of shares

1
<S>                                <C>
By letter                          Include in your letter:
                                   o  the name of the fund(s)
                                   o  the class of shares to be exchanged or redeemed
                                   o  your account number(s) (for exchanges, both funds must be registered 
                                      in the same ownership)                <PAGE>
PAGE 53 
                                   o  your Taxpayer Identification Number (TIN)
                                   o  the dollar amount or number of shares you want to exchange or redeem
                                   o  signature of all registered account owners
                                   o  for redemptions, indicate how you want your money delivered to you
                                   o  any paper certificates of shares you hold

                                   Regular mail:
                                          American Express Shareholder Service
                                          Attn:  Redemptions
                                          P.O. Box 534
                                          Minneapolis, MN  55440-0534

                                   Express mail:
                                          American Express Shareholder Service     
                                          Attn:  Redemptions
                                          733 Marquette Ave.
                                          Minneapolis, MN  55402

2
By phone
American Express Telephone         o  The Fund and AEFC will honor any telephone exchange or redemption request believed
Transaction Service:                  to be authentic and will use reasonable procedures to confirm that they are. This 
800-437-3133 or                       includes asking identifying questions and tape recording calls.  If reasonable 
612-671-3800                          procedures are not followed, the Fund or AEFC will be liable for any loss
                                      resulting from fraudulent requests.
                                   o  Phone exchange and redemption privileges automatically apply to all accounts except
                                      custodial, corporate or qualified retirement accounts unless you request these
                                      privileges NOT apply by writing American Express Shareholder Service.  Each 
                                      registered owner must sign the request.
                                   o  AEFC answers phone requests promptly, but you may experience delays when call volume 
                                      is high.  If you are unable to get through, use mail procedure as an alternative.
                                   o  Acting on your instructions, your financial advisor may conduct telephone transactions
                                      on your behalf.
                                   o  Phone privileges may be modified or discontinued at any time.

                                   Minimum amount 
                                   Redemption:  $100
                                   
                                   Maximum amount 
                                   Redemption:  $50,000
</TABLE>
Exchange policies:

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

o  Exchanges must be made into the same class of shares of the new
fund.

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

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

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

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

<PAGE>
PAGE 54 
o  AEFC and the Fund reserve the right to reject any exchange,
limit the amount, or modify or discontinue the exchange privilege,
to prevent abuse or adverse effects on the Fund and its
shareholders.  For example, if exchanges are too numerous or too
large, they may disrupt the Fund's investment strategies or
increase its costs.

Redemption policies:
   
o  A "change of mind" option allows you to change your mind after
requesting a redemption and to use all or part of the proceeds to
purchase new shares in the same account from which you redeemed. 
If you reinvest in Class A, you will purchase the new shares at net
asset value rather than the offering price on the date of a new
purchase.  If you reinvest in Class B, any CDSC you paid on the
amount you are reinvesting also will be reinvested.  To take
advantage of this option, send a written request within 30 days of
the date your redemption request was received.  Include your
account number and mention this option.  This privilege may be
limited or withdrawn at any time, and it may have tax consequences.
    
o  A telephone redemption request will not be allowed within 30
days of a phoned-in address change.

Important:  If you request a redemption of shares you recently
purchased by a check or money order that is not guaranteed, the
Fund will wait for your check to clear.  It may take up to 10 days
from the date of purchase before a check is mailed to you.  (A
check may be mailed earlier if your bank provides evidence
satisfactory to the Fund and AEFC that your check has cleared.)
<TABLE><CAPTION>
                    Three ways to receive payment when you redeem shares

1
<S>                                             <C>
By regular or express mail                      o  Mailed to the address on record.
                                                o  Payable to names listed on the account.
       
                                                   NOTE:  The express mail delivery charges 
                                                   you pay will vary depending on the
                                                   courier you select.

2
By wire                                         o  Minimum wire redemption:  $1,000.
                                                o  Request that money be wired to your bank.
                                                o  Bank account must be in the same
                                                   ownership as the IDS fund account.
       
                                                   NOTE:  Pre-authorization required.  For
                                                   instructions, contact your financial
                                                   advisor or American Express Shareholder Service.

3
By scheduled payout plan                        o  Minimum payment:  $50.
                                                o  Contact your financial advisor or American Express
                                                   Shareholder Service to set up regular
                                                   payments to you on a monthly, bimonthly,
                                                   quarterly, semiannual or annual basis.
       
                                                o  Purchasing new shares while under a payout
                                                   plan may be disadvantageous because of
                                                   the sales charges.


/TABLE
<PAGE>
PAGE 55 
Reductions and waivers of the sales charge
Class A - initial sales charge alternative

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

Total investment         Sales charge as a
                         percent of:*

                         Public    Net
                         offering  amount
                         price     invested

Up to $50,000             5.0%       5.26%
Next $50,000              4.5        4.71
Next $400,000             3.8        3.95
Next $500,000             2.0        2.04
$1,000,000 or more        0.0        0.00

* To calculate the actual sales charge on an investment greater
than $50,000 and less than $1,000,000, amounts for each applicable
increment must be totaled.  See the SAI.
 
Reductions of the sales charge on Class A shares

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

o  the amount you are investing in this Fund now,

o  the amount of your existing investment in this Fund, if any, and
   
o  the amount you and your primary household group are investing or
have in other funds in the IDS MUTUAL FUND GROUP that carry a sales
charge.  (The primary household group consists of accounts in any
ownership for spouses or domestic partners and their unmarried
children under 21.  Domestic partners are individuals who maintain
a shared primary residence and have joint property or other
insurable interests.)
    
Other policies that affect your sales charge:

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

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

o  If you intend to invest $1 million over a period of 13 months,
you can reduce the sales charges in Class A by filing a letter of
intent.

For more details, see the SAI.<PAGE>
PAGE 56 

Waivers of the sales charge for Class A shares

Sales charges do not apply to:
   
o  Current or retired board members, officers or employees of the
Fund or AEFC or its subsidiaries, their spouses and unmarried
children under 21.
    
o  Current or retired American Express financial advisors, their
spouses and unmarried children under 21.

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

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

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

o  Purchases made within 30 days after a redemption of shares (up
to the amount redeemed):
   -   of a product distributed by American Express Financial
       Advisors in a qualified plan subject to a deferred sales
       charge or

   -   in a qualified plan where American Express Trust Company has a
       recordkeeping, trustee, investment management or investment
       servicing relationship.

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

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

o  Purchases made through American Express Strategic Portfolio
Service (total amount of all investments made in the Strategic
Portfolio Service must be at least $50,000).

o  Purchases made under the University of Texas System ORP.

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

Class B - contingent deferred sales charge alternative

Where a CDSC is imposed on a redemption, it is based on the amount
of the redemption and the number of calendar years, including the
year of purchase, between purchase and redemption.  The following <PAGE>
PAGE 57 
table shows the declining scale of percentages that apply to
redemptions during each year after a purchase:

If a redemption is                  The percentage rate
made during the                     for the CDSC is:

First year                                5%
Second year                               4%
Third year                                4%
Fourth year                               3%
Fifth year                                2%
Sixth year                                1%
Seventh year                              0%

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

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

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

Waivers of the contingent deferred sales charge

The CDSC on Class B shares will be waived on redemptions of shares:
   
o In the event of the shareholder's death,
o Purchased by any board member, officer or employee of a fund or
AEFC or its subsidiaries,
o Held in a trusteed employee benefit plan,
o Held in IRAs or certain qualified plans for which American
Express Trust Company acts as custodian, such as Keogh plans, tax-
sheltered custodial accounts or corporate pension plans, provided
that the shareholder is:
       - at least 59-1/2 years old, and
    <PAGE>
PAGE 58 
       - taking a retirement distribution (if the redemption is part
       of a transfer to an IRA or qualified plan in a product
       distributed by American Express Financial Advisors, or a
       custodian-to-custodian transfer to a product not distributed
       by American Express Financial Advisors, the CDSC will not be
       waived), or
       - redeeming under an approved substantially equal periodic
       payment arrangement.

For investors in Class A shares who have over $1 million invested
in one year, the 1% CDSC on redemption of those shares will be
waived in the same circumstances described for Class B.

Special shareholder services

Services

To help you track and evaluate the performance of your investments,
AEFC provides these services:

Quarterly statements listing all of your holdings and transactions
during the previous three months.
   
Yearly tax statements featuring average-cost-basis reporting of
capital gains or losses if you redeem your shares along with
distribution information which simplifies tax calculations.
    
A personalized mutual fund progress report detailing returns on
your initial investment and cash-flow activity in your account.  It
calculates a total return to reflect your individual history in
owning Fund shares.  This report is available from your financial
advisor.

Quick telephone reference

American Express Telephone Transaction Service
Redemptions and exchanges, dividend payments or reinvestments and
automatic payment arrangements
National/Minnesota:   800-437-3133
Mpls./St. Paul area:  671-3800

American Express Shareholder Service
Fund performance, objectives and account inquiries   
612-671-3733

TTY Service
For the hearing impaired
800-846-4852

American Express Infoline
Automated account information (TouchToneR phones only), including
current Fund prices and performance, account values and recent
account transactions
National/Minnesota:   800-272-4445
Mpls./St. Paul area:  671-1630

<PAGE>
PAGE 59 
Distributions and taxes
   
As a shareholder you are entitled to your share of the Fund's net
income and any net gains realized on its investments.  The Fund
distributes dividends and capital gain distributions to qualify as
a regulated investment company and to avoid paying corporate income
and excise taxes.  Dividend and capital gain distributions will
have tax consequences you should know about.

Dividend and capital gain distributions

The Portfolio allocates investment income from dividends and
interest and net realized capital gains or losses, if any, to the
Fund.  The Fund deducts direct and allocated expenses from the
investment income.  The Fund's net investment income is distributed
to you at the end of each calendar quarter as dividends. Short-term
capital gains are distributed at the end of the calendar year and
are included in net investment income.  Long-term capital gains are
realized whenever a security held for more than one year is sold
for a higher price.  The Fund will offset any net realized capital
gains by any available capital loss carryovers.  Net realized long-
term capital gains, if any, are distributed at the end of the
calendar year as capital gain distributions.  Before they're
distributed, both net investment income and net long-term capital
gains are included in the value of each share.  After they're
distributed, the value of each share drops by the per-share amount
of the distribution.  (If your distributions are reinvested, the
total value of your holdings will not change.)

Dividends for each class will be calculated at the same time, in
the same manner and will be the same amount prior to deduction of
expenses.  Expenses attributable solely to a class of shares will
be paid exclusively by that class.
    
Reinvestments

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

o      you request the Fund in writing or by phone to pay
       distributions to you in cash, or

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

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

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

<PAGE>
PAGE 60 
If the U.S. Postal Service cannot deliver the checks for the cash
distributions, we will reinvest the checks into your account at the
then-current net asset value and make future distributions in the
form of additional shares.

Taxes
   
The Fund has received a Private Letter Ruling from the Internal
Revenue Service stating that, for purposes of the Internal Revenue
Code, the Fund will be regarded as directly holding its allocable
share of the income and gain realized by the Portfolio.

Distributions are subject to federal income tax and also may be
subject to state and local taxes.  Distributions are taxable in the
year the Fund declares them regardless of whether you take them in
cash or reinvest them.
    
Each January, you will receive a tax statement showing the kinds
and total amount of all distributions you received during the
previous year.  You must report distributions on your tax returns,
even if they are reinvested in additional shares.

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

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

Your Taxpayer Identification Number (TIN) is important.  As with
any financial account you open, you must list your current and
correct Taxpayer Identification Number (TIN) -- either your Social
Security or Employer Identification number.  The TIN must be
certified under penalties of perjury on your application when you
open an account at AEFC.

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

o      a $50 penalty for each failure to supply your correct TIN
o      a civil penalty of $500 if you make a false statement that
       results in no backup withholding
o      criminal penalties for falsifying information

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

<PAGE>
PAGE 61 
How to determine the correct TIN
                                                Use the Social Security or
For this type of account:                       Employer Identification number
                                                of:

Individual or joint account                     The individual or individuals
                                                listed on the account

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

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

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

Sole proprietorship                             The owner 

Partnership                                     The partnership

Corporate                                       The corporation

Association, club or                            The organization
tax-exempt organization
   
For details on TIN requirements, ask your financial advisor or
local American Express Financial Advisors office for federal Form
W-9, "Request for Taxpayer Identification Number and
Certification."
    
Important:  This information is a brief and selective summary of
certain federal tax rules that apply to this Fund.  Tax matters are
highly individual and complex, and you should consult a qualified
tax advisor about your personal situation.
   
How the Fund and Portfolio are organized
    
Shares
   
IDS Investment Series, Inc. currently is composed of two funds,
each issuing its own series of capital stock: IDS Diversified
Equity Income Fund and IDS Mutual.  Each fund is owned by its
shareholders.  Each fund issues shares in three classes - Class A,
Class B and Class Y.  Each class has different sales arrangements
and bears different expenses.  Each class represents interests in
the assets of a fund.  Par value is one cent per share.  Both full
and fractional shares can be issued.
    
<PAGE>
PAGE 62 
The shares of each fund making up IDS Investment Series, Inc.
represent an interest in that fund's assets only (and profits or
losses), and, in the event of liquidation, each share of a fund
would have the same rights to dividends and assets as every other
share of that fund.

Voting rights
   
As a shareholder, you have voting rights over the Fund's management
and fundamental policies.  You are entitled to one vote for each
share you own.  Shares of the Fund have cumulative voting rights. 
Each class has exclusive voting rights with respect to the
provisions of the Fund's distribution plan that pertain to a
particular class and other matters for which separate class voting
is appropriate under applicable law.
    
Shareholder meetings
   
The Fund does not hold annual shareholder meetings.  However, the
board members may call meetings at their discretion, or on demand
by holders of 10% or more of the outstanding shares, to elect or
remove board members.

Special considerations regarding master/feeder structure

The Fund pursues its goal by investing its assets in a master fund
called the Portfolio.  This means that the Fund does not invest
directly in securities; rather the Portfolio invests in and manages
its portfolio of securities.  The Portfolio is a separate
investment company but it has the same goal and investment policies
as the Fund.  The goal and investment policies of the Portfolio are
described under the captions "Investment policies and risks" and
"Facts about investments and their risks."  Additional information
on investment policies may be found in the SAI.

Board considerations:  The board considered the advantages and
disadvantages of investing the Fund's assets in the Portfolio.  The
board believes that the master/feeder structure can be in the best
interest of the Fund and its shareholders since it offers the
opportunity for economies of scale.  The Fund may redeem all of its
assets from the Portfolio at any time.  Should the board determine
that it is in the best interest of the Fund and its shareholders to
terminate its investment in the Portfolio, it would consider hiring
an investment advisor to manage the Fund's assets, or other
appropriate options.  The Fund would terminate its investments if
the Portfolio changed its goals, investment policies or
restrictions without the same change being approved by the Fund.

Other feeders:  The Portfolio sells securities to other affiliated
mutual funds and may sell securities to non-affiliated investment
companies and institutional accounts (known as feeders).  These
feeders buy the Portfolio's securities on the same terms and
conditions as the Fund and pay their proportionate share of the
Portfolio's expenses.  However, their operating costs and sales <PAGE>
PAGE 63 
charges are different from those of the Fund.  Therefore, the
investment returns for other feeders are different from the returns
of the Fund.  Information about other feeders may be obtained by
calling American Express Financial Advisors at 1-800-AXP-SERV.

Each feeder that invests in the Portfolio is different and
activities of its investors may adversely affect all other feeders,
including the Fund.  For example, if one feeder decides to
terminate its investment in the Portfolio, the Portfolio may elect
to redeem in cash or in kind.  If cash is used, the Portfolio will
incur brokerage, taxes and other costs in selling securities to
raise the cash.  This may result in less investment diversification
if entire investment positions are sold, and it also may result in
less liquidity among the remaining assets.  If in-kind distribution
is made, a smaller pool of assets remains that may affect brokerage
rates and investment options.  In both cases, expenses may rise
since there are fewer assets to cover the costs of managing those
assets.


Shareholder meetings:  Whenever the Portfolio proposes to change a
fundamental investment policy or to take any other actions
requiring approval of its security holders, the Fund must hold a
shareholder meeting.  The Fund will vote for or against the
Portfolio's proposals in proportion to the vote it receives for or
against the same proposals from its shareholders.

Board members and officers

Shareholders elect a board that oversees the operations of the Fund
and chooses its officers.  Its officers are responsible for day-to-
day business decisions based on policies set by the board.  The
board has named an executive committee that has authority to act on
its behalf between meetings.  The board members serve on the boards
of all 47 funds in the IDS MUTUAL FUND GROUP, except for Mr.
Dudley.  Mr. Dudley is a board member of all IDS funds except the
nine life funds.  The board members also serve as members of the
board of the Trust which manages the investments of the Fund and
other accounts.  Should any conflict of interest arise between the
interests of the shareholders of the Fund and those of the other
accounts, the board will follow written procedures to address the
conflict.

Board members and officers of the Fund

President and interested board member

William R. Pearce 
President of all funds in the IDS MUTUAL FUND GROUP.

Independent board members

H. Brewster Atwater, Jr.
Former chairman and chief executive officer, General Mills, Inc.

    <PAGE>
PAGE 64 
Lynne V. Cheney
Distinguished fellow, American Enterprise Institute for Public
Policy Research.

Robert F. Froehlke
Former president of all funds in the IDS MUTUAL FUND GROUP.

Heinz F. Hutter
Former president and chief operating officer, Cargill, Inc.

Anne P. Jones
Attorney and telecommunications consultant.
       
Melvin R. Laird
Senior counsellor for national and international affairs, The
Reader's Digest Association, Inc.

Edson W. Spencer
Former chairman and chief executive officer, Honeywell, Inc.

Wheelock Whitney
Chairman, Whitney Management Company.
   
C. Angus Wurtele
Chairman of the board, The Valspar Corporation.

Interested board members who are officers and/or employees of AEFC
    
William H. Dudley
Executive vice president, AEFC.

David R. Hubers
President and chief executive officer, AEFC.

John R. Thomas
Senior vice president, AEFC.

Officers who also are officers and/or employees of AEFC

Peter J. Anderson
Vice president of all funds in the IDS MUTUAL FUND GROUP.

Melinda S. Urion
Treasurer of all funds in the IDS MUTUAL FUND GROUP.

Other officer

Leslie L. Ogg
Vice president, general counsel and secretary of all funds in the
IDS MUTUAL FUND GROUP.
   
Refer to the SAI for the board members' and officers' biographies.

Investment manager 

The Portfolio pays AEFC for managing its assets.  The Fund pays its
proportionate share of the fee.  Under the Investment Management <PAGE>
PAGE 65 
Services Agreement that became effective March 20, 1995 and was
assumed by the Portfolio on May 13, 1996, AEFC is paid a fee for
these services based on the average daily net assets of the
Portfolio, as follows:

     Assets          Annual rate
     (billions)      at each asset level

     First $0.50     0.530%
     Next   0.50     0.505
     Next   1.0      0.480
     Next   1.0      0.455
     Next   3.0      0.430
     Over   6.0      0.400

For the fiscal year ended Sept 30, 1996, the Portfolio paid AEFC a
total investment management fee of 0.51% of its average daily net
assets.  Under the Agreement, the Portfolio also pays taxes,
brokerage commissions and nonadvisory expenses.

Administrator and transfer agent

The Fund pays AEFC for shareholder accounting and transfer agent
services under two agreements.  The first agreement, the
Administrative Services Agreement, has a declining annual rate
beginning at 0.04% and decreasing to 0.02% as assets increase.  The
second agreement, the Transfer Agency Agreement, has an annual fee
per shareholder account as follows:
    
       o   Class A   $15
       o   Class B   $16
       o   Class Y   $15

Distributor
   
The Fund has an exclusive distribution agreement with American
Express Financial Advisors, a wholly owned subsidiary of AEFC. 
Financial advisors representing American Express Financial Advisors
provide information to investors about individual investment
programs, the Fund and its operations, new account applications,
and exchange and redemption requests.  The cost of these services
is paid partially by the Fund's sales charges.

Persons who buy Class A shares pay a sales charge at the time of
purchase.  Persons who buy Class B shares are subject to a
contingent deferred sales charge on a redemption in the first six
years and pay an asset-based sales charge (also known as a 12b-1
plan) of 0.75% of the Fund's average daily net assets.  Class Y
shares are sold without a sales charge and without an asset-based
sales charge.

Financial advisors may receive different compensation for selling
Class A, Class B and Class Y shares.  Portions of the sales charge
also may be paid to securities dealers who have sold the Fund's
shares or to banks and other financial institutions.  The amounts
of those payments range from 0.8% to 4% of the Fund's offering
price depending on the monthly sales volume.
    <PAGE>
PAGE 66 
Under a Shareholder Service Agreement, the Fund also pays a fee for
service provided to shareholders by financial advisors and other
servicing agents.  The fee is calculated at a rate of 0.175% of the
Fund's average daily net assets attributable to Class A and Class B
shares.
   
Total expenses paid by the Fund's Class A shares for the fiscal
year ended Sept. 30, 1996, were 0.93% of its average daily net
assets.  Expenses for Class B and Class Y were 1.69% and 0.76%,
respectively.
    
Total fees and expenses (excluding taxes and brokerage commissions)
cannot exceed the most restrictive applicable state expense
limitation.

About American Express Financial Corporation

General information

The AEFC family of companies offers not only mutual funds but also
insurance, annuities, investment certificates and a broad range of
financial management services.
   
Besides managing investments for all publicly offered funds in the
IDS MUTUAL FUND GROUP, AEFC also manages investments for itself and
its subsidiaries, IDS Certificate Company and IDS Life Insurance
Company.  Total assets under management on Sept. 30, 1996 were more
than $142 billion.

American Express Financial Advisors serves individuals and
businesses through its nationwide network of more than 175 offices
and more than 7,900 advisors.
    
Other AEFC subsidiaries provide investment management and related
services for pension, profit sharing, employee savings and
endowment funds of businesses and institutions.
   
AEFC is located at IDS Tower 10, Minneapolis, MN 55440-0010.  It is
a wholly owned subsidiary of American Express Company (American
Express), a financial services company with headquarters at
American Express Tower, World Financial Center, New York, NY 10285.
The Portfolio may pay brokerage commissions to broker-dealer
affiliates of AEFC.
    <PAGE>
PAGE 67 
Appendix A

Description of corporate bond ratings
   
Bond ratings concern the quality of the issuing corporation.  They
are not an opinion of the market value of the security.  Such
ratings are opinions on whether the principal and interest will be
repaid when due.  A security's rating may change, which could
affect its price.  Ratings by Moody's Investors Service, Inc. are
Aaa, Aa, A, Baa, Ba, B, Caa, Ca and C.  Ratings by Standard &
Poor's Corporation are AAA, AA, A, BBB, BB, B, CCC, CC, C and D. 
The following is a compilation of the two agencies' rating
descriptions.  For further information, see the SAI.
    
Aaa/AAA - Judged to be of the best quality and carry the smallest
degree of investment risk.  Interest and principal are secure.

Aa/AA - Judged to be high-grade although margins of protection for
interest and principal may not be quite as good as Aaa or AAA rated
securities.

A - Considered upper-medium grade.  Protection for interest and
principal is deemed adequate but may be susceptible to future
impairment.

Baa/BBB - Considered medium-grade obligations.  Protection for
interest and principal is adequate over the short-term; however,
these obligations may have certain speculative characteristics.

Ba/BB - Considered to have speculative elements.  The protection of
interest and principal payments may be very moderate.

B - Lack characteristics of more desirable investments.  There may
be small assurance over any long period of time of the payment of
interest and principal.

Caa/CCC - Are of poor standing.  Such issues may be in default or
there may be risk with respect to principal or interest.

Ca/CC - Represent obligations that are highly speculative.  Such
issues are often in default or have other marked shortcomings.

C - Are obligations with a higher degree of speculation.  These
securities have major risk exposures to default.

D - Are in payment default.  The D rating is used when interest
payments or principal payments are not made on the due date.
   
Non-rated securities will be considered for investment when they
possess a risk comparable to that of rated securities consistent
with the Portfolio's objectives and policies.  When assessing the
risk involved in each non-rated security, the Portfolio will
consider the financial condition of the issuer or the protection
afforded by the terms of the security.
    <PAGE>
PAGE 68 

Definitions of zero-coupon and pay-in-kind securities

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

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

<PAGE>
PAGE 69 

Appendix  B

Descriptions of derivative instruments
   
What follows are brief descriptions of derivative instruments the
Portfolio may use.  At various times the Portfolio may use some or
all of these instruments and is not limited to these instruments. 
It may use other similar types of instruments if they are
consistent with the Portfolio's investment goal and policies.  For
more information on these instruments, see the SAI.

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

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.
<PAGE>
PAGE 70 




                                              








           STATEMENT OF ADDITIONAL INFORMATION

                          FOR 

                IDS INVESTMENT SERIES, INC.
                    IDS MUTUAL
   
                    Nov. 29, 1996
    

This Statement of Additional Information (SAI) is not a prospectus. 
It should be read together with the prospectus and the financial
statements contained in the Annual Report which may be obtained
from your American Express financial advisor or by writing to
American Express Shareholder Service, P.O. Box 534, Minneapolis, MN 
55440-0534.
   
This SAI is dated Nov. 29, 1996, and it is to be used with the
prospectus dated Nov. 29, 1996, and the Annual Report for the
fiscal year ended Sept. 30, 1996.
    <PAGE>
PAGE 71 
                                      TABLE OF CONTENTS

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

Additional Investment Policies................................3
   
Security Transactions........................................ 6
    
Brokerage Commissions Paid to Brokers Affiliated with
American Express Financial Corporation........................9

Performance Information.......................................9

Valuing Fund Shares..........................................10

Investing in the Fund........................................12

Redeeming Shares.............................................16

Pay-out Plans................................................17
       
Taxes........................................................18

Agreements...................................................19
   
Organizational Information...................................23

Board Members and Officers...................................23
    
Custodian....................................................27

Independent Auditors.........................................28

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

Prospectus....................................................28

Appendix A:  Description of Bond Ratings and Additional
             Information on Investment Policies...............29

Appendix B:  Foreign Currency Transactions....................32

Appendix C:  Options and Futures Contracts....................37

Appendix D:  Mortgage-Backed Securities.......................43

Appendix E:  Dollar-Cost Averaging............................44
<PAGE>
PAGE 72
    
ADDITIONAL INVESTMENT POLICIES

The Fund pursues its goals by investing all of its assets in
Balanced Portfolio (the "Portfolio") of the Growth and Income Trust
(the "Trust"), a separate investment company, rather than by
directly investing in and managing its own portfolio of securities. 
The Portfolio has the same investment objectives, policies and
restrictions as the Fund.

Fundamental investment policies adopted by a Fund or Portfolio
cannot be changed without the approval of a majority of the
outstanding voting securities of the Fund or Portfolio, as defined
in the Investment Company Act of 1940 (the 1940 Act).  Whenever the
Fund is requested to vote on a change in the investment policies of
the corresponding Portfolio, the Fund will hold a meeting of Fund
shareholders and will cast the Fund's vote as instructed by the
shareholders.

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.

These are investment policies in addition to those presented in the
prospectus.  The policies below are fundamental policies of the
Fund and the Portfolio 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 and the Portfolio
will not:

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

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

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

'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 Portfolio's total assets, based
on current market value at time of purchase, can be invested in any
one industry.
    
'Purchase more than 10% of the outstanding voting securities of an
issuer.
<PAGE>
PAGE 73 
   
'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 Portfolio's total assets may be invested
without regard to this 5% limitation.

'Buy or sell real estate, unless acquired as a result of ownership
of securities or other instruments, except this shall not prevent
the Portfolio 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.

'Buy or sell physical commodities unless acquired as a result of
ownership of securities or other instruments, except this shall not
prevent the Portfolio 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.

'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.

'Purchase securities of an issuer if the board members and officers
of the Fund, the Portfolio and American Express Financial
Corporation (AEFC) hold more than a certain percentage of the
issuer's outstanding securities.  If the holdings of all board
members and officers of the Fund, the Portfolio and AEFC who own
more than 0.5% of an issuer's securities are added together, and if
in total they own more than 5%, the Portfolio will not purchase
securities of that issuer.

'Lend Portfolio securities in excess of 30% of its net assets.  The
current policy of the board is to make these loans, either long- or
short-term, to broker-dealers.  In making loans, the Portfolio gets
the market price in cash, U.S. government securities, letters of
credit or such other collateral as may be permitted by regulatory
agencies and approved by the board.  If the market price of the
loaned securities goes up, the Portfolio 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
Portfolio receives cash payments equivalent to all interest or
other distributions paid on the loaned securities.  A loan will not
be made unless the investment manager believes the opportunity for
additional income outweighs the risks.

Unless changed by the board, the Fund and Portfolio will not:
    
'Buy on margin or sell short, but it may make margin payments in
connection with transactions in futures contracts.

'Invest in a company to control or manage it.

<PAGE>
PAGE 74 
   
'Pledge or mortgage its assets beyond 15% of total assets.  If the
Portfolio were ever to do so, valuation of the pledged or mortgaged
assets would be based on market values.  For purposes of this
restriction, collateral arrangements for margin deposits on futures
contracts are not deemed to be a pledge of assets.
    
'Invest more than 5% of its total assets in securities of
companies, including any predecessors, that have a record of less
than three years continuous operations.
   
'Invest more than 10% of its total assets in securities of
investment companies.  Under one state's law, the Portfolio is
limited to investment in the open market where no commission or
profit to a sponsor or dealer results from the purchase other than
the customary broker's commission, or when the purchase is part of
a plan or merger, consolidation, reorganization, or acquisition. 
The Portfolio has no current intention to invest in securities of
other investment companies.

'Invest more than 5% of its net assets in warrants.  Under one
state's law no more than 2% of the Portfolio's net assets may be
invested in warrants not listed on the New York or American Stock
Exchange.
    
'Invest in exploration or development programs, such as oil, gas or
mineral leases.
   
'Invest more than 10% of its net assets in securities and
derivative instruments that are illiquid.  For purposes of this
policy, illiquid securities include some privately placed
securities, public securities and Rule 144A securities that for one
reason or another may no longer have a readily available market,
repurchase agreements with maturities greater than seven days, non-
negotiable fixed-time deposits and over-the-counter options.
    
In determining the liquidity of Rule 144A securities, which are
unregistered securities offered to qualified institutional buyers,
and interest-only and principal-only fixed mortgage-backed
securities (IOs and POs) issued by the U.S. government or its
agencies and instrumentalities, the investment manager, under
guidelines established by the board, will consider any relevant
factors including the frequency of trades, the number of dealers
willing to purchase or sell the security and the nature of
marketplace trades.

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

<PAGE>
PAGE 75 
   
The Portfolio may make contracts to purchase securities for a fixed
price at a future date beyond normal settlement time (when-issued
securities or forward commitments).  Under normal market
conditions, the Portfolio does not intend to commit more than 5% of
its total assets to these practices.  The Portfolio does not pay
for the securities or receive dividends or interest on them until
the contractual settlement date.  The Portfolio will designate cash
or liquid high-grade debt securities at least equal in value to its
commitments to purchase the securities.  When-issued securities or
forward commitments are subject to market fluctuations and they may
affect the Portfolio's total assets the same as owned securities.

The Portfolio may maintain a portion of its assets in cash and
cash-equivalent investments.  The cash-equivalent investments the
Portfolio may use are 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.  Any cash-equivalent investments in foreign
securities will be subject to the limitations on foreign
investments described in the prospectus.  The Portfolio also may
purchase short-term corporate notes and obligations rated in the
top two classifications by Moody's Investors Service, Inc.
(Moody's) or Standard & Poor's Corporation (S&P) or the equivalent
and may use repurchase agreements with broker-dealers registered
under the Securities Exchange Act of 1934 and with commercial
banks.  A risk of a repurchase agreement is that if the seller
seeks the protection of the bankruptcy laws, the Portfolio's
ability to liquidate the security involved could be impaired.

For a description of bond ratings and additional information on
investment policies, see Appendix A.  For a discussion about
foreign currency transactions, see Appendix B.  For a discussion on
options and futures contracts, see Appendix C.  For a discussion on
mortgage-backed securities, see Appendix D.

SECURITY TRANSACTIONS

Subject to policies set by the board, AEFC is authorized to
determine, consistent with the Portfolio'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, AEFC
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.  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.

<PAGE>
PAGE 76 
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.  AEFC carefully monitors compliance with its Code of
Ethics. 
    
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 AEFC to do so to the extent authorized by law,
if AEFC 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 AEFC's overall responsibilities to the funds
in the IDS MUTUAL FUND GROUP and other funds for which it acts as
investment advisor.

Research provided by brokers supplements 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,
AEFC must follow procedures authorized by the board.  To date,
three procedures have been authorized.  One procedure  permits AEFC
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 AEFC, 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 AEFC, in order to obtain research and brokerage
services, to cause the Portfolio to pay a commission in excess of
the amount another broker might have charged.  AEFC has advised the
Portfolio it is necessary to do business with a number of brokerage
firms on a continuing basis to obtain such 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 <PAGE>
PAGE 77 
able to offer.  As a result of this arrangement, some portfolio
transactions may not be effected at the lowest commission, but AEFC
believes it may obtain better overall execution.  AEFC has assured
the Portfolio 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 shall 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 AEFC in providing advice to all the funds in the IDS
MUTUAL FUND GROUP even though it is not possible to relate the
benefits to any particular fund or account.
   
Each investment decision made for the Fund is made independently
from any decision made for another portfolio, fund or other account
advised by AEFC or any of its subsidiaries.  When the Portfolio
buys or sells the same security as another fund, portfolio or
account, AEFC carries out the purchase or sale in a way the
Portfolio agrees in advance is fair.  Although sharing in large
transactions may adversely affect the price or volume purchased or
sold by the Portfolio, the Fund hopes to gain an overall advantage
in execution.  AEFC has assured the Portfolio it will continue to
seek ways to reduce brokerage costs.

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 Portfolio paid total brokerage commissions of $3,836,080 for
the fiscal year ended Sept. 30, 1996, $2,934,605 for fiscal year
1995, and $5,041,263 for fiscal year 1994.  Substantially all firms
through whom transactions were executed provide research services.

In fiscal year 1996, transactions amounting to $62,799,000, on
which $99,240 in commissions were imputed or paid, were
specifically directed to firms in exchange for research services.

As of the fiscal year ended Sept. 30, 1996, the Portfolio held
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 presented below:

                          Value of Securities
                          Owned at End of
Name of Issuer            Fiscal Year        

J.P. Morgan               $28,884,375
Nations Bank               34,734,375
Dean Witter                34,449,384
Salomon Brothers            6,484,870
Goldman Sachs               9,964,200
Merrill Lynch              12,573,687
Morgan Stanley Group       12,586,917<PAGE>
PAGE 78 
The portfolio turnover rate was 45% in the fiscal year ended Sept.
30, 1996, and 38% in fiscal year 1995.  

BROKERAGE COMMISSIONS PAID TO BROKERS AFFILIATED WITH AMERICAN
EXPRESS FINANCIAL CORPORATION

Affiliates of American Express Company (American Express) (of which
AEFC is a wholly owned subsidiary) may engage in brokerage and
other securities transactions on behalf of the Portfolio according
to procedures adopted by the board and to the extent consistent
with applicable provisions of the federal securities laws.  AEFC
will use an American Express affiliate only if (i) AEFC determines
that the Portfolio will receive prices and executions at least as
favorable as those offered by qualified independent brokers
performing similar brokerage and other services for the Portfolio
and (ii) the affiliate charges the Portfolio 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.
    
AEFC may direct brokerage to compensate an affiliate.  AEFC will
receive research on South Africa from New Africa Advisors, a
wholly-owned subsidiary of Sloan Financial Group.  AEFC owns 100%
of IDS Capital Holdings Inc. which in turn owns 40% of Sloan
Financial Group.  New Africa Advisors will send research to AEFC
and in turn AEFC will direct trades to a particular broker.  The
broker will have an agreement to pay New Africa Advisors.  All
transactions will be on a best execution basis.  Compensation
received will be reasonable for the services rendered.
   
Information about brokerage commissions paid by the Portfolio for
the last three fiscal years to brokers affiliated with AEFC is
contained in the following table:
<TABLE><CAPTION>

                                    For the Fiscal Year Ended Sept. 30,

                                                    1996                              1995            1994     
                             Aggregate                        Percent of           Aggregate       Aggregate
                             Dollar                           Aggregate Dollar     Dollar          Dollar
                             Amount of        Percent of      Amount of            Amount of       Amount of
            Nature           Commissions      Aggregate       Transactions         Commissions     Commissions
            of               Paid to          Brokerage       Involving Payment    Paid to         Paid to
Broker      Affiliation      Broker           Commissions     of Commissions       Broker          Broker
<S>             <C>          <C>              <C>             <C>                  <C>             <C>
American        (1)          $36,239          0.94%           2.02%                $71,051         $503,949
Enterprise
Investment 
Services Inc.

Lehman          (2)           None            None            None                 None             110,985
Brothers Inc.

(1)  Wholly owned subsidiary of AEFC.
(2)  Under common control with AEFC as a subsidiary of American
Express until May 31, 1994.
</TABLE>    
PERFORMANCE INFORMATION

The Fund may quote various performance figures to illustrate past
performance.  An explanation of the methods used by the Fund to
compute performance follows below.
<PAGE>
PAGE 79 
Average annual total return

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

                                 P(1+T)n = ERV

where:      P = a hypothetical initial payment of $1,000
            T = average annual total return
            n = number of years
          ERV = ending redeemable value of a hypothetical $1,000
                payment, made at the beginning of a period, at the
                end of the period (or fractional portion thereof)

Aggregate total return

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

                             ERV - P
                                P

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

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

VALUING FUND SHARES
   
The value of an individual share for each class is determined by
using the net asset value before shareholder transactions for the
day.  On Oct. 1, 1996, the first business day following the end of
the fiscal year, the computation looked like this:
<TABLE><CAPTION>

            Net assets before                       Shares outstanding               Net asset value
            shareholder transactions                at end of previous day           of one share   
<S>            <C>                       <C>        <C>                    <C>      <C>
Class A        $2,781,751,373            divided by 204,992,732            equals   $13.57            
Class B           133,744,937                         9,892,377                      13.52
Class Y         1,118,717,463                        82,440,491                      13.57  

/TABLE
<PAGE>
PAGE 80 
In determining net assets before shareholder transactions, the
Portfolio's securities are valued as follows as of the close of
business of the New York Stock Exchange (the Exchange):
    
'Securities, except bonds other than convertibles, traded on a
securities exchange for which a last-quoted sales price is readily
available are valued at the last-quoted sales price on the exchange
where such security is primarily traded.

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

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

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

'Futures and options traded on major exchanges are valued at the
last-quoted sales price on their primary exchange.
   
'Foreign securities traded outside the United States are generally
valued as of the time their trading is complete, which is usually 
different from the close of the 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.
    
'Short-term securities maturing more than 60 days from the
valuation date are valued at the readily available market price or
approximate market value based on current interest rates.  Short-
term securities maturing in 60 days or less that originally had
maturities of more than 60 days at acquisition date are valued at
amortized cost using the market value on the 61st day before
maturity.  Short-term securities maturing in 60 days or less at
acquisition date are valued at amortized cost.  Amortized cost is
an approximation of market value determined by systematically
increasing the carrying value of a security if acquired at a
discount, or reducing the carrying value if acquired at a premium,
so that the carrying value is equal to maturity value on the
maturity date.

'Securities without a readily available market price, bonds other
than convertibles and other assets are valued at fair value as
determined in good faith by the board.  The board is responsible <PAGE>
PAGE 81 
   
for selecting methods it believes provide fair value.  When
possible, bonds are valued by a pricing service independent from
the Portfolio.  If a valuation of a bond is not available from a
pricing service, the bond will be valued by a dealer knowledgeable
about the bond if such a dealer is available.

The Exchange, AEFC and the Fund will be closed on the following
holidays:  New Year's Day, Memorial Day, Independence Day, Labor
Day, Thanksgiving Day and Christmas Day.
    
INVESTING IN THE FUND

Sales Charge
   
Shares of the Fund are sold at the public offering price determined
at the close of business on the day an application is accepted. 
The public offering price is the net asset value of one share
adjusted for a sales charge, if applicable.  For Class B and Class
Y, there is no initial sales charge so the public offering price is
the same as the net asset value.  For Class A, the public offering
price for an investment of less than $50,000, made Oct. 1, 1996,
was determined by dividing the net asset value of one share,
$13.57, by 0.95 (1.00-0.05 for a maximum 5% sales charge) for a
public offering price of $14.28.  The sales charge is paid to
American Express Financial Advisors by the person buying the
shares.
    
Class A - Calculation of the Sales Charge

Sales charges are determined as follows:

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

First     $   50,000           5.0%                      5.26%
Next          50,000           4.5                       4.71
Next         400,000           3.8                       3.95
Next         500,000           2.0                       2.04
$1,000,000 or more             0.0                       0.00

Sales charges on an investment greater than $50,000 and less than
$1,000,000 are calculated for each increment separately and then
totaled.  The resulting total sales charge, expressed as a
percentage of the public offering price and of the net amount
invested, will vary depending on the proportion of the investment
at different sales charge levels.

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

<PAGE>
PAGE 82 
In the case of the $85,000 investment, the first $50,000 also
incurs a sales charge of $2,500 (5.0% x $50,000) and $35,000 incurs
a sales charge of $1,575 (4.5% x $35,000).  The total sales charge
of $4,075 is 4.79% of the public offering price and 5.04% of the
net amount invested.

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

                                               On total investment, sales
                                             charge as a percentage of        
                                        Public                         Net
                                   Offering Price              Amount Invested
Amount of Investment                            ranges from:                  
<S>                                   <C>                         <C>         
First    $   50,000                        5.00%                       5.26%
More than    50,000 to   100,000      5.00-4.50                   5.26-4.71
More than   100,000 to   500,000      4.50-3.80                   4.71-3.95
More than   500,000 to   999,999      3.80-2.00                   3.95-2.04
$1,000,000 or more                    0.00                        0.00
</TABLE>
The initial sales charge is waived for certain qualified plans that
meet the requirements described in the prospectus.  Participants in
these qualified plans may be subject to a deferred sales charge on
certain redemptions.  The deferred sales charge on certain
redemptions will be waived if the redemption is a result of a
participant's death, disability, retirement, attaining age 59 1/2,
loans or hardship withdrawals.  The deferred sales charge varies
depending on the number of participants in the qualified plan and
total plan assets as follows:

Deferred Sales Charge

                                   Number of Participants

Total Plan Assets                 1-99        100 or more

Less than $1 million               4%             0%

$1 million or more                 0%             0%
_________________________________________________________

Class A - Reducing the Sales Charge

Sales charges are based on the total amount of your investments in
the Fund.  The amount of all prior investments plus any new
purchase is referred to as your "total amount invested."  For
example, suppose you have made an investment of $20,000 and later
decide to invest $40,000 more.  Your total amount invested would be
$60,000.  As a result, $10,000 of your $40,000 investment qualifies
for the lower 4.5% sales charge that applies to investments of more
than $50,000 and up to $100,000.
   
The total amount invested includes any shares held in the Fund in
the name of a member of your primary household group.  (The primary
household group consists of accounts in any ownership for spouses <PAGE>
PAGE 83 
or domestic partners and their unmarried children under 21. 
Domestic partners are individuals who maintain a shared primary
residence and have joint property or other insurable interests.) 
For instance, if your spouse already has invested $20,000 and you
want to invest $40,000, your total amount invested will be $60,000
and therefore you will pay the lower charge of 4.5% on $10,000 of
the $40,000.

Until a spouse remarries, the sales charge is waived for spouses
and unmarried children under 21 of deceased board members, officers
or employees of the Fund or AEFC or its subsidiaries and deceased
advisors.

The total amount invested also includes any investment you or your
immediate family already have in the other publicly offered funds
in the IDS MUTUAL FUND GROUP where the investment is subject to a
sales charge.  For example, suppose you already have an investment
of $30,000 in another IDS Fund.  If you invest $40,000 more in this
Fund, your total amount invested in the funds will be $70,000 and
therefore $20,000 of your $40,000 investment will incur a 4.5%
sales charge.
    
Finally, Individual Retirement Account (IRA) purchases, or other
employee benefit plan purchases made through a payroll deduction
plan or through a plan sponsored by an employer, association of
employers, employee organization or other similar entity, may be
added together to reduce sales charges for shares purchased through
that plan.

Class A - Letter of Intent (LOI)
   
If you intend to invest $1 million over a period of 13 months, you
can reduce the sales charges in Class A by filing a LOI.  The
agreement can start at any time and will remain in effect for 13
months.  Your investment will be charged normal sales charges until
you have invested $1 million.  At that time, your account will be
credited with the sales charges previously paid.  Class A
investments made prior to signing an LOI may be used to reach the
$1 million total, excluding Cash Management Fund and Tax-Free Money
Fund.  However, we will not adjust for sales charges on investments
made prior to the signing of the LOI.  If you do not invest $1
million by the end of 13 months, there is no penalty, you'll just
miss out on the sales charge adjustment.  A LOI is not an option
(absolute right) to buy shares.

Here's an example.  You file a LOI to invest $1 million and make an
investment of $100,000 at that time.  You pay the normal 5% sales
charge on the first $50,000 and 4.5% sales charge on the next
$50,000 of this investment.  Let's say you make a second investment
of $900,000 (bringing the total up to $1 million) one month before
the 13-month period is up.  On the date that you bring your total
to $1 million, AEFC makes an adjustment to your account.  The
adjustment is made by crediting your account with additional
shares, in an amount equivalent to the sales charge previously
paid.
    
<PAGE>
PAGE 84 
Systematic Investment Programs

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

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

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

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

Automatic Directed Dividends

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

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

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

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

<PAGE>
PAGE 85 
Dividends may be directed from accounts established under the
Uniform Gifts to Minors Act (UGMA) or Uniform Transfers to Minors
Act (UTMA) only into other UGMA or UTMA accounts with identical
ownership.

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

REDEEMING SHARES

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

During an emergency, the board can suspend the computation of net
asset value, stop accepting payments for purchase of shares or
suspend the duty of the Fund to redeem shares for more than seven
days.  Such emergency situations would occur if:
   
'The Exchange closes for reasons other than the usual weekend and
holiday closings or trading on the Exchange is restricted, or

'Disposal of the Portfolio's securities is not reasonably
practicable or it is not reasonably practicable for the Portfolio
to determine the fair value of its net assets, or
    
'The SEC, under the provisions of the Investment Company Act of
1940 (the 1940 Act), as amended, declares a period of emergency to
exist.

Should the Fund stop selling shares, the board may make a deduction
from the value of the assets held by the Fund to cover the cost of
future liquidations of the assets so as to distribute fairly these
costs among all shareholders.
   
The Fund has elected to be governed by Rule 18f-1 under the 1940
Act, which obligates the Fund to redeem shares in cash, with
respect to any one shareholder during any 90-day period, up to
lesser of $250,000 or 1% of the net assets of the Fund at the
beginning of the period.  Although redemptions in excess of this
limitation would normally be paid in cash, the Fund reserves the
right to make these payments in whole or in part in securities or
other assets in case of an emergency, or if the payment of a
redemption in cash would be detrimental to the existing
shareholders of the Fund as determined by the board.  In these
circumstances, the securities distributed would be valued as set
forth in the prospectus.  Should the Fund distribute securities, a
shareholder may incur brokerage fees or other transaction costs in
converting the securities to cash.
    
<PAGE>
PAGE 86 
PAY-OUT PLANS

You can use any of several pay-out plans to redeem your investment
in regular installments.  If you redeem Class B shares you may be
subject to a contingent deferred sales charge as discussed in the 
prospectus.  While the plans differ on how the pay-out is figured,
they all are based on the redemption of your investment.  Net
investment income dividends and any capital gain distributions will
automatically be reinvested, unless you elect to receive them in
cash.  If you are redeeming a tax-qualified plan account for which
American Express Trust Company acts as custodian, you can elect to 
receive your dividends and other distributions in cash when
permitted by law.  If you redeem an IRA or a qualified retirement
account, certain restrictions, federal tax penalties and special
federal income tax reporting requirements may apply.  You should
consult your tax advisor about this complex area of the tax law.

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

To start any of these plans, please write or call American Express
Shareholder Service, P.O. Box 534, Minneapolis, MN  55440-0534,
612-671-3733.  Your authorization must be received in the
Minneapolis headquarters at least five days before the date you
want your payments to begin.  The initial payment must be at least
$50.  Payments will be made on a monthly, bimonthly, quarterly,
semiannual or annual basis.  Your choice is effective until you
change or cancel it.

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

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

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

Plan #2:  Redemption of a fixed number of shares

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

<PAGE>
PAGE 87 
Plan #3:  Redemption of a fixed dollar amount

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

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

Payments are made based on a fixed percentage of the net asset
value of the shares in the account computed on the day of each 
payment.  Percentages range from 0.25% to 0.75%.  For example, if
you are on this plan and arrange to take 0.5% each month, you will
get $50 if the value of your account is $10,000 on the payment
date.
   
TAXES
    
If you buy shares in the Fund and then exchange into another fund,
it is considered a sale and subsequent purchase of shares.  Under
the tax laws, if this exchange is done within 91 days, any sales
charge waived on Class A shares on a subsequent purchase of shares
applies to the new shares acquired in the exchange.  Therefore, you
cannot create a tax loss or reduce a tax gain attributable to the
sales charge when exchanging shares within 91 days.

Retirement Accounts
   
If you have a nonqualified investment in the Fund and you wish to
move part or all of those shares to an IRA or qualified retirement
account in the Fund, you can do so without paying a sales charge. 
However, this type of exchange is considered a sale of shares and
may result in a gain or loss for tax purposes.  In addition, this
type of exchange may result in an excess contribution under IRA or
qualified plan regulations if the amount exchanged plus the amount
of the initial sales charge applied to the amount exchanged exceeds
annual contribution limitations.  For example:  If you were to
exchange $2,000 in Class A shares from a nonqualified account to an
IRA without considering the 5% ($100) initial sales charge
applicable to that $2,000, you may be deemed to have exceeded
current IRA annual contribution limitations.  You should consult
your tax advisor for further details about this complex subject.
              
Net investment income dividends received should be treated as
dividend income for federal income tax purposes.  Corporate
shareholders are generally entitled to a deduction equal to 70% of
that portion of the Fund's dividend that is attributable to
dividends the Fund received from domestic (U.S.) securities.  For
the fiscal year ended Sept. 30, 1996, 37.24% of the Fund's net
investment income dividends qualified for the corporate deduction.
    
Capital gain distributions received by individual and corporate
shareholders, if any, should be treated as long-term capital gains
regardless of how long they owned their shares.  Short-term capital
gains earned by the Fund are paid to shareholders as part of their
ordinary income dividend and are taxable.

<PAGE>
PAGE 88 
Under federal tax law, by the end of a calendar year the Fund must
declare and pay dividends representing 98% of ordinary income for
that calendar year and 98% of net capital gains (both long-term and
short-term) for the 12-month period ending Oct. 31 of that calendar
year.  The Fund is subject to an excise tax equal to 4% of the
excess, if any, of the amount required to be distributed over the
amount actually distributed.  The Fund intends to comply with
federal tax law and avoid any excise tax.

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 if 50% or more of the average value of its
assets consists of assets that produce or could produce passive
income.
       
This is a brief summary that relates to federal income taxation
only.  Shareholders should consult their tax advisor as to the
application of federal, state and local income tax laws to Fund
distributions.

AGREEMENTS 

Investment Management Services Agreement
   
The Trust, on behalf of the Portfolio, has an Investment Management
Services Agreement with AEFC.  For its services, AEFC is paid a fee
based on the following schedule:
    
Assets              Annual rate at
(billions)          each asset level

First $1.0              0.530%
Next   1.0              0.505
Next   1.0              0.480
Next   3.0              0.455
Over   6.0              0.430
   
On Sept. 30, 1996, the daily rate applied to the Portfolio's net
assets was equal to 0.492% on an annual basis.  The fee is
calculated for each calendar day on the basis of net assets as of
the close of business two business days prior to the day for which
the calculation is made.
    
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 Class A share of the Fund
and the change in the Lipper Balanced Fund Index (Index).  The
performance of one Class A share of the Fund is measured by
computing the percentage difference between the opening and closing
net asset value of one Class A 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 <PAGE>
PAGE 89 
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.

Where the Fund's Class A share performance exceeds that of the
Index, the base fee will be increased.  Where the performance of 
the Index exceeds the performance of Class A shares, the base fee
will be decreased.  The maximum monthly increase or decrease will
be 0.08% of the Fund's average net assets on an annual basis.
   
The 12 month comparison period rolls over with each succeeding
month, so that it always equals 12 months, ending with the month
for which the performance adjustment is being computed.  The
adjustment decreased the fee by $93,665 for the fiscal year ended
Sept. 30, 1996.

The management fee is paid monthly.  Under the agreement, the total
amount paid was $18,924,906 for the fiscal year ended Sept. 30,
1996, $16,124,106 for fiscal year 1995, and $15,892,139 for fiscal
year 1994.

Under the agreement, the Portfolio also pays taxes, brokerage
commissions and nonadvisory expenses, which include custodian fees;
audit and certain legal fees; fidelity bond premiums; registration
fees for shares; office expenses; consultants' fees; compensation
of board members, officers and employees; corporate filing fees;
organizational expenses; expenses incurred in connection with
lending securities of the Portfolio; and expenses properly payable
by the Portfolio, approved by the board.  Under the agreement, the
nonadvisory expenses paid were $1,744,668 for the fiscal year ended
Sept. 30, 1996, $1,306,758 for fiscal year 1995, and $1,470,303 for
fiscal year 1994.

In this section, the fees and expenses described were paid by the
Portfolio after May 13, 1996.  Prior to that date, fees and
expenses were paid directly by the Fund.
    
<PAGE>
PAGE 90 
Administrative Services Agreement

The Fund has an Administrative Services Agreement with AEFC.  Under
this agreement, the Fund pays AEFC for providing administration and
accounting services.  The fee is calculated as follows:

     Assets          Annual rate
     (billions)      each asset level

     First $1.0      0.040%
     Next   1.0      0.035
     Next   1.0      0.030
     Next   3.0      0.025
     Over   6.0      0.020
   
On Sept. 30, 1996, the daily rate applied to the Fund's net assets
was equal to 0.032% on an annual basis.  The fee is calculated for
each calendar day on the basis of net assets as of the close of
business two business days prior to the day for which the
calculation is made.  Under the agreement, the Fund paid fees of
$1,266,274 for the fiscal year ended Sept. 30, 1996.

Transfer Agency Agreement

The Fund has a Transfer Agency Agreement with AEFC.  This agreement
governs AEFC's responsibility for administering and/or performing
transfer agent functions, for acting as service agent in connection
with dividend and distribution functions and for performing
shareholder account administration agent functions in connection 
with the issuance, exchange and redemption or repurchase of the
Fund's shares.  Under the agreement, AEFC will earn a fee from the
Fund determined by multiplying the number of shareholder accounts
at the end of the day by a rate determined for each class per year
and dividing by the number of days in the year.  The rate for Class
A and Class Y is $15 per year and for Class B is $16 per year.  The
fees paid to AEFC may be changed from time to time upon agreement
of the parties without shareholder approval.  Under the agreement,
the Fund paid fees of $5,017,707 for the fiscal year ended Sept.
30, 1996.

Distribution Agreement

Under a Distribution Agreement, sales charges deducted for
distributing Fund shares are paid to American Express Financial
Advisors daily.  These charges amounted to $5,005,077 for the
fiscal year ended Sept. 30, 1996.  After paying commissions to
personal financial advisors, and other expenses, the amount
retained was $327,126.  The amounts were $3,942,864 and $2,846,475
for fiscal year 1995, and $6,860,759 and $2,497,534 for fiscal year
1994.

<PAGE>
PAGE 91 
Additional information about commissions and compensation for the
fiscal year ended Sept. 30, 1996, is contained in the following
table:    
<TABLE><CAPTION>

(1)           (2)             (3)             (4)           (5)
              Net             Compensation
Name of       Underwriting    on Redemption
Principal     Discounts and   and             Brokerage     Other
Underwriter   Commissions     Repurchases     Commissions   Compensation
<S>           <C>                <C>          <C>           <C>
AEFC             None            None         $36,239*      $623,346**

American
Express
Financial
Advisors      $5,005,077         None            None          None
</TABLE>
*For further information see "Brokerage Commissions Paid to Brokers
Affiliated with AEFC."
**Distribution fees paid pursuant to the Plan and Agreement of
Distribution.

Shareholder Service Agreement

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

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

The Plan must be approved annually by the board, including a
majority of the disinterested 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 securities of the
Fund's Class B shares or by American Express Financial Advisors.  

<PAGE>
PAGE 92 
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,
as amended.  The Plan may not be amended to increase the amount to 
be spent for distribution without shareholder approval, and all 
material amendments to the Plan must be approved by a majority of
the 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.  For the fiscal year ended Sept. 30,
1996, under the agreement, the Fund paid fees of $623,346.

Total fees and expenses

Total combined fees and nonadvisory expenses of both the Fund and
the Portfolio cannot exceed the most restrictive applicable state
limitation.  Currently, the most restrictive applicable state
expense limitation, subject to exclusion of certain expenses, is
2.5% of the first $30 million of the Fund's average daily net
assets, 2% of the next $70 million and 1.5% of average daily net
assets over $100 million, on an annual basis.  At the end of each
month, if the fees and expenses of the Fund exceed this limitation
for the Fund's fiscal year in progress, AEFC will assume all
expenses in excess of the limitation.  AEFC then may bill the Fund
for such expenses in subsequent months up to the end of that fiscal
year, but not after that date.  No interest charges are assessed by
AEFC for expenses it assumes.  The Fund paid total fees and
nonadvisory expenses of $32,309,021 for the fiscal year ended Sept.
30, 1996.

ORGANIZATIONAL INFORMATION

IDS Investment Series. Inc., of which IDS Mutual is a part, is an
open-end management company, as defined in the Investment Company
Act of 1940.  Originally incorporated on Jan. 18, 1940 in Nevada, 
IDS Investment Series, Inc. changed its state of incorporation on
June 13, 1986 by merging into a Minnesota corporation incorporated
on April 7, 1986.  The Fund headquarters are at 901 S. Marquette
Ave., Suite 2810, Minneapolis, MN  55402, 3268.

BOARD MEMBERS AND OFFICERS

The following is a list of the Fund's board members who, except for
Mr. Dudley, are also board members and officers of all 47 funds in
the IDS MUTUAL FUND GROUP.  Mr. Dudley is a board member of all the
funds except the nine life funds.  The board members and officers
are also board members and officers of all five trusts in the
Preferred Master Trust Group.  All shares have cumulative voting
rights with respect to the election of board members.

<PAGE>
PAGE 93 
H. Brewster Atwater Jr. 
Born in 1931
4900 IDS Tower
Minneapolis, Mn

Former chairman and chief executive officer, General Mills, Inc.
Director, Merck & Co., Inc. and Darden Restaurants, Inc.

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, the Interpublic Group of Companies, Inc.
(advertising), and FPL Group, Inc. (holding company for Florida
Power and Light).

William H. Dudley**
Born in 1932
2900 IDS Tower 
Minneapolis, MN

Executive vice president and director of AEFC.
    
Robert F. Froehlke+
Born in 1922
1201 Yale Place
Minneapolis, MN  

Former president of all funds in the IDS MUTUAL FUND GROUP. 
Director, the ICI Mutual Insurance Co., Institute for Defense
Analyses, Marshall Erdman and Associates, Inc. (architectural
engineering) and Public Oversight Board of the American Institute
of Certified Public Accountants.
   
David R. Hubers+**
Born in 1943
2900 IDS Tower
Minneapolis, MN

President, chief executive officer and director of AEFC. 
Previously, senior vice president, finance and chief financial
officer of AEFC.

Heinz F. Hutter+'
Born in 1929
P.O. Box 2187
Minneapolis, MN

Former president and chief operating officer, Cargill, Incorporated
(commodity merchants and processors). 
    
<PAGE>
PAGE 94 
   
Anne P. Jones
Born in 1935
5716 Bent Branch Rd.
Bethesda, MD

Attorney and telecommunications consultant.  Former partner, law
firm of Sutherland, Asbill & Brennan.  Director, Motorola, Inc. and
C-Cor Electronics, Inc.
           
Melvin R. Laird
Born in 1922
Reader's Digest Association, Inc.
1730 Rhode Island Ave., N.W.
Washington, D.C.

Senior counsellor for national and international affairs, The
Reader's Digest Association, Inc.  Former nine-term congressman,
secretary of defense and presidential counsellor.  Director, Martin
Marietta Corp., Metropolitan Life Insurance Co., The Reader's
Digest Association, Inc., Science Applications International Corp.,
Wallace Reader's Digest Funds and Public Oversight Board (SEC
Practice Section, American Institute of Certified Public
Accountants).
       
William R. Pearce+*
Born in 1927
901 S. Marquette Ave.
Minneapolis, MN 

President of all funds in the IDS MUTUAL FUND GROUP since June
1993.  Former vice chairman of the board, Cargill, Incorporated
(commodity merchants and processors).
   
Edson W. Spencer+
Born in 1926
4900 IDS Center
80 S. 8th St.
Minneapolis, MN

President, Spencer Associates Inc. (consulting).  Former chairman
of the board and chief executive officer, Honeywell Inc.  Director,
Boise Cascade Corporation (forest products).  Member of
International Advisory Council, of NEC (Japan).
    
John R. Thomas**
Born in 1937
2900 IDS Tower
Minneapolis, MN

Senior vice president and director of AEFC.

Wheelock Whitney+
Born in 1926
1900 Foshay Tower
821 Marquette Ave.
Minneapolis, MN

Chairman, Whitney Management Company (manages family assets).<PAGE>
PAGE 95 
   
C. Angus Wurtele'
Born in 1934
Valspar Corporation
Suite 1700
Foshay Tower
Minneapolis, MN

Chairman of the board and retired chief executive officer, The
Valspar Corporation (paints).  Director, Bemis Corporation
(packaging), Donaldson Company (air cleaners & mufflers) and
General Mills, Inc. (consumer foods).
    
+ Member of executive committee.
' Member of joint audit committee.
* Interested person by reason of being an officer and employee of
the Fund.
**Interested person by reason of being an officer, board member,
employee and/or shareholder of AEFC or American Express. 

The board also has appointed officers who are responsible for day-
to-day business decisions based on policies it has established. 
   
In addition to Mr. Pearce, who is president, the Fund's other
officers are:
    
Leslie L. Ogg
Born in 1938
901 S. Marquette Ave.
Minneapolis, MN

Vice president, general counsel and secretary of all funds in the
IDS MUTUAL FUND GROUP.

Officers who also are officers and/or employees of AEFC

Peter J. Anderson
Born in 1942
IDS Tower 10
Minneapolis, MN

Vice president-investments of all funds in the IDS MUTUAL FUND
GROUP.  Director and senior vice president-investments of AEFC.

Melinda S. Urion
Born in 1953
IDS Tower 10
Minneapolis, MN
   
Treasurer of all funds in the IDS MUTUAL FUND GROUP.  Director,
senior vice president and chief financial officer of AEFC. 
Director and executive vice president and controller of IDS Life
Insurance Company.

Members of the board who are not officers of the Fund or of AEFC
receive an annual fee of $800 and the Chair of the Contracts 
Committee receives an additional $90.  Board Members receive a $50
per day attendance fee for the board meetings.  The attendance fee <PAGE>
PAGE 96 
for meetings of the Contracts and Investment Review Committees is
$50; for meetings of the Audit Committee and Personnel Committee
$25 and for traveling from out-of-state $8.  Expenses for attending
meetings are reimbursed.    

During the fiscal year ended Sept. 30, 1996, the members of the
board, for attending up to 23 meetings, received the following
compensation:
<TABLE><CAPTION>

                                                      Compensation Table

                                   Pension or       Estimated
                    Aggregate      Retirement       annual        Total cash
                    compensation   benefits         benefit       compensation
                    from the       accrued as       upon          from the IDS
Board member        Fund           Fund expenses*   retirement    MUTUAL FUND GROUP
<S>                 <C>            <C>              <C>           <C>
Lynne V. Cheney     $3,274         $  584           $1,750        $69,300          
Robert F. Froehlke   3,269          2,224            1,750         69,100
Heinz F. Hutter      3,281            910              846         69,300
Anne P. Jones        3,314            612            1,750         70,800
Donald M. Kendall    2,324          2,117            1,750         41,000
(part of year)
Melvin R. Laird      3,366          1,991            1,750         72,900
Lewis W. Lehr        2,376            196            1,706         43,000
(part of year)
Edson W. Spencer     3,421            836              933         75,100
Wheelock Whitney     3,296          1,195            1,750         70,300
C. Angus Wurtele     3,212            988            1,735         66,800
</TABLE>
On Sept. 30, 1996, the Fund's board members and officers as a group
owned less than 1% of the outstanding shares.  During the fiscal
year ended Sept. 30, 1996, no board member or officer earned more
than $60,000 from this Fund.  All board members and officers as a
group earned $284,027 including $11,653 of retirement plan
benefits, from this Fund.

* The Fund had a retirement plan for its independent board members. 
The Plan was terminated April 30, 1996.

CUSTODIAN

The Trust'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
Fund also retains the custodian pursuant to 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 Portfolio 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 arrangement with the
Morgan Stanley Trust Company (Morgan Stanley), One Pierrepont
Plaza, Eighth Floor, Brooklyn, NY  11201-2775.  As part of this
arrangement, securities purchased outside the United States are
maintained in the custody of various foreign branches of Morgan
Stanley or in such other financial institutions as may be permitted
by law and by the Fund's sub-custodian agreement.

<PAGE>
PAGE 97 
INDEPENDENT AUDITORS

The financial statements contained in the Annual Report to
shareholders for the fiscal year ended Sept. 30, 1996, were audited
by independent auditors, KPMG Peat Marwick LLP, 4200 Norwest
Center, 90 S. Seventh St., Minneapolis, MN  55402-3900.  The
independent auditors also provide other accounting and tax-related
services as requested by the Fund.

FINANCIAL STATEMENTS

The Independent Auditors' Report and the Financial Statements,
including Notes to the Financial Statements and the Schedule of
Investments in Securities, contained in the 1996 Annual Report to
shareholders, pursuant to Section 30(d) of the Investment Company
Act of 1940, as amended, are hereby incorporated in this SAI by
reference.  No other portion of the Annual Report, however, is
incorporated by reference.

PROSPECTUS
   
The prospectus for IDS Mutual dated Nov. 29, 1996, is hereby
incorporated in this SAI by reference.
    <PAGE>
PAGE 98 
APPENDIX A

DESCRIPTION OF BOND RATINGS AND ADDITIONAL INFORMATION ON
INVESTMENT POLICIES

These ratings concern the quality of the issuing corporation.  They
are not an opinion of the market value of the security.  Such
ratings are opinions on whether the principal and interest will be
repaid when due.  A security's rating may change which could affect
its price.

Ratings by Moody's Investors Service, Inc. are Aaa, Aa, A, Baa, Ba,
B, Caa, Ca, and C.

Bonds rated:

Aaa are judged to be of the best quality.  They carry the smallest
degree of investment risk and are generally referred to as "gilt
edged."  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.

Aaa 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 which make the long-term risk
appear somewhat larger than the Aaa securities.

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 which suggest a susceptibility to
impairment some time in the future.

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 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 generally lack characteristics of the desirable investment. 
Assurance of interest and principal payments or of maintenance of
other terms of the contract over any long period of time may be
small.
<PAGE>
PAGE 99 
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 represent obligations which are speculative in a high degree. 
Such issues are often in default or have other marked shortcomings.

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.

Ratings by Standard & Poor's Corporation are AAA, AA, A, BBB, BB,
B, CCC, CC, C and D.

AAA has the highest rating assigned by S&P.  Capacity to pay
interest and repay principal is extremely strong.

AA has a very strong capacity to pay interest and repay principal
and differs from the highest rated issues only in small degree.

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.

BBB is regarded as having 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.

BB has less near-term vulnerability to default than other
speculative issues.  However, it faces major ongoing uncertainties
or exposure to adverse business, financial, or economic conditions
which could lead to inadequate capacity to meet timely interest and
principal payments.  The BB rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied
BBB- rating.

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 is also used for debt subordinated to senior
debt that is assigned an actual or implied BB or BB- rating.

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 is also used
for debt subordinated to senior debt that is assigned an actual or
implied B or B- rating.

<PAGE>
PAGE 100 
CC typically is applied to debt subordinated to senior debt that is
assigned an actual or implied CCC rating.

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.

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

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

Definitions of Zero-Coupon and Pay-In-Kind Securities

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

A pay-in-kind security is a security in which the issuer has the
option to make interest payments in cash or in additional
securities.  The securities issued as interest usually have the
same terms, including maturity date, as the pay-in-kind securities.
       <PAGE>
PAGE 101
APPENDIX B

FOREIGN CURRENCY TRANSACTIONS
   
Since investments in foreign countries usually involve currencies
of foreign countries, and since the Portfolio may hold cash and
cash-equivalent investments in foreign currencies, the value of the
Portfolio'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 Portfolio may incur costs
in connection with conversions between various currencies.

Spot Rates and Forward Contracts.  The Portfolio 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.  A forward contract involves an obligation to buy
or sell a specific currency at a future date, which may be any
fixed number of days from the contract date, at a price set at the
time of the contract.  These contracts are traded in the interbank
market conducted directly between currency traders (usually large
commercial banks) and their customers.  A forward contract
generally has no deposit requirements.  No commissions are charged
at any stage for trades.

The Portfolio may enter into forward contracts to settle a security
transaction or handle dividend and interest collection.  When the
Portfolio 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 Portfolio 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 Portfolio also may enter into forward contracts when management
of the Portfolio believes the currency of a particular foreign
country may suffer a substantial decline against another currency. 
It may enter into a forward contract to sell, for a fixed amount of
dollars, the amount of foreign currency approximating the value of
some or all of the Portfolio's securities denominated in such
foreign currency.  The precise matching of forward contract amounts
and the value of securities involved generally will not be possible
since the future value of such 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 Portfolio will not enter into such forward 
contracts or maintain a net exposure to such contracts when <PAGE>
PAGE 102 
consummating the contracts would obligate the Portfolio to deliver
an amount of foreign currency in excess of the value of the
Portfolio's securities or other assets denominated in that
currency.

The Portfolio will designate cash or securities in an amount equal
to the value of the Portfolio'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 Portfolio's commitments on such contracts.

At maturity of a forward contract, the Portfolio 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 Portfolio retains the security and engages in an offsetting
transaction, the Portfolio will incur a gain or a loss (as
described below) to the extent there has been movement in forward
contract prices.  If the Portfolio 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 Portfolio enters into a forward contract for
selling foreign currency and the date it enters into an offsetting
contract for purchasing the foreign currency, the Portfolio 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 Portfolio 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 Portfolio to buy additional foreign currency on
the spot market (and bear the expense of such purchase) if the
market value of the security is less than the amount of foreign
currency the Portfolio 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 Portfolio is obligated to deliver.

The Portfolio's dealing in forward contracts will be limited to the
transactions described above.  This method of protecting the value
of the Portfolio'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 such 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.

<PAGE>
PAGE 103 
Although the Portfolio 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 Portfolio at one rate, while offering a
lesser rate of exchange should the Portfolio desire to resell that
currency to the dealer.

Options on Foreign Currencies.  The Portfolio may buy put and write
covered call 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 such diminutions in
the value of securities, the Portfolio may buy put options on the
foreign currency.  If the value of the currency does decline, the
Portfolio will have the right to sell such currency for a fixed
amount in dollars and will thereby offset, in whole or in part, the
adverse effect on its portfolio which otherwise would have
resulted.

As in the case of other types of options, however, the benefit to
the Portfolio 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
Portfolio could sustain losses on transactions in foreign currency
options which would require it to forego a portion or all of the
benefits of advantageous changes in such rates.

The Portfolio may write options on foreign currencies for the same
types of hedging purposes.  For example, when the Portfolio
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 option, 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 Portfolio would be required to buy or sell the underlying 
currency at a loss which may not be offset by the amount of the
premium.  Through the writing of options on foreign currencies, the
Portfolio also may be required to forego all or a portion of the
benefits which might otherwise have been obtained from favorable
movements on exchange rates.

<PAGE>
PAGE 104 
All options written on foreign currencies will be covered. An
option written on foreign currencies is covered if the Portfolio
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 Portfolio 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
the 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 Portfolio 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 <PAGE>
PAGE 105 
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 Portfolio may use currency futures
for the same purposes as currency forward contracts, subject to
Commodity Futures Trading Commission (CFTC) limitations.  All
futures contracts are aggregated for purposes of the percentage
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 values of the Portfolio's investments.  A
currency hedge, for example, should protect a Yen-denominated bond
against a decline in the Yen, but will not protect the Portfolio
against price decline if the issuer's creditworthiness
deteriorates.  Because the value of the Portfolio'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 Portfolio's
investments denominated in that currency over time.

The Portfolio will hold securities or other options or futures
positions whose values are expected to offset its obligations. The
Portfolio will not enter into an option or futures position that
exposes the Portfolio 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.
    <PAGE>
PAGE 106 
APPENDIX C

OPTIONS AND FUTURES CONTRACTS
   
The Portfolio may buy or write options traded on any U.S. or
foreign exchange or in the over-the-counter market.  The Portfolio
may enter into interest rate futures contracts and stock index
futures contracts traded on any U.S. or foreign exchange.  The
Portfolio also may buy or write put and call options on these
futures and on stock indexes.  Options in the over-the-counter
market will be purchased only when the investment manager believes
a liquid secondary market exists for the options and only from
dealers and institutions the investment manager believes present a
minimal credit risk.  Some options are exercisable only on a
specific date.  In that case, or if a liquid secondary market does
not exist, the Portfolio could be required to buy or sell
securities at disadvantageous prices, thereby incurring losses.
    
OPTIONS.  An option is a contract.  A person who buys a call option
for a security has the right to buy the security at a set price for
the length of the contract.  A person who sells a call option is
called a writer.  The writer of a call option agrees to sell the
security at the set price when the buyer wants to exercise the
option, no matter what the market price of the security is at that
time.  A person who buys a put option has the right to sell a
security at a set price for the length of the contract.  A person
who writes a put option agrees to buy the security at the set price
if the purchaser wants to exercise the option, no matter what the
market price of the security is at that time.  An option is covered
if the writer owns the security (in the case of a call) or sets
aside the cash 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 the buyer generally pays a broker a commission.  The
writer receives a premium, less another commission, at the time the
option is written.  The cash received is retained by the writer
whether or not the option is exercised.  A writer of a call option
may have to sell the security for a below-market price if the
market price rises above the exercise price.  A writer of a put
option may have to pay an above-market price for the security if
its market price decreases below the exercise price.  The risk of
the writer is potentially unlimited, unless the option is covered.
   
Options can be used to produce incremental earnings, protect gains
and facilitate buying and selling securities for investment
purposes.  The use of options and futures contracts may benefit the
Portfolio and its shareholders by improving the Portfolio's
liquidity and by helping to stabilize the value of its net assets.
    
Buying options.  Put and call options may be used as a trading
technique to facilitate buying and selling securities for
investment reasons.  Options are used as a trading technique to
take advantage of any disparity between the price of the underlying
security in the securities market and its price on the options <PAGE>
PAGE 107 
   
market.  It is anticipated the trading technique will be utilized 
only to effect a transaction when the price of the security plus
the option price will be as good or better than the price at which
the security could be bought or sold directly.  When the option is
purchased, the Portfolio pays a premium and a commission.  It then
pays a second commission on the purchase or sale of the underlying
security when the option is exercised.  For record keeping and tax
purposes, the price obtained on the purchase of the underlying
security will be the combination of the exercise price, the premium
and both commissions.  When using options as a trading technique,
commissions on the option will be set as if only the underlying
securities were traded.

Put and call options also may be held by the Portfolio for
investment purposes.  Options permit the Portfolio to experience
the change in the value of a security with a relatively small
initial cash investment.

The risk the Portfolio assumes when it buys an option is the loss
of the premium.  To be beneficial to the Portfolio, 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.

Writing covered options.  The Portfolio will write covered options
when it feels it is appropriate and will follow these guidelines:

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

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

'The Portfolio will write options only as permitted under federal
or state laws or regulations, such as those that limit the amount
of total assets subject to the options.  While no limit has been
set by the Portfolio, it will conform to the requirements of those
states.  For example, California limits the writing of options to
50% of the assets of a fund.
    
Net premiums on call options closed or premiums on expired call
options are treated as short-term capital gains.  Since the fund is
taxed as a regulated investment company under the Internal Revenue
Code, any gains on options and other securities held less than
three months must be limited to less than 30% of its annual gross
income.

<PAGE>
PAGE 108 
   
If a covered call option is exercised, the security is sold by the
Portfolio.  The premium received upon writing the option is added
to the proceeds received from the sale of the security.  The
Portfolio will recognize a capital gain or loss based upon the
difference between the proceeds and the security's basis.  Premiums
received from writing outstanding options are included as a
deferred credit in the Statement of Assets and Liabilities and
adjusted daily to the current market value.

Options on many securities are listed on options exchanges.  If the
Portfolio 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.

Options on certain securities are not actively traded on any
exchange, but may be entered into directly with a dealer.  When the
Portfolio writes such an option, the Custodian will segregate
assets as appropriate to cover the option.  These options may be
more difficult to close.  If the Portfolio is unable to effect a
closing purchase transaction, it will not be able to sell the
underlying security until the call written by the Portfolio expires
or is exercised.
    
FUTURES CONTRACTS.  A futures contract is an agreement between two
parties to buy and sell a security for a set price on a future
date.  Futures contracts trade in a manner similar to the way a
stock trades on a stock exchange and the commodity exchanges,
through their clearing corporations, guarantee performance of the
contracts.  Futures contracts are commodity contracts listed on
commodity exchanges.  They include contracts based on U.S. Treasury
bonds and on Standard & Poor's 500 Index (S&P 500 Index).  In the
case of S&P 500 index futures contracts, the specified multiple is
$500.  Thus, if the value of the S&P 500 Index were 150, the value
of one contract would be $75,000 (150 x $500).
   
Unlike other futures contracts, a stock index futures contract
specifies that no delivery of the actual stocks making up the index
will take place.  Instead, settlement in cash must occur upon the
termination of the contract.  For example, excluding any
transaction costs, if the Portfolio enters into one futures
contract to buy the S&P 500 Index at a specified future date at a
contract value of 150 and the S&P 500 Index is at 154 on that
future date, the Portfolio will gain $500 x (154-150) or $2,000.  

If the Portfolio enters into one futures contract to sell the S&P
500 Index at a specified future date at a contract value of 150 and
the S&P 500 Index is at 152 on that future date, the Portfolio will
lose $500 x (152-150) or $1,000.
    
Generally, a futures contract is terminated by entering into an
offsetting transaction.  An offsetting transaction is effected by 
the Portfolio taking an opposite position.  At the time a futures 
contract is made, a good faith deposit called initial margin is set
<PAGE>
PAGE 109 
   
up within a segregated account at the Portfolio's custodian bank. 
Daily thereafter, the futures contract is valued and the payment of
variation margin is required so that each day the Portfolio would
pay out cash in an amount equal to any decline in the contract's
value or receive cash equal to any increase.  At the time a futures
contract is closed out, a nominal commission is paid, which is
generally lower than the commission on a comparable transaction in
the cash markets.

The purpose of a futures contract is to allow the Portfolio to gain
rapid exposure to or protect itself from changes in the market
without actually buying or selling securities.  For example, if the
Portfolio owned long-term bonds and interest rates were expected to
increase, it might enter into futures contracts to sell securities
which would have much the same effect as selling some of the long-
term bonds it owned.  If interest rates did increase, the value of
the debt securities in the portfolio would decline, but the value
of the Portfolio's futures contracts would increase at
approximately the same rate, thereby keeping the net asset value of
the Portfolio from declining as much as it otherwise would have. 
If, on the other hand, the Portfolio held cash reserves and
interest rates were expected to decline, the Portfolio might enter
into interest rate futures contracts for the purchase of
securities.  If short-term rates were higher than long-term rates,
the ability to continue holding these cash reserves would have a
very beneficial impact on the Portfolio's earnings.  Even if short-
term rates were not higher, the Portfolio would still benefit from
the income earned by holding these short-term investments.  At the
same time, by entering into futures contracts for the purchase of
securities, the Portfolio could take advantage of the anticipated
rise in the value of long-term bonds without actually buying them
until the market had stabilized.  At that time, the futures
contracts could be liquidated and the Portfolio's cash reserves
could then be used to buy long-term bonds on the cash market.  The
Portfolio could accomplish similar results by selling bonds with
long maturities and investing in bonds with short maturities when
interest rates are expected to increase or by buying bonds with
long maturities and selling bonds with short maturities when
interest rates are expected to decline.  But by using futures
contracts as an investment tool, given the greater liquidity in the
futures market than in the cash market, it might be possible to
accomplish the same result more easily and more quickly.

Risks of Transactions in Futures Contracts

The Portfolio may elect to close some or all of its contracts prior
to expiration.  Although the Portfolio intends to enter into
futures contracts only on exchanges or boards of trade where there
appears to be an active secondary market, there is no assurance
that a liquid secondary market will exist for any particular
contract at any particular time.  In such event, it may not be
possible to close a futures contract position, and in the event of
adverse price movements, the Portfolio would have to make daily
cash payments of variation margin.  Such price movements, however,
will be offset all or in part by the price movements of the 
securities owned by the Portfolio.  Of course, there is no <PAGE>
PAGE 110 
guarantee the price of the securities will correlate with the price
movements in the futures contract and thus provide an offset to
losses on a futures contract.

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

In addition, the Portfolio's investment manager could be incorrect
in its expectations as to the direction or extent of various
interest rate or market movements or the time span within which the
movements take place.  For example, if the Portfolio sold futures
contracts for the sale of securities in anticipation of an increase
in interest rates, and interest rates declined instead, the
Portfolio would lose money on the sale.

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, an option on a
futures contract merely entitles its holder to decide on or before
a future date (within nine months of the date of issue) whether to
enter into such a contract.  If the holder decides not to enter
into the contract, all that is lost is the amount (premium) paid
for the option.  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 and that change is reflected in the net asset value of
the Portfolio.

The risk the Portfolio assumes when it buys an option is the loss
of the premium paid for the option.  The risk involved in writing
options on futures contracts the Portfolio owns, or on securities
held in its portfolio, is that there could be an increase in the
market value of such contracts or securities.  If that occurred, 
the option would be exercised and the asset sold at a lower price
than the cash market price.  To some extent, the risk of not
realizing a gain could be reduced by entering into a closing
transaction.  The Portfolio could enter into a closing transaction
by purchasing an option with the same terms as the one it had
previously sold.  The cost to close the option and terminate the
Portfolio's obligation, however, might be more or less than the
premium received when it originally wrote the option.  Further, the
Portfolio 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.

    <PAGE>
PAGE 111 
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.  Such options would be used in the same manner
as options on futures contracts.
   
TAX TREATMENT.  As permitted under federal income tax laws, the
Portfolio 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 Portfolio being required to defer recognizing losses
incurred by entering into futures contracts and losses on
underlying securities identified as being hedged against.

Federal income tax treatment of gains or losses from transactions
in options on futures contracts and indexes will depend on whether
such option is a section 1256 contract.  If the option is a non-
equity option, the Portfolio 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.  Certain provisions of the Internal Revenue Code
may also limit the Portfolio's ability to engage in futures
contracts and related options transactions.  For example, at the
close of each quarter of the Portfolio's taxable year, at least 50%
of the value of its assets must consist of cash, government
securities and other securities, subject to certain diversification
requirements.  Less than 30% of its gross income must be derived
from sales of securities held less than three months.
    
The IRS has ruled publicly that an exchange-traded call option is a
security for purposes of the 50%-of-assets test and that its issuer
is the issuer of the underlying security, not the writer of the
option, for purposes of the diversification requirements.  In order
to avoid realizing a gain within the three-month period, the
Portfolio may be required to defer closing out a contract beyond 
the time when it might otherwise be advantageous to do so.  The
Portfolio also may be restricted in purchasing put options for the
purpose of hedging underlying securities because of applying the
short sale holding period rules with respect to such underlying
securities.
   
Accounting for futures contracts will be according to generally
accepted accounting principles.  Initial margin deposits will be
recognized as assets due from a broker (the Portfolio'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.
    <PAGE>
PAGE 112 
APPENDIX D

MORTGAGE-BACKED SECURITIES

A mortgage pass-through certificate is one that represents an
interest in a pool, or group, of mortgage loans assembled by the
Government National Mortgage Association (GNMA), Federal Home Loan
Mortgage Corporation (FHLMC), Federal National Mortgage Association
(FNMA) or non-governmental entities.  In pass-through certificates,
both principal and interest payments, including prepayments, are
passed through to the holder of the certificate.  Prepayments on
underlying mortgages result in a loss of anticipated interest, and
the actual yield (or total return) to the Fund, which is influenced
by both stated interest rates and market conditions, may be
different than the quoted yield on certificates.  Some U.S.
government securities may be purchased on a when-issued basis,
which means that it may take as long as 45 days after the purchase
before the securities are delivered to the Fund.

Stripped Mortgage-Backed Securities.  The Fund may invest in
stripped mortgage-backed securities.  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.  On an IO, if prepayments of principal are greater than
anticipated, an investor 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.

Mortgage-Backed Security Spread Options.  The Fund may purchase
mortgage-backed security (MBS) put spread options and write covered
MBS call spread options.  MBS spread options are based upon the
changes in the price spread between a specified mortgage-backed
security and a like-duration Treasury security.  MBS spread options
are traded in the OTC market and are of short duration, typically
one to two months.  The Fund would buy or sell covered MBS call
spread options in situations where mortgage-backed securities are
expected to underperform like-duration Treasury securities.
<PAGE>
PAGE 113 
APPENDIX E

DOLLAR-COST AVERAGING

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

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

Dollar-cost averaging

___________________________________________________________________
Regular             Market Price            Shares
Investment          of a Share              Acquired             
 $100                $6.00                    16.7
  100                 4.00                    25.0
  100                 4.00                    25.0
  100                 6.00                    16.7
  100                 5.00                    20.0
 $500               $25.00                   103.4

Average market price of a share over 5 periods:
$5.00 ($25.00 divided by 5).
The average price you paid for each share:
$4.84 ($500 divided by 103.4).
<PAGE>
PAGE 114 




                                              





           STATEMENT OF ADDITIONAL INFORMATION

                        FOR 

              IDS INVESTMENT SERIES, INC.
          IDS DIVERSIFIED EQUITY INCOME FUND
   
                   Nov. 29, 1996
    

This Statement of Additional Information (SAI) is not a prospectus. 
It should be read together with the prospectus and the financial
statements contained in the Annual Report which may be obtained
from your American Express financial advisor or by writing to
American Express Shareholder Service, P.O. Box 534, Minneapolis, MN 
55440-0534.
   
This SAI is dated Nov. 29, 1996, and it is to be used with the
prospectus dated Nov. 29, 1996, and the Annual Report for the
fiscal year ended Sept. 30, 1996.
    <PAGE>
PAGE 115 
                                      TABLE OF CONTENTS

Goals and Investment Policies......................See Prospectus

Additional Investment Policies................................p. 3 

Security Transactions.........................................p. 6

Brokerage Commissions Paid to Brokers Affiliated with
American Express Financial Corporation........................p. 9

Performance Information.......................................p.10

Valuing Fund Shares...........................................p.11

Investing in the Fund.........................................p.13

Redeeming Shares..............................................p.17

Pay-out Plans.................................................p.18

Taxes.........................................................p.19

Agreements....................................................p.20
   
Organizational Information....................................p.24
    
Board Members and Officers....................................p.24
       
Custodian.....................................................p.28

Independent Auditors..........................................p.28

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

Prospectus....................................................p.29

Appendix A:  Foreign Currency Transactions....................p.30

Appendix B:  Options and Futures Contracts....................p.35

Appendix C:  Mortgage-Backed Securities.......................p.42

Appendix D:  Dollar-Cost Averaging............................p.43
<PAGE>
PAGE 116 
ADDITIONAL INVESTMENT POLICIES
   
The Fund pursues its goals by investing all of its assets in Equity
Income Portfolio (the "Portfolio") of the Growth and Income Trust
(the "Trust"), a separate investment company, rather than by
directly investing in and managing its own portfolio of securities. 
The Portfolio has the same investment objectives, policies and
restrictions as the Fund.

Fundamental investment policies adopted by a Fund or Portfolio
cannot be changed without the approval of a majority of the
outstanding voting securities of the Fund or Portfolio, as defined
in the Investment Company Act of 1940 (the 1940 Act).  Whenever the
Fund is requested to vote on a change in the investment policies of
the corresponding Portfolio, the Fund will hold a meeting of Fund
shareholders and will cast the Fund's vote as instructed by the
shareholders.
    
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.
   
These are investment policies in addition to those presented in the
prospectus.  The policies below are fundamental policies of the
Fund and the Portfolio 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 and the Portfolio
will not:

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

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

'Make cash loans if the total commitment amount exceeds 5% of the
Portfolio's total assets.
    
'Purchase more than 10% of the outstanding voting securities of an
issuer.
   
'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 Portfolio's total assets may be invested
without regard to this 5% limitation.
    
'Buy or sell real estate, unless acquired as a result of ownership
of securities or other instruments, except this shall not prevent <PAGE>
PAGE 117 
   
the Portfolio 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.

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

'Lend Portfolio securities in excess of 30% of its net assets.  The
current policy of the Portfolio's board is to make these loans,
either long- or short-term, to broker-dealers.  In making loans,
the Portfolio gets the market price in cash, U.S. government
securities, letters of credit or such other collateral as may be
permitted by regulatory agencies and approved by the board.  If the
market price of the loaned securities goes up, the Portfolio 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 Portfolio receives cash payments equivalent to all interest or
other distributions paid on the loaned securities.  A loan will not
be made unless the investment manager believes the opportunity for
additional income outweighs the risks.

'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 Portfolio's total assets, based
on current market value at the time of purchase, can be invested in
any one industry.

Unless changed by the board, the Fund and Portfolio will not:
    
'Buy on margin or sell short, but it may make margin payments in
connection with transactions in futures contracts.
   
'Pledge or mortgage its assets beyond 15% of total assets.  If the
Portfolio were ever to do so, valuation of the pledged or mortgaged
assets would be based on market values.  For purposes of this
restriction, collateral arrangements for margin deposits on futures
contracts are not deemed to be a pledge of assets.
    
'Invest more than 5% of its total assets in securities of
companies, including any predecessors, that have a record of less
than three years continuous operations.

'Invest in a company to control or manage it.

'Invest in exploration or development programs, such as oil, gas or
mineral leases.
   
'Invest more than 10% of its total assets in securities of
investment companies.  Under one state's law, the Portfolio is
limited to investment in the open market where no commission or
profit to a sponsor or dealer results from the purchase other than
the customary broker's commission, or when the purchase is part of <PAGE>
PAGE 118 
a plan or merger, consolidation, reorganization, or acquisition. 
The Portfolio has no current intention to invest in securities of
other investment companies.

'Purchase securities of an issuer if the board members and officers
of the Portfolio and AEFC hold more than a certain percentage of
the issuer's outstanding securities.  The holdings of all board
members and officers of the Portfolio and AEFC who own more than
0.5% of an issuer's securities are added together, and if in total
they own more than 5%, the Portfolio will not purchase securities
of that issuer.

'Invest more than 5% of its net assets in warrants.  Under one
state's law no more than 2% of the Portfolio's net assets may be
invested in warrants not listed on the New York or American Stock
Exchange.
    
'Invest more than 10% of its net assets in securities and
derivative instruments that are illiquid.  For purposes of this
policy illiquid securities include some privately placed
securities, public securities and Rule 144A securities that for one
reason or another may no longer have a readily available market,
repurchase agreements with maturities greater than seven days, non-
negotiable fixed-time deposits and over-the-counter options.
   
In determining the liquidity of Rule 144A securities, which are
unregistered securities offered to qualified institutional buyers,
and interest-only and principal-only fixed mortgage-backed
securities (IOs and POs) issued by the U.S. government or its
agencies and instrumentalities, the investment manager, under
guidelines established by the board, will consider any relevant
factors including the frequency of trades, the number of dealers
willing to purchase or sell the security and the nature of
marketplace trades.
    
In determining the liquidity of commercial paper issued in
transactions not involving a public offering under Section 4(2) of
the Securities Act of 1933, the investment manager, under
guidelines established by the board, will evaluate relevant factors
such as the issuer and the size and nature of its commercial paper
programs, the willingness and ability of the issuer or dealer to
repurchase the paper, and the nature of the clearance and
settlement procedures for the paper.
   
The Portfolio may make contracts to purchase securities for a fixed
price at a future date beyond normal settlement time (when-issued
securities or forward commitments).  Under normal market
conditions, the Portfolio does not intend to commit more than 5% of
its total assets to these practices.  The Portfolio does not pay
for the securities or receive dividends or interest on them until
the contractual settlement date.  The Portfolio will designate cash
or liquid high-grade debt securities at least equal in value to its
commitments to purchase the securities.  When-issued securities or
forward commitments are subject to market fluctuations and they may
affect the Portfolio's total assets the same as owned securities.

The Portfolio may maintain a portion of its assets in cash and
cash-equivalent investments.  The cash-equivalent investments the <PAGE>
PAGE 119 
Portfolio may use are 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.  Any cash-equivalent investments in foreign
securities will be subject to the limitations on foreign
investments described in the prospectus.  The Portfolio also may
purchase short-term corporate notes and obligations rated in the
top two classifications by Moody's Investors Service, Inc.,
(Moody's) or Standard & Poor's Corporation (S&P) or the equivalent
and may use repurchase agreements with broker-dealers registered
under the Securities Exchange Act of 1934 and with commercial
banks.  A risk of a repurchase agreement is that if the seller
seeks the protection of the bankruptcy laws, the Portfolio's
ability to liquidate the security involved could be impaired.
    
For a discussion of foreign currency transactions, see Appendix A. 
For a discussion of options and futures contracts, see Appendix B. 
For a discussion on mortgage-backed securities, see Appendix C.
   
SECURITY TRANSACTIONS
    
Subject to policies set by the board, AEFC 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, AEFC 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.  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.
   
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.  AEFC carefully monitors compliance with its Code of
Ethics.
    
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 AEFC to do so to the extent authorized by law,
if AEFC 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 AEFC's overall responsibilities to the funds
in the IDS MUTUAL FUND GROUP and other funds for which it acts as
investment advisor.

<PAGE>
PAGE 120
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 Securities and
Exchange Commission (SEC).
   
When paying a commission that might not otherwise be charged or a
commission in excess of the amount another broker might charge,
AEFC must follow procedures authorized by the board.  To date,
three procedures have been authorized.  One procedure permits AEFC
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 AEFC, 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 AEFC, in order to obtain research and brokerage
services, to cause the Portfolio to pay a commission in excess of
the amount another broker might have charged.  AEFC has advised the
Portfolio it is necessary to do business with a number of brokerage
firms on a continuing basis to obtain such 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 AEFC
believes it may obtain better overall execution.  AEFC has assured
the Portfolio 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 shall 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 AEFC in providing advice to all the funds in the IDS
MUTUAL FUND GROUP even though it is not possible to relate the
benefits to any particular fund or account.
   
Each investment decision made for the Portfolio is made
independently from any decision made for another portfolio or other
account advised by AEFC or any of its subsidiaries.  When the <PAGE>
PAGE 121 
Portfolio buys or sells the same security as another Portfolio or
account, AEFC carries out the purchase or sale in a way the
Portfolio agrees in advance is fair.  Although sharing in large
transactions may adversely affect the price or volume purchased or
sold by the Portfolio, the Portfolio hopes to gain an overall
advantage in execution.  AEFC has assured the Portfolio it will
continue to seek ways to reduce brokerage costs.
    
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 Portfolio paid total brokerage commissions of $2,585,347 for
the fiscal year ended Sept. 30, 1996, $3,312,655 for fiscal year
1995, and $2,661,530 for fiscal year 1994.  Substantially all firms
through whom transactions were executed provide research services.

In fiscal year 1996, transactions amounting to $8,729,000, on which
$13,500 in commissions were imputed or paid, were specifically
directed to firms in exchange for research services.

As of the fiscal year ended Sept. 30, 1996, the Portfolio held
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 presented below:

                          Value of Securities
                          Owned at End of
Name of Issuer            Fiscal Year      
First Chicago             $ 7,918,750
J.P. Morgan                18,663,750
NationsBank                20,415,625
Dean Witter                 7,268,774
Goldman Sachs              11,866,691
Merrill Lynch               3,592,510                               
     
The portfolio turnover rate was 84% in the fiscal year ended Sept.
30, 1996, and 98% in fiscal year 1995.
    
BROKERAGE COMMISSIONS PAID TO BROKERS AFFILIATED WITH AMERICAN
EXPRESS FINANCIAL CORPORATION
   
Affiliates of American Express Company (American Express) (of which
AEFC is a wholly owned subsidiary) may engage in brokerage and
other securities transactions on behalf of the Portfolio according
to procedures adopted by the Portfolio's board and to the extent
consistent with applicable provisions of the federal securities
laws.  AEFC will use an American Express affiliate only if (i) AEFC
determines that the Portfolio will receive prices and executions at
least as favorable as those offered by qualified independent
brokers performing similar brokerage and other services for the
Portfolio and (ii) the affiliate charges the Portfolio 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.
    <PAGE>
PAGE 122 
AEFC may direct brokerage to compensate an affiliate.  AEFC will
receive research on South Africa from New Africa Advisors, a
wholly-owned subsidiary of Sloan Financial Group.  AEFC owns 100%
of IDS Capital Holdings Inc. which in turn owns 40% of Sloan
Financial Group.  New Africa Advisors will send research to AEFC
and in turn AEFC will direct trades to a particular broker.  The
broker will have an agreement to pay New Africa Advisors.  All
transactions will be on a best execution basis.  Compensation
received will be reasonable for the services rendered.
   
Information about brokerage commissions paid by the Fund for the
last three years to brokers affiliated with AEFC is contained in
the following table:
<TABLE><CAPTION>

                                    For the Fiscal Year Ended Sept. 30,

                                                    1996                              1995            1994     
                             Aggregate                        Percent of           Aggregate       Aggregate
                             Dollar                           Aggregate Dollar     Dollar          Dollar
                             Amount of        Percent of      Amount of            Amount of       Amount of
            Nature           Commissions      Aggregate       Transactions         Commissions     Commissions
            of               Paid to          Brokerage       Involving Payment    Paid to         Paid to
Broker      Affiliation      Broker           Commissions     of Commissions       Broker          Broker
<S>            <C>           <C>                <C>               <C>              <C>             <C>
American       (1)           $139,258           5.39%             9.24%            $86,872         $78,493
Enterprise
Investment
Service Inc.

Lehman 
Brothers Inc.  (2)             None              None              None               None          20,766
</TABLE>    
(1)  Wholly owned subsidiary of AEFC. 
(2)  Under common control with AEFC as a subsidiary of American
Express until May 31, 1994. 

PERFORMANCE INFORMATION
   
The Fund may quote various performance figures to illustrate past
performance.  Average annual total return and current yield
quotations 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 a class for
certain periods by finding the average annual compounded rates of
return over the period that would equate the initial amount
invested to the ending redeemable value, according to the following
formula:

                                 P(1+T)n = ERV

where:      P = a hypothetical initial payment of $1,000
            T = average annual total return
            n = number of years
          ERV = ending redeemable value of a hypothetical $1,000
                payment, made at the beginning of a period, at the
                end of the period (or fractional portion thereof)

<PAGE>
PAGE 123 
Aggregate total return

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

                             ERV - P
                                P

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

Distribution yield

Distribution yield is calculated according to the following
formula:

                  D   divided by  POP  F equals  DY
                                    30              30

where:     D = sum of dividends for 30-day period
         POP = sum of public offering price for 30-day period
           F = annualizing factor
          DY = distribution yield
   
The Fund's distribution yield was 3.01% for Class A, 2.43% for
Class B and 3.34% for Class Y for the 30-day period ended Sept. 30,
1996.
    
In its sales material and other communications, the Fund may quote,
compare or refer to rankings, yields or returns as published by
independent statistical services or publishers and publications
such as The Bank Rate Monitor National Index, Barron's, Business
Week, Donoghue's Money Market Fund Report, Financial Services Week,
Financial Times, Financial World, Forbes, Fortune, Global Investor,
Institutional Investor, Investor's Daily, Kiplinger's Personal
Finance, Lipper Analytical Services, Money, Mutual Fund Forecaster,
Newsweek, The New York Times, Personal Investor, Stanger Report,
Sylvia Porter's Personal Finance, USA Today, U.S. News and World
Report, The Wall Street Journal and Wiesenberger Investment
Companies Service.

VALUING FUND SHARES
   
The value of an individual share for each class is determined by
using the net asset value before shareholder transactions for the
day.  On Oct 1, 1996, the first business day following the end of
the fiscal year, the computation looked like this:
<TABLE><CAPTION>
            Net assets before                       Shares outstanding               Net asset value
            shareholder transactions                at end of previous day           of one share   
<S>            <C>                        <C>          <C>                  <C>      <C>
Class A        $1,296,786,132             divided by   144,087,348          equals   $9.00
Class B           125,872,866                           13,985,874                    9.00
Class Y            37,421,046                            4,157,894                    9.00
</TABLE>    
<PAGE>
PAGE 124 
   
In determining net assets before shareholder transactions, the
Portfolio's securities are valued as follows as of the close of
business of the New York Stock Exchange (the Exchange):
    
'Securities, except bonds other than convertibles, traded on a
securities exchange for which a last-quoted sales price is readily
available are valued at the last-quoted sales price on the exchange
where such security is primarily traded.

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

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

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

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

'Foreign securities traded outside the United States are generally
valued as of the time their trading is complete, which is usually
different from the close of the 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.

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

'Securities without a readily available market price, bonds other
than convertibles and other assets are valued at fair value as
determined in good faith by the board.  The board is responsible
for selecting methods it believes provide fair value.  When
possible, bonds are valued by a pricing service independent from <PAGE>
PAGE 125 
   
the Portfolio.  If a valuation of a bond is not available from a
pricing service, the bond will be valued by a dealer knowledgeable
about the bond if such a dealer is available.

The Exchange, AEFC and the Fund will be closed on the following
holidays:  New Year's Day, Memorial Day, Independence Day, Labor
Day, Thanksgiving Day and Christmas Day.
    
INVESTING IN THE FUND

Sales Charge
   
Shares of the Fund are sold at the public offering price determined
at the close of business on the day an application is accepted. 
The public offering price is the net asset value of one share plus
a sales charge, if applicable.  For Class B and Class Y, there is
no initial sales charge so the public offering price is the same as
the net asset value.  For Class A, the public offering price for an
investment of less than $50,000, made Oct. 1, 1996, was determined
by dividing the net asset value of one share, $9.00, by 0.95 (1.00-
0.05 for a maximum 5% sales charge) for a public offering price of
$9.47.  The sales charge is paid to American Express Financial
Advisors by the person buying the shares.
    
Class A - Calculation of the Sales Charge

Sales charges are determined as follows:

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

First     $   50,000           5.0%                      5.26%
Next          50,000           4.5                       4.71
Next         400,000           3.8                       3.95
Next         500,000           2.0                       2.04
$1,000,000 or more             0.0                       0.00

Sales charges on an investment greater than $50,000 and less than
$1,000,000 are calculated for each increment separately and then
totaled.  The resulting total sales charge, expressed as a
percentage of the public offering price and of the net amount
invested, will vary depending on the proportion of the investment
at different sales charge levels.

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

In the case of the $85,000 investment, the first $50,000 also
incurs a sales charge of $2,500 (5.0% x $50,000) and $35,000 incurs
<PAGE>
PAGE 126 
a sales charge of $1,575 (4.5% x $35,000).  The total sales charge
of $4,075 is 4.79% of the public offering price and 5.04% of the
net amount invested.

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

                                               On total investment, sales
                                             charge as a percentage of        
                                        Public                         Net
                                   Offering Price              Amount Invested
Amount of Investment                            ranges from:                  
<S>                                   <C>                         <C>       
First    $   50,000                        5.00%                       5.26%
More than    50,000 to   100,000      5.00-4.50                   5.26-4.71
More than   100,000 to   500,000      4.50-3.80                   4.71-3.95
More than   500,000 to   999,999      3.80-2.00                   3.95-2.04
$1,000,000 or more                    0.00                        0.00
</TABLE>
The initial sales charge is waived for certain qualified plans that
meet the requirements described in the prospectus.  Participants in
these qualified plans may be subject to a deferred sales charge on
certain redemptions.  The deferred sales charge on certain
redemptions will be waived if the redemption is a result of a
participant's death, disability, retirement, attaining age 59 1/2,
loans or hardship withdrawals.  The deferred sales charge varies
depending on the number of participants in the qualified plan and
total plan assets as follows:

Deferred Sales Charge

                                   Number of Participants

Total Plan Assets                 1-99        100 or more

Less than $1 million               4%             0%

$1 million or more                 0%             0%
_________________________________________________________

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

The total amount invested includes any shares held in the Fund in
the name of a member of your primary household group. (The primary
household group consists of accounts in any ownership for spouses
or domestic partners and their unmarried children under 21. 
Domestic partners are individuals who maintain a shared primary
residence and have joint property or other insurable interests.  <PAGE>
PAGE 127 
For instance, if your spouse already has invested $20,000 and you
want to invest $40,000, your total amount invested will be $60,000
and therefore you will pay the lower charge of 4.5% on $10,000 of
the $40,000.

Until a spouse remarries, the sales charge is waived for spouses
and unmarried children under 21 of deceased board members, officers
or employees of the Fund or AEFC or its subsidiaries and deceased
advisors.

The total amount invested also includes any investment you or your
immediate family already have in the other publicly offered funds
in the IDS MUTUAL FUND GROUP where the investment is subject to a
sales charge.  For example, suppose you already have an investment
of $30,000 in another IDS Fund.  If you invest $40,000 more in this
Fund, your total amount invested in the funds will be $70,000 and
therefore $20,000 of your $40,000 investment will incur a 4.5%
sales charge.
    
Finally, Individual Retirement Account (IRA) purchases, or other
employee benefit plan purchases made through a payroll deduction
plan or through a plan sponsored by an employer, association of
employers, employee organization or other similar entity, may be
added together to reduce sales charges for shares purchased through
that plan.

Class A - Letter of Intent (LOI)
   
If you intend to invest $1 million over a period of 13 months, you
can reduce the sales charges in Class A by filing a LOI.  The
agreement can start at any time and will remain in effect for 13
months.  Your investment will be charged normal sales charges until
you have invested $1 million.  At that time, your account will be
credited with the sales charges previously paid.  Class A
investments made prior to signing an LOI may be used to reach the
$1 million total, excluding Cash Management Fund and Tax-Free Money
Fund.  However, we will not adjust for sales charges on investments
made prior to the signing of the LOI.  If you do not invest $1
million by the end of 13 months, there is no penalty, you'll just
miss out on the sales charge adjustment.  A LOI is not an option
(absolute right) to buy shares.

Here's an example.  You file a LOI to invest $1 million and make an
investment of $100,000 at that time.  You pay the normal 5% sales
charge on the first $50,000 and 4.5% sales charge on the next
$50,000 of this investment.  Let's say you make a second investment
of $900,000 (bringing the total up to $1 million) one month before
the 13-month period is up.  On the date that you bring your total
to $1 million, AEFC makes an adjustment to your account.  The
adjustment is made by crediting your account with additional
shares, in an amount equivalent to the sales charge previously
paid.
    
Systematic Investment Programs

After you make your initial investment of $2,000 or more, you can
arrange to make additional payments of $100 or more on a regular
basis.  These minimums do not apply to all systematic investment <PAGE>
PAGE 128 
programs.  You decide how often to make payments - monthly,
quarterly, or semiannually.  You are not obligated to make any
payments.  You can omit payments or discontinue the investment
program altogether.  The Fund also can change the program or end it
at any time.  If there is no obligation, why do it?  Putting money
aside is an important part of financial planning.  With a
systematic investment program, you have a goal to work for.

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

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

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

Automatic Directed Dividends

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

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

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

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

Dividends may be directed from accounts established under the
Uniform Gifts to Minors Act (UGMA) or Uniform Transfers to Minors
Act (UTMA) only into other UGMA or UTMA accounts with identical
ownership.
   
The Fund's investment goals are described in its prospectus along
with other information, including fees and expense ratios.  Before <PAGE>
PAGE 129 
exchanging dividends into another fund, you should read its
prospectus.  You will receive a confirmation that the automatic
directed dividend service has been set up for your account.
    
REDEEMING SHARES

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

During an emergency, the board can suspend the computation of net
asset value, stop accepting payments for purchase of shares or
suspend the duty of the Fund to redeem shares for more than seven
days.  Such emergency situations would occur if:
   
'The Exchange closes for reasons other than the usual weekend and
holiday closings or trading on the Exchange is restricted, or

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

'The SEC, under the provisions of the Investment Company Act of
1940 (the 1940 Act), as amended, declares a period of emergency to
exist.
    
Should the Fund stop selling shares, the board may make a deduction
from the value of the assets held by the Fund to cover the cost of
future liquidations of the assets so as to distribute fairly these
costs among all shareholders.
   
The Fund has elected to be governed by Rule 18f-1 under the 1940
Act, which obligates the Fund to redeem shares in cash, with
respect to any one shareholder during any 90-day period, up to
lesser of $250,000 or 1% of the net assets of the Fund at the
beginning of the period.  Although redemptions in excess of this
limitation would normally be paid in cash, the Fund reserves the
right to make these payments in whole or in part in securities or
other assets in case of an emergency, or if the payment of a
redemption in cash would be detrimental to the existing
shareholders of the Fund as determined by the board.  In these
circumstances, the securities distributed would be valued as set
forth in the prospectus.  Should the Fund distribute securities, a
shareholder may incur brokerage fees or other transaction costs in
converting the securities to cash.
    
PAY-OUT PLANS
   
You can use any of several pay-out plans to redeem your investment
in regular installments.  If you redeem Class B shares you may be
subject to a contingent deferred sales charge as discussed in the
prospectus.  While the plans differ on how the pay-out is figured,
they all are based on the redemption of your investment.  Net
investment income dividends and any capital gain distributions will
automatically be reinvested, unless you elect to receive them in
cash.  If you are redeeming a tax-qualified plan account for which
American Express Trust Company acts as custodian, you can elect to
receive your dividends and other distributions in cash when
permitted by law.  If you redeem an IRA or a qualified retirement <PAGE>
PAGE 130 
account, certain restrictions, federal tax penalties and special
federal income tax reporting requirements may apply.  You should
consult your tax advisor about this complex area of the tax law.
    
Applications for a systematic investment in a class of the Fund
subject to a sales charge normally will not be accepted while a
pay-out plan for any of those funds is in effect.  Occasional
investments, however, may be accepted.

To start any of these plans, please write or call American Express
Shareholder Service, P.O. Box 534, Minneapolis, MN  55440-0534,
612-671-3733.  Your authorization must be received in the
Minneapolis headquarters at least five days before the date you
want your payments to begin.  The initial payment must be at least
$50.  Payments will be made on a monthly, bimonthly, quarterly,
semiannual or annual basis.  Your choice is effective until you
change or cancel it.

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

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

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

Plan #2:  Redemption of a fixed number of shares

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

Plan #3:  Redemption of a fixed dollar amount

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

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

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

<PAGE>
PAGE 131 
TAXES

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

Retirement Accounts
   
If you have a nonqualified investment in the Fund and you wish to
move part or all of those shares to an IRA or qualified retirement
account in the Fund, you can do so without paying a sales charge. 
However, this type of exchange is considered a sale of shares and
may result in a gain or loss for tax purposes.  In addition, this
type of exchange may result in an excess contribution under IRA or
qualified plan regulations if the amount exchanged plus the amount
of the initial sales charge applied to the amount exchanged exceeds
annual contribution limitations.  For example:  If you were to
exchange $2,000 in Class A shares from a nonqualified account to an
IRA without considering the 5% ($100) initial sales charge
applicable to that $2,000, you may be deemed to have exceeded
current IRA annual contribution limitations.  You should consult
your tax advisor for further details about this complex subject.

Net investment income dividends received should be treated as
dividend income for federal income tax purposes.  Corporate
shareholders are generally entitled to a deduction equal to 70% of
that portion of the Fund's dividend that is attributable to
dividends the Fund received from domestic (U.S.) securities.  For
the fiscal year ended Sept. 30, 1996, 60.20% of the Fund's net
investment income dividends qualified for the corporate deduction.
    
Capital gain distributions received by individual and corporate
shareholders, if any, should be treated as long-term capital gains
regardless of how long they owned their shares.  Short-term capital
gains earned by the Fund are paid to shareholders as part of their
ordinary income dividend and are taxable.

Under federal tax law, by the end of a calendar year the Fund must
declare and pay dividends representing 98% of ordinary income for
that calendar year and 98% of net capital gains (both long-term and
short-term) for the 12-month period ending Oct. 31 of that calendar
year.  The Fund is subject to an excise tax equal to 4% of the
excess, if any, of the amount required to be distributed over the
amount actually distributed.  The Fund intends to comply with
federal tax law and avoid any excise tax.
   
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 if 50% or more of the average value of its
assets consists of assets that produce or could produce passive
income.
    
<PAGE>
PAGE 132 
This is a brief summary that relates to federal income taxation
only.  Shareholders should consult their tax advisor as to the
application of federal, state and local income tax laws to Fund
distributions.

AGREEMENTS 

Investment Management Services Agreement
   
The Trust, on behalf of the Portfolio, has an Investment Management
Services Agreement with AEFC.  For its services, AEFC is paid a fee
based on the following schedule:
    
Assets              Annual rate at
(billions)          each asset level

First $0.50             0.530%
Next   0.50             0.505
Next   1.0              0.480
Next   1.0              0.455
Next   3.0              0.430
Over   6.0              0.400
   
On Sept. 30, 1996, the daily rate applied to the Portfolio's net
assets was equal to 0.506% on an annual basis.  The fee is
calculated for each calendar day on the basis of net assets as of
the close of business two business days prior to the day for which
the calculation is made.

The management fee is paid monthly.  Under the agreement, the total
amount paid was $6,613,709 for the fiscal year ended Sept. 30,
1996, $5,291,578 for fiscal year 1995, and $3,870,081 for fiscal
year 1994.

Under the Agreement, the Portfolio also pays taxes, brokerage
commissions and nonadvisory expenses, which include custodian fees;
audit and certain legal fees; fidelity bond premiums; registration
fees for shares; office expenses; consultants' fees; compensation
of board members, officers and employees; corporate filing fees;
organizational expenses; expenses incurred in connection with
lending securities of the Portfolio; and expenses properly payable
by the Portfolio, approved by the board.  Under the agreement, the
nonadvisory expenses paid were 851,067 for the fiscal period year
Sept. 30, 1996, $968,395 for fiscal year 1995, and $689,334 for
fiscal year 1994.

In this section, the fees and expenses described were paid by the
Portfolio after May 13, 1996.  Prior to that date, fees and
expenses were paid directly by the fund.
    
Administrative Services Agreement

The Fund has an Administrative Services Agreement with AEFC.  Under
this agreement, the Fund pays AEFC for providing administration and
accounting services.  The fee is calculated as follows:

<PAGE>
PAGE 133 
     Assets          Annual rate
     (billions)      each asset level

     First $0.50     0.040%
     Next   0.50     0.035
     Next   1.0      0.030
     Next   1.0      0.025
     Next   3.0      0.020
     Over   6.0      0.020
   
On Sept. 30, 1996, the daily rate applied to the Fund's net assets
was equal to 0.035% on an annual basis.  The fee is calculated for
each calendar day on the basis of net assets as of the close of
business two business days prior to the day for which the
calculation is made.  Under the agreement, the Fund paid fees of
$464,325 for the fiscal year ended Sept. 30, 1996.
    
Transfer Agency Agreement
   
The Fund has a Transfer Agency Agreement with AEFC.  This agreement
governs AEFC's responsibility for administering and/or performing
transfer agent functions, for acting as service agent in connection
with dividend and distribution functions and for performing
shareholder account administration agent functions in connection
with the issuance, exchange and redemption or repurchase of the
Fund's shares.  Under the agreement, AEFC will earn a fee from the
Fund determined by multiplying the number of shareholder accounts
at the end of the day by a rate determined for each class per year
and dividing by the number of days in the year.  The rate for Class
A and Class Y is $15 per year and for Class B is $16 per year.  The
fees paid to AEFC may be changed from time to time upon agreement
of the parties without shareholder approval.  Under the agreement,
the Fund paid fees of $1,951,199 for the fiscal year ended Sept.
30, 1996.
    
Distribution Agreement
   
Under a Distribution Agreement, sales charges deducted for
distributing Fund shares are paid to American Express Financial
Advisors daily.  These charges amounted to $4,349,285 for the
fiscal year ended Sept. 30, 1996.  After paying commissions to
personal financial advisors, and other expenses, the amount
retained was $361,555.  The amounts were $5,396,014 and $1,641,448
for fiscal year 1995, and $12,190,466 and $4,319,802 for year 1994.

Additional information about commissions and compensation for the
fiscal year ended Sept. 30, 1996, is contained in the following
table:
<PAGE>
PAGE 134 

<TABLE><CAPTION>
(1)           (2)             (3)             (4)           (5)
              Net             Compensation
Name of       Underwriting    on Redemption
Principal     Discounts and   and             Brokerage     Other
Underwriter   Commissions     Repurchases     Commissions   Compensation
<S>           <C>                <C>          <C>           <C>
AEFC             None            None         $139,258*     $547,832**

American
Express
Financial
Advisors      $4,349,285         None            None          None
</TABLE>    
*For further information see "Brokerage Commissions Paid to Brokers
Affiliated with AEFC."
**Distribution fees paid pursuant to the Plan and Agreement of
Distribution.

Shareholder Service Agreement

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

Plan and Agreement of Distribution

For Class B shares, to help American Express Financial Advisors
defray the cost of distribution and servicing, not covered by the
sales charges received under the Distribution Agreement, the Fund
and American Express Financial Advisors entered into a Plan and
Agreement of Distribution (Plan).  These costs cover almost all
aspects of distributing the Fund's shares except compensation to
the sales force.  A substantial portion of the costs are not
specifically identified to any one fund in the IDS MUTUAL FUND
GROUP.  Under the Plan, American Express Financial Advisors is paid
a fee at an annual rate of 0.75% of the Fund's average daily net
assets attributable to Class B shares.
   
The Plan must be approved annually by the board, including a
majority of the disinterested 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 securities of the
Fund's Class B shares or by American Express Financial Advisors. 
The Plan (or any agreement related to it) will terminate in the
event of its assignment, as that term is defined in the 1940 Act,
as amended.  The Plan may not be amended to increase the amount to
be spent for distribution without shareholder approval, and all
material amendments to the Plan must be approved by a majority of
the board members, including a majority of the board members who
are not interested persons of the Fund and who do not have a <PAGE>
PAGE 135 
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.  For the fiscal year ended Sept 30, 1996,
under the agreement, the Fund paid fees of $547,832.

Total fees and expenses

Total combined fees and nonadvisory expenses of both the Fund and
the Portfolio cannot exceed the most restrictive applicable state
limitation.  Currently, the most restrictive applicable state
expense limitation, subject to exclusion of certain expenses, is
2.5% of the first $30 million of the Fund's average daily net
assets, 2% of the next $70 million and 1.5% of average daily net
assets over $100 million, on an annual basis.  At the end of each
month, if the fees and expenses of the Fund exceed this limitation
for the Fund's fiscal year in progress, AEFC will assume all
expenses in excess of the limitation.  AEFC then may bill the Fund
for such expenses in subsequent months up to the end of that fiscal
year, but not after that date.  No interest charges are assessed by
AEFC for expenses it assumes.  The Fund paid total fees and
nonadvisory expenses of $12,620,577 for the fiscal year ended Sept.
30, 1996.

ORGANIZATIONAL INFORMATION

IDS Investment Series, Inc., of which IDS Diversified Equity Income
Fund is a part, is an open-end management investment company, as
defined in the Investment Company Act of 1940.  Originally
incorporated on Jan. 18, 1940 in Nevada, IDS Investment Series,
Inc. changed its state of incorporation on June 13, 1986 by merging
into a Minnesota corporation incorporated on April 7, 1986.  The
Fund headquarters are at 901 S. Marquette Ave., Suite 2810,
Minneapolis, MN 55402-3268.

BOARD MEMBERS AND OFFICERS

The following is a list of the Fund's board members who, except for
Mr. Dudley, are also board members and officers of all other funds
in the IDS MUTUAL FUND GROUP.  Mr. Dudley is a board member of the
38 publicly offered funds.  The board members and officers are also
board members and officers of all five trusts in the Preferred
Master Trust Group.  All shares have cumulative voting rights with
respect to the election of board members.

H. Brewster Atwater, Jr.
Born in 1931
4900 IDS Tower
Minneapolis, MN

Former chairman and chief executive officer, General Mills, Inc. 
Director, Merck & Co., Inc. and Darden Restaurants, Inc.
 
    <PAGE>
PAGE 136 
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, the Interpublic Group of Companies, Inc.
(advertising), and FPL Group, Inc. (holding company for Florida
Power and Light).

William H. Dudley**
Born in 1932
2900 IDS Tower 
Minneapolis, MN

Executive vice president and director of AEFC.

Robert F. Froehlke+
Born in 1922
1201 Yale Place
Minneapolis, MN  

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

David R. Hubers+**
Born in 1943
2900 IDS Tower
Minneapolis, MN

President, chief executive officer and director of AEFC. 
Previously, senior vice president, finance and chief financial
officer of AEFC.
   
Heinz F. Hutter+'
Born in 1929
P.O. Box 2187
Minneapolis, MN

Former 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. and
C-Cor Electronics, Inc.
       
<PAGE>
PAGE 137 
Melvin R. Laird
Born in 1922
Reader's Digest Association, Inc.
1730 Rhode Island Ave., N.W.
Washington, D.C.
   
Senior counsellor for national and international affairs, The
Reader's Digest Association, Inc.  Former nine-term congressman,
secretary of defense and presidential counsellor.  Director, Martin
Marietta Corp., Metropolitan Life Insurance Co., The Reader's
Digest Association, Inc., Science Applications International Corp.,
Wallace Reader's Digest Funds and Public Oversight Board (SEC
Practice Section, American Institute of Certified Public
Accountants).
    
William R. Pearce+*
Born in 1927
901 S. Marquette Ave.
Minneapolis, MN 

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

Edson W. Spencer+
Born in 1926
4900 IDS Center
80 S. 8th St.
Minneapolis, MN
   
President, Spencer Associates Inc. (consulting).  Former chairman
of the board and chief executive officer, Honeywell Inc.  Director,
Boise Cascade Corporation (forest products).  Member of
International Advisory Council of NEC (Japan).
    
John R. Thomas**
Born in 1937
2900 IDS Tower
Minneapolis, MN

Senior vice president and director of AEFC.

Wheelock Whitney+
Born in 1926
1900 Foshay Tower
821 Marquette Ave.
Minneapolis, MN

Chairman, Whitney Management Company (manages family assets).

C. Angus Wurtele'
Born in 1934
Valspar Corporation
Suite 1700
Foshay Tower
Minneapolis, MN
<PAGE>
PAGE 138 
Chairman of the board and retired chief executive officer, The
Valspar Corporation (paints).  Director, Bemis Corporation
(packaging), Donaldson Company (air cleaners & mufflers) and
General Mills, Inc. (consumer foods).
   
+ Member of executive committee.
' Member of joint audit committee.
* Interested person by reason of being an officer and employee of
the Fund.
**Interested person by reason of being an officer, board member,
employee and/or shareholder of AEFC or American Express. 
    
The board also has appointed officers who are responsible for day-
to-day business decisions based on policies it has established. 
   
In addition to Mr. Pearce, who is president, the Fund's other
officers are:
    
Leslie L. Ogg
Born in 1938
901 S. Marquette Ave.
Minneapolis, MN

Vice president, general counsel and secretary of all funds in the
IDS MUTUAL FUND GROUP.

Officers who also are officers and/or employees of AEFC

Peter J. Anderson
Born in 1942
IDS Tower 10
Minneapolis, MN

Vice president-investments of all funds in the IDS MUTUAL FUND
GROUP.  Director and senior vice president-investments of AEFC.

Melinda S. Urion
Born in 1953
IDS Tower 10
Minneapolis, MN
   
Treasurer of all funds in the IDS MUTUAL FUND GROUP.  Director,
senior vice president and chief financial officer of AEFC. 
Director and executive vice president and controller of IDS Life
Insurance Company.

Members of the board who are not officers of the Fund or AEFC
receive an annual fee of $200 and the chair of the Contracts
Committee receives an additional $90.  Board members receive a $50
per day attendance fee for board meetings.  The attendance fee for
meetings of the Contracts, and Investment Review Committees is $50;
for meetings of the Audit Committee and Personnel Committee $25 and
for traveling from out-of-state $8.  Expenses for attending
meetings are reimbursed.

<PAGE>
PAGE 139 
During the fiscal year ended Sept. 30, 1996, the members of the
board, for attending up to 23 meetings, received the following
compensation:
<TABLE><CAPTION>

                                       Compensation Table

                                     Pension or       Estimated
                      Aggregate      Retirement       annual        Total cash
                      compensation   benefits         benefit       compensation
                      from the       accrued as       upon          from the IDS
  Board member        Fund           Fund expenses*   retirement    MUTUAL FUND GROUP
  <S>                 <C>             <C>              <C>           <C>
  Lynne V. Cheney     $1,246          $  310           $  600        $69,300
  Robert F. Froehlke   1,241           1,767              600         69,100
  Heinz F. Hutter      1,253             492              290         69,300
  Anne P. Jones        1,286             316              600         70,800
  Donald M. Kendall      870           2,470              600         41,000     
  (Part of Year)
  Melvin R. Laird      1,337           1,407              600         72,900
  Lewis W. Lehr          922           2,316              585         43,000
  (Part of Year) 
  Edson W. Spencer     1,392             802              320         75,100
  Wheelock Whitney     1,267             653              600         70,300
  C. Angus Wurtele     1,184             518              595         66,800
</TABLE>
On Sept 30, 1996, the Fund's board members and officers as a group
owned less than 1% of the outstanding shares.  During the fiscal
year ended Sept. 30, 1996, no board member or officer earned more
than $60,000 from this Fund.  All board members and officers as a
group earned $35,722, including $11,051 of retirement plan
benefits, from this Fund.

*The Fund had a retirement plan for its independent board members. 
The plan was terminated April 30, 1996.

CUSTODIAN

The Trust'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
Fund also retains the custodian pursuant to 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 Portfolio 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 arrangement with the
Morgan Stanley Trust Company (Morgan Stanley), One Pierrepont
Plaza, Eighth Floor, Brooklyn, NY  11201-2775.  As part of this
arrangement, securities purchased outside the United States are
maintained in the custody of various foreign branches of Morgan
Stanley or in such other financial institutions as may be permitted
by law and by the Fund's sub-custodian agreement.

INDEPENDENT AUDITORS
   
The financial statements contained in the Annual Report to
shareholders for the fiscal year ended Sept. 30, 1996, were audited
by independent auditors, KPMG Peat Marwick LLP, 4200 Norwest
Center, 90 S. Seventh St., Minneapolis, MN  55402-3900.  The
independent auditors also provide other accounting and tax-related
services as requested by the Fund.<PAGE>
PAGE 140 
FINANCIAL STATEMENTS

The Independent Auditors' Report and the Financial Statements,
including Notes to the Financial Statements and the Schedule of
Investments in Securities, contained in the 1996 Annual Report to
shareholders, pursuant to Section 30(d) of the Investment Company
Act of 1940, as amended, are hereby incorporated in this SAI by
reference.  No other portion of the Annual Report, however, is
incorporated by reference.

PROSPECTUS

The prospectus for IDS Diversified Equity Income Fund dated Nov.
29, 1996, is hereby incorporated in this SAI by reference.
    <PAGE>
PAGE 141 

APPENDIX A

FOREIGN CURRENCY TRANSACTIONS
   
Since investments in foreign countries usually involve currencies
of foreign countries, and since the Portfolio may hold cash and
cash-equivalent investments in foreign currencies, the value of the
Portfolio'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 Portfolio may incur costs
in connection with conversions between various currencies.

Spot Rates and Forward Contracts.  The Portfolio 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.  A forward contract involves an obligation to buy
or sell a specific currency at a future date, which may be any
fixed number of days from the contract date, at a price set at the
time of the contract.  These contracts are traded in the interbank
market conducted directly between currency traders (usually large
commercial banks) and their customers.  A forward contract
generally has no deposit requirements.  No commissions are charged
at any stage for trades.

The Portfolio may enter into forward contracts to settle a security
transaction or handle dividend and interest collection.  When the
Portfolio 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 Portfolio 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 Portfolio also may enter into forward contracts when management
of the Portfolio believes the currency of a particular foreign
country may suffer a substantial decline against another currency. 
It may enter into a forward contract to sell, for a fixed amount of
dollars, the amount of foreign currency approximating the value of
some or all of the Portfolio's securities denominated in such
foreign currency.  The precise matching of forward contract amounts
and the value of securities involved generally will not be possible
since the future value of such 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 Portfolio will not enter into such forward<PAGE>
PAGE 142 
contracts or maintain a net exposure to such contracts when
consummating the contracts would obligate the Portfolio to deliver
an amount of foreign currency in excess of the value of the
Portfolio's securities or other assets denominated in that
currency.

The Portfolio will designate cash or securities in an amount equal
to the value of the Portfolio'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 Portfolio's commitments on such contracts.

At maturity of a forward contract, the Portfolio 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 Portfolio retains the security and engages in an offsetting
transaction, the Portfolio will incur a gain or a loss (as
described below) to the extent there has been movement in forward
contract prices.  If the Portfolio 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 Portfolio enters into a forward contract for
selling foreign currency and the date it enters into an offsetting
contract for purchasing the foreign currency, the Portfolio 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 Portfolio 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 Portfolio to buy additional foreign currency on
the spot market (and bear the expense of such purchase) if the
market value of the security is less than the amount of foreign
currency the Portfolio 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 Portfolio is obligated to deliver.

The Portfolio's dealing in forward contracts will be limited to the
transactions described above.  This method of protecting the value
of the Portfolio'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 such forward <PAGE>
PAGE 143 
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 Portfolio 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 Portfolio at one rate, while offering a
lesser rate of exchange should the Portfolio desire to resell that
currency to the dealer.

Options on Foreign Currencies.  The Portfolio may buy put and write
covered call 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 such diminutions in
the value of securities, the Portfolio may buy put options on the
foreign currency.  If the value of the currency does decline, the
Portfolio will have the right to sell such currency for a fixed
amount in dollars and will thereby offset, in whole or in part, the
adverse effect on its portfolio which otherwise would have
resulted.

As in the case of other types of options, however, the benefit to
the Portfolio 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
Portfolio could sustain losses on transactions in foreign currency
options which would require it to forego a portion or all of the
benefits of advantageous changes in such rates.

The Portfolio may write options on foreign currencies for the same
types of hedging purposes.  For example, when the Portfolio
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 option, 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 Portfolio would be required to buy or sell the underlying <PAGE>
PAGE 144 
currency at a loss which may not be offset by the amount of the
premium.  Through the writing of options on foreign currencies, the
Portfolio also may be required to forego all or a portion of the
benefits which 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 Portfolio
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 Portfolio 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
the 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 <PAGE>
PAGE 145 
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 Portfolio 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 Portfolio may use currency futures
for the same purposes as currency forward contracts, subject to
Commodity Futures Trading Commission (CFTC) limitations.  All
futures contracts are aggregated for purposes of the percentage
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 values of the Portfolio's investments.  A
currency hedge, for example, should protect a Yen-denominated bond
against a decline in the Yen, but will not protect the Portfolio
against price decline if the issuer's creditworthiness
deteriorates.  Because the value of the Portfolio'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 Portfolio's
investments denominated in that currency over time.

The Portfolio will hold securities or other options or futures
positions whose values are expected to offset its obligations. The
Portfolio will not enter into an option or futures position that
exposes the Portfolio 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.
    
<PAGE>
PAGE 146 

APPENDIX B

OPTIONS AND FUTURES CONTRACTS
   
The Portfolio may buy or write options traded on any U.S. or
foreign exchange or in the over-the-counter market.  The Portfolio
may enter into interest rate futures contracts and stock index
futures contracts traded on any U.S. or foreign exchange.  The
Portfolio also may buy or write put and call options on these
futures and on stock indexes.  Options in the over-the-counter
market will be purchased only when the investment manager believes
a liquid secondary market exists for the options and only from
dealers and institutions the investment manager believes present a
minimal credit risk.  Some options are exercisable only on a
specific date.  In that case, or if a liquid secondary market does
not exist, the Portfolio could be required to buy or sell
securities at disadvantageous prices, thereby incurring losses.
    
OPTIONS.  An option is a contract.  A person who buys a call option
for a security has the right to buy the security at a set price for
the length of the contract.  A person who sells a call option is
called a writer.  The writer of a call option agrees to sell the
security at the set price when the buyer wants to exercise the
option, no matter what the market price of the security is at that
time.  A person who buys a put option has the right to sell a
security at a set price for the length of the contract.  A person
who writes a put option agrees to buy the security at the set price
if the purchaser wants to exercise the option, no matter what the
market price of the security is at that time.  An option is covered
if the writer owns the security (in the case of a call) or sets
aside the cash 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 the buyer generally pays a broker a commission.  The
writer receives a premium, less another commission, at the time the
option is written.  The cash received is retained by the writer
whether or not the option is exercised.  A writer of a call option
may have to sell the security for a below-market price if the
market price rises above the exercise price.  A writer of a put
option may have to pay an above-market price for the security if
its market price decreases below the exercise price.  The risk of
the writer is potentially unlimited, unless the option is covered.
   
Options can be used to produce incremental earnings, protect gains
and facilitate buying and selling securities for investment
purposes.  The use of options and futures contracts may benefit the
Portfolio and its shareholders by improving the Portfolio's
liquidity and by helping to stabilize the value of its net assets.
<PAGE>
PAGE 147 

Buying options.  Put and call options may be used as a trading
technique to facilitate buying and selling securities for
investment reasons.  Options are used as a trading technique to
take advantage of any disparity between the price of the underlying
security in the securities market and its price on the options
market.  It is anticipated the trading technique will be utilized
only to effect a transaction when the price of the security plus
the option price will be as good or better than the price at which
the security could be bought or sold directly.  When the option is
purchased, the Portfolio pays a premium and a commission.  It then
pays a second commission on the purchase or sale of the underlying
security when the option is exercised.  For record keeping and tax
purposes, the price obtained on the purchase of the underlying
security will be the combination of the exercise price, the premium
and both commissions.  When using options as a trading technique,
commissions on the option will be set as if only the underlying
securities were traded.

Put and call options also may be held by the Portfolio for
investment purposes.  Options permit the Portfolio to experience
the change in the value of a security with a relatively small
initial cash investment.

The risk the Portfolio assumes when it buys an option is the loss
of the premium.  To be beneficial to the Portfolio, the price of
the underlying security must change within the time set by the
option contract.  Furthermore, the change must be sufficient to
cover the premium paid, the commissions paid both in the
acquisition of the option and in a closing transaction or in the
exercise of the option and subsequent sale (in the case of a call)
or purchase (in the case of a put) of the underlying security. 
Even then, the price change in the underlying security does not
ensure a profit since prices in the option market may not reflect
such a change.

Writing covered options.  The Portfolio will write covered options
when it feels it is appropriate and will follow these guidelines:

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

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

'The Portfolio will write options only as permitted under federal
or state laws or regulations, such as those that limit the amount
of total assets subject to the options.  While no limit has been
set by the Portfolio, it will conform to the requirements of those
states.  For example, Arkansas limits the aggregate investment in <PAGE>
PAGE 148 
options to 5% of the Portfolio's total assets.  California limits
the writing of options to 50% of the assets of a fund.

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

If a covered call option is exercised, the security is sold by the
Portfolio.  The premium received upon writing the option is added
to the proceeds received from the sale of the security.  The
Portfolio will recognize a capital gain or loss based upon the
difference between the proceeds and the security's basis.  Premiums
received from writing outstanding options are included as a
deferred credit in the Statement of Assets and Liabilities and
adjusted daily to the current market value.

Options on many securities are listed on options exchanges.  If the
Portfolio 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.

Options on certain securities are not actively traded on any
exchange, but may be entered into directly with a dealer.  When the
Portfolio writes such an option, the Custodian will segregate
assets as appropriate to cover the option.  These options may be
more difficult to close.  If the Portfolio is unable to effect a
closing purchase transaction, it will not be able to sell the
underlying security until the call written by the Portfolio expires
or is exercised.
    
FUTURES CONTRACTS.  A futures contract is an agreement between two
parties to buy and sell a security for a set price on a future
date.  Futures contracts trade in a manner similar to the way a
stock trades on a stock exchange and the commodity exchanges,
through their clearing corporations, guarantee performance of the
contracts.  Futures contracts are commodity contracts listed on
commodity exchanges.  They include contracts based on U.S. Treasury
bonds and on Standard & Poor's 500 Index (S&P 500 Index).  In the
case of S&P 500 index futures contracts, the specified multiple is
$500.  Thus, if the value of the S&P 500 Index were 150, the value
of one contract would be $75,000 (150 x $500).
   
Unlike other futures contracts, a stock index futures contract
specifies that no delivery of the actual stocks making up the index
will take place.  Instead, settlement in cash must occur upon the
termination of the contract.  For example, excluding any
transaction costs, if the Portfolio enters into one futures <PAGE>
PAGE 149 
contract to buy the S&P 500 Index at a specified future date at a
contract value of 150 and the S&P 500 Index is at 154 on that
future date, the Portfolio will gain $500 x (154-150) or $2,000.  

If the Portfolio enters into one futures contract to sell the S&P
500 Index at a specified future date at a contract value of 150 and
the S&P 500 Index is at 152 on that future date, the Portfolio will
lose $500 x (152-150) or $1,000.

Generally, a futures contract is terminated by entering into an
offsetting transaction.  An offsetting transaction is effected by
the Portfolio taking an opposite position.  At the time a futures
contract is made, a good faith deposit called initial margin is set
up within a segregated account at the Portfolio's custodian bank. 
Daily thereafter, the futures contract is valued and the payment of
variation margin is required so that each day the Portfolio would
pay out cash in an amount equal to any decline in the contract's
value or receive cash equal to any increase.  At the time a futures
contract is closed out, a nominal commission is paid, which is
generally lower than the commission on a comparable transaction in
the cash markets.

The purpose of a futures contract is to allow the Portfolio to gain
rapid exposure to or protect itself from changes in the market
without actually buying or selling securities.  For example, if the
Portfolio owned long-term bonds and interest rates were expected to
increase, it might enter into futures contracts to sell securities
which would have much the same effect as selling some of the long-
term bonds it owned.  If interest rates did increase, the value of
the debt securities in the portfolio would decline, but the value
of the Portfolio's futures contracts would increase at
approximately the same rate, thereby keeping the net asset value of
the Portfolio from declining as much as it otherwise would have. 
If, on the other hand, the Portfolio held cash reserves and
interest rates were expected to decline, the Portfolio might enter
into interest rate futures contracts for the purchase of
securities.  If short-term rates were higher than long-term rates,
the ability to continue holding these cash reserves would have a
very beneficial impact on the Portfolio's earnings.  Even if short-
term rates were not higher, the Portfolio would still benefit from
the income earned by holding these short-term investments.  At the
same time, by entering into futures contracts for the purchase of
securities, the Portfolio could take advantage of the anticipated
rise in the value of long-term bonds without actually buying them
until the market had stabilized.  At that time, the futures
contracts could be liquidated and the Portfolio's cash reserves
could then be used to buy long-term bonds on the cash market.  The
Portfolio could accomplish similar results by selling bonds with
long maturities and investing in bonds with short maturities when
interest rates are expected to increase or by buying bonds with
long maturities and selling bonds with short maturities when
interest rates are expected to decline.  But by using futures
contracts as an investment tool, given the greater liquidity in the
<PAGE>
PAGE 150 
futures market than in the cash market, it might be possible to
accomplish the same result more easily and more quickly.

Risks of Transactions in Futures Contracts

The Portfolio may elect to close some or all of its contracts prior
to expiration.  Although the Portfolio intends to enter into
futures contracts only on exchanges or boards of trade where there
appears to be an active secondary market, there is no assurance
that a liquid secondary market will exist for any particular
contract at any particular time.  In such event, it may not be
possible to close a futures contract position, and in the event of
adverse price movements, the Portfolio would have to make daily
cash payments of variation margin.  Such price movements, however,
will be offset all or in part by the price movements of the
securities owned by the Portfolio.  Of course, there is no
guarantee the price of the securities will correlate with the price
movements in the futures contract and thus provide an offset to
losses on a futures contract.

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

In addition, the Portfolio's investment manager could be incorrect
in its expectations as to the direction or extent of various
interest rate or market movements or the time span within which the
movements take place.  For example, if the Portfolio sold futures
contracts for the sale of securities in anticipation of an increase
in interest rates, and interest rates declined instead, the
Portfolio would lose money on the sale.

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, an option on a
futures contract merely entitles its holder to decide on or before
a future date (within nine months of the date of issue) whether to
enter into such a contract.  If the holder decides not to enter
into the contract, all that is lost is the amount (premium) paid
for the option.  Further, because the value of the option is fixed
at the point of sale, there are not daily payments of cash to
reflect the change in the value of the underlying contract. 
However, since an option gives the buyer the right to enter into a
contract at a set price for a fixed period of time, its value does
change daily and that change is reflected in the net asset value of
the Portfolio.
<PAGE>
PAGE 151 

The risk the Portfolio assumes when it buys an option is the loss
of the premium paid for the option.  The risk involved in writing
options on futures contracts the Portfolio owns, or on securities
held in its portfolio, is that there could be an increase in the
market value of such contracts or securities.  If that occurred,
the option would be exercised and the asset sold at a lower price
than the cash market price.  To some extent, the risk of not
realizing a gain could be reduced by entering into a closing
transaction.  The Portfolio could enter into a closing transaction
by purchasing an option with the same terms as the one it had
previously sold.  The cost to close the option and terminate the
Portfolio's obligation, however, might be more or less than the
premium received when it originally wrote the option.  Further, the
Portfolio 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.  Such options would be used in the same manner
as options on futures contracts.
   
TAX TREATMENT.  As permitted under federal income tax laws, the
Portfolio 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 Portfolio being required to defer recognizing losses
incurred by entering into futures contracts and losses on
underlying securities identified as being hedged against.

Federal income tax treatment of gains or losses from transactions
in options on futures contracts and indexes will depend on whether
such option is a section 1256 contract.  If the option is a non-
equity option, the Portfolio 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.  Certain provisions of the Internal Revenue Code
may also limit the Portfolio's ability to engage in futures
contracts and related options transactions.  For example, at the
close of each quarter of the Portfolio's taxable year, at least 50%
of the value of its assets must consist of cash, government
securities and other securities, subject to certain diversification
requirements.  Less than 30% of its gross income must be derived
from sales of securities held less than three months.
<PAGE>
PAGE 152 

The IRS has ruled publicly that an exchange-traded call option is a
security for purposes of the 50%-of-assets test and that its issuer
is the issuer of the underlying security, not the writer of the
option, for purposes of the diversification requirements.  In order
to avoid realizing a gain within the three-month period, the
Portfolio may be required to defer closing out a contract beyond
the time when it might otherwise be advantageous to do so.  The
Portfolio also may be restricted in purchasing put options for the
purpose of hedging underlying securities because of applying the
short sale holding period rules with respect to such underlying
securities.

Accounting for futures contracts will be according to generally
accepted accounting principles.  Initial margin deposits will be
recognized as assets due from a broker (the Portfolio'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.
    <PAGE>
PAGE 153 

APPENDIX C

MORTGAGE-BACKED SECURITIES
   
A mortgage pass-through certificate is one that represents an
interest in a pool, or group, of mortgage loans assembled by the
Government National Mortgage Association (GNMA), Federal Home Loan
Mortgage Corporation (FHLMC), Federal National Mortgage Association
(FNMA) or non-governmental entities.  In pass-through certificates,
both principal and interest payments, including prepayments, are
passed through to the holder of the certificate.  Prepayments on
underlying mortgages result in a loss of anticipated interest, and
the actual yield (or total return) to the Portfolio, which is
influenced by both stated interest rates and market conditions, may
be different than the quoted yield on certificates.  Some U.S.
government securities may be purchased on a when-issued basis,
which means that it may take as long as 45 days after the purchase
before the securities are delivered to the Portfolio.

Stripped Mortgage-Backed Securities.  The Portfolio may invest in
stripped mortgage-backed securities.  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.  On an IO, if prepayments of principal are greater than
anticipated, an investor 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.

Mortgage-Backed Security Spread Options.  The Portfolio may
purchase mortgage-backed security (MBS) put spread options and
write covered MBS call spread options.  MBS spread options are
based upon the changes in the price spread between a specified
mortgage-backed security and a like-duration Treasury security. 
MBS spread options are traded in the OTC market and are of short
duration, typically one to two months.  The Portfolio would buy or
sell covered MBS call spread options in situations where mortgage-
backed securities are expected to underperform like-duration
Treasury securities.
    <PAGE>
PAGE 154 

APPENDIX D

DOLLAR-COST AVERAGING

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

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

Dollar-cost averaging

___________________________________________________________________
Regular             Market Price            Shares
Investment          of a Share              Acquired             
 $100                $6.00                    16.7
  100                 4.00                    25.0
  100                 4.00                    25.0
  100                 6.00                    16.7
  100                 5.00                    20.0
 $500               $25.00                   103.4

Average market price of a share over 5 periods:
$5.00 ($25.00 divided by 5).
The average price you paid for each share:
$4.84 ($500 divided by 103.4).

<PAGE>
PAGE 155 
Part C.       OTHER INFORMATION

Item 24.      Financial Statements and Exhibits:

(a)    FINANCIAL STATEMENTS:

       List of financial statements filed as part of this Post-
       Effective Amendment to the Registration Statement
       for IDS Diversified Equity Income Fund:

       o      Independent auditors' report dated November 1, 1996.
       o      Statement of assets and liabilities, Sept. 30, 1996.
       o      Statement of operations, year ended Sept. 30. 1996.
       o      Statements of changes in net assets, to two-year period
              ended Sept. 30, 1995 and year ended Sept. 30, 1996.
       o      Notes to financial statements.
       o      Investments in Securities, Sept. 30, 1996
       o      Notes to Investments in Securities

       For Equity Income Portfolio:

       o      Independent auditors' report dated Nov. 1, 1996.
       o      Statement of assets and liabilities, Sept. 30, 1996.
       o      Statement of operations, period from May 13, 1996 to 
              Sept. 30, 1996.
       o      Statement of changes in net assets, period from 
              May 13, 1996 to Sept. 30, 1996.
       o      Notes to financial statements.
       o      Investments in securities, Sept. 30, 1996.
       o      Notes to investments in securities.

       For IDS Mutual:

       o      Independent auditors' report dated November 1, 1996.
       o      Statement of assets and liabilities, Sept. 30, 1996.
       o      Statement of operations, ten months ended Sept. 30, 1996.
       o      Statement of changes in net assets, for the two-year
              period ended May 13, 1996 and Sept. 30, 1996.
       o      Notes to financial statements.
       o      Investments in securities, Sept. 30, 1996.
       o      Notes to investments in securities.

       For Balanced Portfolio:

       o      Independent auditors' report dated Nov. 1, 1996.
       o      Statement of assets and liabilities, Sept. 30, 1996.
       o      Statement of operations, period from May 13, 1996 to
              Sept. 30, 1996.
       o      Statement of changes in net assets, period from May 13,
              1996 to Sept. 30, 1996.
       o      Notes to financial statements.
       o      Investments in securities, Sept. 30, 1996.
       o      Notes to investments in securities.

<PAGE>
PAGE 156 
(b)    EXHIBITS:

1.            Copy of Articles of Incorporation amended November 13,
              1991, filed as Exhibit 1 to Registrant's Post-Effective
              Amendment No. 87 to Registration Statement No. 2-11328 is
              incorporated by reference.

2.            By-laws, as amended January 1O, 1996, filed
              electronically herewith as Exhibit 2 Post-Effective
              Amendment No. 80 to Registration Statement No. 2-11328 is
              incorporated herein by reference.
              
3.            Not Applicable.            

4.            Copy of IDS Mutual's stock certificate, filed as Exhibit
              No. 3 to Registrant's Form N-1Q for the calendar quarter
              ended September 30, 1976 is incorporated by reference.

5.            Copy of Investment Management Services Agreement between
              Registrant and American Express Financial Corporation,
              dated March 20, 1995, is filed electronically herewith.
              The agreement was assumed by the Portfolio when the Funds
              adopted the master/feeder structure.

6.            Copy of Distribution Agreement between Registrant and
              American Express Financial Advisors Inc., dated March 20,
              1995, is filed electronically herewith.

7.            All employees are eligible to participate in a profit
              sharing plan.  Entry into the plan is Jan. 1 or July 1. 
              The Registrant contributes each year an amount up to 15
              percent of their annual salaries, the maximum deductible
              amount permitted under Section 404(a) of the Internal
              Revenue Code.

8(a).         Copy of Custodian Agreement between Registrant and
              American Express Trust Company, dated March 20, 1995, is
              filed electronically herewith.

8(b).         Copy of Custody Agreement between Morgan Stanley Trust
              Company and IDS Bank & Trust, dated May, 1993, is filed
              electronically as Exhibit 8(b) to Registrant's Post-
              Effective Amendment No. 95 to Registration Statement No.
              2-11328 is incorporated by reference.

8(c).         Copy of Addendum to the Custodian Agreement between IDS          
              Investment Series, Inc., American Express Trust Company
              and American Express Financial Corporation dated May 13,
              1996 is filed electronically herewith.

<PAGE>
PAGE 157 
9(a).         Copy of Plan and Agreement of Merger between IDS Mutual
              Minnesota, Inc. and IDS Mutual, Inc. dated April 10,
              1986, filed as Exhibit 9 to Post-Effective Amendment No.
              70 is incorporated by reference.

9(b).         Copy of Transfer Agency Agreement between Registrant and
              American Express Financial Corporation, dated March 20,
              1995, is filed electronically herewith.

9(c).         Copy of License Agreement between Registrant and IDS
              Financial Corporation dated January 25, 1988 filed as
              Exhibit No. 9(d) to Registrant's Post-Effective Amendment
              No. 80 to Registration Statement No. 2-11328 is
              incorporated by reference.

9(d).         Copy of Shareholder Service Agreement between Registrant
              and American Express Financial Advisors Inc., dated March
              20, 1995, is filed electronically herewith.

9(e).         Copy of Administrative Service Agreement between
              Registrant and American Express Financial Corporation,
              dated March 20, 1995, is filed electronically herewith.

9(f).         Copy of Agreement and Declaration of Unitholders between
              IDS Investment Series, Inc. on behalf of IDS Mutual and
              Strategist Growth and Income Fund, Inc. on behalf of
              Strategist Balanced Fund dated May 13, 1996, is filed
              electronically herewith.

9(g).         Copy of Agreement and Declaration of Unitholders between
              IDS Investment Series, Inc. on behalf of IDS Diversified
              Equity Income Fund and Strategist Growth and Income Fund,
              Inc. on behalf of Strategist Equity Income Fund dated May
              13, 1996, is filed electronically herewith.

10.           Opinion and consent of counsel as to the legality of the
              securities being registered is filed with Registrant's
              most recent 24f-2 Notice.

11.           Independent Auditors' Consent filed electronically.

12.           None.

13.           Not Applicable.

14.           Forms of Keogh, IRA and other retirement plans, filed as
              Exhibits 14(a) through 14(n) to IDS Growth Fund, Inc.,
              Post-Effective Amendment No. 34 to Registration Statement
              No. 2-38355 are incorporated by reference.
 
15.           Copy of Plan and Agreement of Distribution between
              Registrant and American Express Financial Advisors Inc.,
              dated March 20, 1995, is filed electronically herewith.<PAGE>
PAGE 158 
16(a).        Schedule for computation of each performance quotation
              for IDS Mutual provided in the Registration Statement in
              response to Item 22, is filed as Exhibit 16(a) to Post-
              Effective Amendment No. 88 to Registration No. 2-11328 is
              incorporated by reference.

16(b).        Schedule for computation of each performance quotation
              for IDS Diversified Equity Income Fund provided in the
              Registration Statement in response to Item 22, is filed
              as Exhibit 16(b) to Post-Effective Amendment No. 88 to
              Registration No. 2-11328 is incorporated by reference.

17.           Financial Data Schedules filed electronically.

18.           Copy of plan pursuant to Rule 18f-3 under the 1940 Act
              filed electronically as Exhibit 18 to Registrant's Post-
              Effective Amendment No. 95 to Registration Statement No.
              2-11328 is incorporated by reference.

19(a).        Directors' Power of Attorney dated Nov. 10, 1994, to sign
              Amendments to this Registration Statement, filed
              electronically as Exhibit 18(a) to Registrant's Post-
              Effective Amendment No. 93, is incorporated by reference.

19(b).        Officers' Power of Attorney, dated Nov. 1, 1995, to sign
              Amendments to this Registration Statement, filed
              electronically as Exhibit 19(b) to Registrant's Post-
              Effective Amendment No. 96, is incoporated by reference.

19(c).        Trustees Power of Attorney dated April 11, 1996, is filed
              electronically herewith.

19(d).        Officers' Power of Attorney dated April 11, 1996, is
              filed electronically herewith.

Item 25.      Persons Controlled by or Under Common Control with
              Registrant:

              None.

Item 26.      Number of Holders of Securities

                  (1)                       (2)
                                      Number of Record
                                        Holders as of
             Title of Class                 1996     

             IDS Mutual
             Common Stock   
             Class A                       166,294
             Class B                        16,405
             Class Y                       160,611               

             IDS Diversified Equity
             Income Common Stock           
             Class A                       114,854
             Class B                        17,204
             Class Y                         5,002<PAGE>
PAGE 159 
Item 27.  Indemnification

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

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

Any indemnification hereunder shall not be exclusive of any other
rights of indemnification to which the directors, officers,
employees or agents might otherwise be entitled.  No
indemnification shall be made in violation of the Investment
Company Act of 1940.
<PAGE>
PAGE 160 

<PAGE>
PAGE 1<PAGE>
Item 29(c).  Not applicable.

Item 30.     Location of Accounts and Records

             American Express Financial Corporation
             IDS Tower 10
             Minneapolis, MN  55440

Item 31.     Management Services

             Not Applicable.

Item 32.     Undertakings

             (a)  Not Applicable.
             (b)  Not Applicable.
             (c)  The Registrant undertakes to furnish each person  
                  to whom a prospectus is delivered with a copy of
                  the Registrant's latest annual report to          
                  shareholders, upon request and without charge.

<PAGE>
PAGE 161 
 
                                         SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant, IDS Investment
Series, Inc., certifies that it meets the requirements for the
effectiveness of this Amendment to its Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has
caused this Amendment to its Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in the
City of Minneapolis and the State of Minnesota on the 25th day of
November, 1996.

IDS INVESTMENT SERIES, INC.



By /s/ Melinda S. Urion            
       Melinda S. Urion, Treasurer


By /s/ William R. Pearce**         
       William R. Pearce, President

Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement has been signed below by
the following persons in the capacities and on the 25th day of
November, 1996.

Signature                           Capacity

/s/ William R. Pearce**             President, Principal
    William R. Pearce               Executive Officer and
                                    Director

                                    Director
    H. Brewster Atwater, Jr.


/s/ Lynne V. Cheney*                Director
    Lynne V. Cheney


/s/ William H. Dudley*              Director
    William H. Dudley


/s/ Robert F. Froehlke*             Director
    Robert F. Froehlke


/s/ David R. Hubers*                Director
    David R. Hubers


/s/ Heinz F. Hutter*        
    Heinz F. Hutter                 Director
<PAGE>
PAGE 162 
Signature                     Capacity


/s/ Anne P. Jones*            Director
    Anne P. Jones


/s/ Melvin R. Laird*          Director
    Melvin R. Laird


/s/ Edson W. Spencer*         Director
    Edson W. Spencer


/s/ John R. Thomas*           Director
    John R. Thomas


/s/ Wheelock Whitney*         Director
    Wheelock Whitney


/s/ C. Angus Wurtele*         Director
    C. Angus Wurtele


 *Signed pursuant to Directors' Power of Attorney, dated November
10, 1994, filed electronically as Exhibit 18(a) to Registrant's
Post-Effective Amendment No. 93 by:


                               
Leslie L. Ogg


**Signed pursuant to Officers' Power of Attorney, dated November 1,
1995 filed electronically:



                              
Leslie L. Ogg

<PAGE>
PAGE 163 
                                         SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, GROWTH AND INCOME TRUST consents to
the filing of this Amendment to the Registration Statement of IDS
Managed Retirement Fund, Inc. signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Minneapolis
and State of Minnesota on the 25th day of November, 1996.

                             GROWTH AND INCOME TRUST


                             By /s/ Melinda S. Urion  
                                    Melinda S. Urion
                                    Treasurer


                             By  /s/  William R. Pearce**    
                                      William R. Pearce
                                      President

Pursuant to the requirements of the Securities Act of 1933, this
Amendment to the Registration Statement has been signed below by
the following persons in the capacities indicated on the 25th day
of November, 1996.

Signature                                      Capacity

/s/  William R. Pearce**                       Trustee
     William R. Pearce

                                               Trustee
     H. Brewster Atwater, Jr.

/s/  Lynne V. Cheney*                          Trustee
     Lynne V. Cheney

/s/  William H. Dudley*                        Trustee
     William H. Dudley

/s/  Robert F. Froehlke*                       Trustee
     Robert F. Froehlke

/s/  David R. Hubers*                          Trustee
     David R. Hubers

/s/  Heinz F. Hutter*                          Trustee
     Heinz F. Hutter

/s/  Anne P. Jones*                            Trustee
     Anne P. Jones

/s/  Melvin R. Laird*                          Trustee
     Melvin R. Laird

                                               Trustee
     Edson W. Spencer
<PAGE>
PAGE 164 
Signature                                      Capacity

/s/  John R. Thomas*                           Trustee
     John R. Thomas

                                               Trustee
     Wheelock Whitney

/s/  C. Angus Wurtele*                         Trustee
     C. Angus Wurtele


*Signed pursuant to trustees Power of Attorney dated April 11,
1996, filed electronically as Exhibit 19(c) herewith by:



_____________________________
Leslie L. Ogg

**Signed pursuant to Officers' Power of Attorney dated April 11,
1996, filed electronically as Exhibit 19(d) herewith by:



_____________________________
Leslie L. Ogg
<PAGE>
PAGE 165 
 
                                      CONTENTS OF THIS
                               POST-EFFECTIVE AMENDMENT NO. 97
                            TO REGISTRATION STATEMENT NO. 2-11328


This post-effective amendment comprises the following papers and
documents:

The facing sheet.

Cross reference sheet.

Part A:

       IDS Mutual's prospectus.

       IDS Diversified Equity Income Fund's prospectus.

Part B:

       IDS Mutual's SAI.

       IDS Diversified Equity Income Fund's SAI.

       Financial Statements

Part C:

       Other information.

       Exhibits.

The signatures.


<PAGE>
PAGE 1
IDS Investment Series, Inc.
File No. 2-11328/811-54

                                        EXHIBIT INDEX

Exhibit 5:           Copy of Investment Management Services Agreement
                     between Registrant and American Express Financial
                     Corporation, dated March 20, 1995.

Exhibit 6:           Copy of Distribution Agreement between Registrant
                     and American Express Financial Advisors Inc., dated
                     March 20, 1995.

Exhibit 8(a):        Copy of Custodian Agreement between Registrant and
                     American Express Trust Company, dated March 20,
                     1995.

Exhibit 8(c):        Copy of Addendum to the Custodian Agreement between
                     IDS Investment Series, Inc., American Express Trust
                     Company and American Express Financial Corporation
                     dated May 13, 1996.

Exhibit 9(b):        Copy of Transfer Agency Agreement between Registrant
                     and American Express Financial Corporation, dated
                     March 20, 1995.

Exhibit 9(d):        Copy of Shareholder Service Agreement between
                     Registrant and American Express Financial Advisors
                     Inc., dated March 20, 1995.

Exhibit 9(e):        Copy of Administrative Services Agreement between
                     Registrant and American Express Financial
                     Corporation, dated March 20, 1995.

Exhibit 9(f):        Copy of Agreement and Declaration of Unitholders
                     between IDS Investment Series, Inc. on behalf of IDS
                     Mutual and Strategist Growth and Income Fund, Inc.
                     dated May 13, 1996.

Exhibit 9(g):        Copy of Agreement and Declaration of Unitholders
                     between IDS Investment Series, Inc. on behalf of IDS
                     Diversified Equity Income Fund and Strategist Growth
                     and Income Fund, Inc. dated May 13, 1996.


Exhibit 11:          Independent Auditors' Consent.

Exhibit 15:          Copy of Plan and Agreement of Distribution between
                     Registrant and American Express Financial Advisors
                     Inc., dated March 20, 1995.

Exhibit 17:          Financial Data Schedule.

Exhibit 19(c):       Trustees Power of Attorney dated April 11, 1996.

Exhibit 19(d):       Officers' Power of Attorney dated April 11, 1996.


<PAGE>
PAGE 1 
                          INVESTMENT MANAGEMENT SERVICES AGREEMENT

       AGREEMENT made the 20th day of March, 1995, by and between IDS
Investment Series, Inc. (the "Corporation") on behalf of its
underlying series funds IDS Mutual and IDS Diversified Equity
Income Fund (individually a "Fund" and collectively the "Funds"), a
Minnesota corporation, and American Express Financial Corporation,
a Delaware corporation.

Part One: INVESTMENT MANAGEMENT AND OTHER SERVICES

       (1)    The Corporation hereby retains American Express Financial
Corporation, and American Express Financial Corporation hereby
agrees, for the period of this Agreement and under the terms and
conditions hereinafter set forth, to furnish the Corporation
continuously with suggested investment planning; to determine,
consistent with the Funds' investment objectives and policies,
which securities in American Express Financial Corporation's
discretion shall be purchased, held or sold and to execute or cause
the execution of purchase or sell orders; to prepare and make
available to the Funds all necessary research and statistical data
in connection therewith; to furnish all services of whatever nature
required in connection with the management of the Funds as provided
under this Agreement; and to pay such expenses as may be provided
for in Part Three; subject always to the direction and control of
the Board of Directors (the "Board"), the Executive Committee and
the authorized officers of the Corporation.  American Express
Financial Corporation agrees to maintain an adequate organization
of competent persons to provide the services and to perform the
functions herein mentioned.  American Express Financial Corporation
agrees to meet with any persons at such times as the Board deems
appropriate for the purpose of reviewing American Express Financial
Corporation's performance under this Agreement.

       (2)    American Express Financial Corporation agrees that the
investment planning and investment decisions will be in accordance
with general investment policies of the Funds as disclosed to
American Express Financial Corporation from time to time by the
Funds and as set forth in its prospectuses and registration
statements filed with the United States Securities and Exchange
Commission (the "SEC").

       (3)    American Express Financial Corporation agrees that it
will maintain all required records, memoranda, instructions or
authorizations relating to the acquisition or disposition of
securities for the Funds.

       (4)    The Corporation agrees that it will furnish to American
Express Financial Corporation any information that the latter may
reasonably request with respect to the services performed or to be
performed by American Express Financial Corporation under this
Agreement.

       (5)    American Express Financial Corporation is authorized to
select the brokers or dealers that will execute the purchases and
sales of portfolio securities for the Funds and is directed to use
its best efforts to obtain the best available price and most <PAGE>
PAGE 2 
favorable execution, except as prescribed herein.  Subject to prior
authorization by the Board of appropriate policies and procedures,
and subject to termination at any time by the Board, American
Express Financial Corporation may also be authorized to effect
individual securities transactions at commission rates in excess of
the minimum commission rates available, to the extent authorized by
law, if American Express Financial Corporation determines in good
faith that such amount of commission was reasonable in relation to
the value of the brokerage and research services provided by such
broker or dealer, viewed in terms of either that particular
transaction or American Express Financial Corporation's overall
responsibilities with respect to the Funds and other funds for
which it acts as investment adviser.

       (6)    It is understood and agreed that in furnishing the Funds
with the services as herein provided, neither American Express
Financial Corporation, nor any officer, director or agent thereof
shall be held liable to a Fund or its creditors or shareholders for
errors of judgment or for anything except willful misfeasance, bad
faith, or gross negligence in the performance of its duties, or
reckless disregard of its obligations and duties under the terms of
this Agreement.  It is further understood and agreed that American
Express Financial Corporation may rely upon information furnished
to it reasonably believed to be accurate and reliable.

Part Two: COMPENSATION TO INVESTMENT MANAGER

       (1)    The Corporation agrees to pay to American Express
Financial Corporation, and American Express Financial Corporation
covenants and agrees to accept from each Fund in full payment for
the services furnished, a fee composed of an asset charge, and for
Mutual only, a performance incentive adjustment.

       (a)    The asset charge 

       (i)    The asset charge for each calendar day of each year shall
be equal to the total of 1/365th (1/366th in each leap year) of the
amount computed in accordance with paragraph (ii) below.  The
computation shall be made for each day on the basis of net assets
as of the close of business of the full business day two
(2) business days prior to the day for which the computation is
being made.  In the case of the suspension of the computation of
net asset value, the asset charge for each day during such
suspension shall be computed as of the close of business on the
last full business day on which the net assets were computed.  Net
assets as of the close of a full business day shall include all
transactions in shares of the Fund recorded on the books of the
Fund for that day.

       <PAGE>
PAGE 3 
       (ii)   The asset charge shall be based on the net assets of each
Fund as set forth in the following table.

                                  Asset Charge


      Assets      Annual Rate At Each       Assets        Annual Rate At Each
    (Billions)      Asset Level           (Billions)         Asset Level
                Mutual                                           DEI

     First $1           0.530%             First $0.5           0.530%
     Next  $1           0.505              Next  $0.5           0.505 
     Next  $1           0.480              Next  $1             0.480 
     Next  $3           0.455              Next  $1             0.455 
     Over  $6           0.430              Next  $3             0.430 
                                           Over  $6             0.400 

(b)The performance incentive adjustment

       (i)    For Mutual, the performance incentive adjustment,
determined monthly, shall be computed by measuring the percentage
point difference between the performance of one Class A share of
the Fund and the performance of the Lipper Balanced Index (the
"Index").  The performance of one Class A share of the Fund shall
be measured by computing the percentage difference, carried to two
decimal places, between the opening net asset value of one share of
the Fund and the closing net asset value of such share as of the
last business day of the period selected for comparison, adjusted
for dividends or capital gain distributions treated as reinvested
at the end of the month during which the distribution was made but
without adjustment for expenses related to a particular class of
shares.  The performance of the Index will then be established by
measuring the percentage difference, carried to two decimal places,
between the beginning and ending Index for the comparison period,
with dividends or capital gain distributions on the securities
which comprise the Index being treated as reinvested at the end of
the month during which the distribution was made.

       (ii)   In computing the adjustment, one percentage point shall
be deducted from the difference, as determined in (b)(i) above. 
The result shall be converted to a decimal value (e.g., 2.38% to
0.0238), multiplied by .01 and then multiplied by the Fund's
average net assets for the comparison period.  This product next
shall be divided by 12 to put the adjustment on a monthly basis. 
Where the performance of the Fund exceeds the Index, the amount so
determined shall be an increase in fees as computed under
paragraph (a).  Where Fund performance is exceeded by the Index,
the amount so determined shall be a decrease in such fees.  The
percentage point difference between the performance of the Fund and
that of the Index, as determined above, is limited to a maximum of
0.0008 per year.

       (iii)         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.

<PAGE>
PAGE 4 
       (iv)   If the Index ceases to be published for a period of more
than 90 days, changes in any material respect or otherwise becomes
impracticable to use for purposes of the adjustment, no adjustment
will be made under this paragraph (b) until such time as the Board
approves a substitute index.

       (2)    The fee shall be paid on a monthly basis and, in the
event of the termination of this Agreement, the fee accrued shall
be prorated on the basis of the number of days that this Agreement
is in effect during the month with respect to which such payment is
made.

       (3)    The fee provided for hereunder shall be paid in cash by
the Funds to American Express Financial Corporation within five
business days after the last day of each month.

Part Three: ALLOCATION OF EXPENSES

       (1)    The Corporation agrees to pay: 

       (a)    Fees payable to American Express Financial Corporation
for its services under the terms of this Agreement.

       (b)    Taxes.

       (c)    Brokerage commissions and charges in connection with the
purchase and sale of assets.

       (d)    Custodian fees and charges.

       (e)    Fees and charges of its independent certified public
accountants for services the Funds request.

       (f)    Premium on the bond required by Rule 17g-1 under the
Investment Company Act of 1940.

       (g)    Fees and expenses of attorneys (i) it employs in matters
not involving the assertion of a claim by a third party against the
Corporation, its directors and officers, (ii) it employs in
conjunction with a claim asserted by the Board against American
Express Financial Corporation, except that American Express
Financial Corporation shall reimburse the Corporation for such fees
and expenses if it is ultimately determined by a court of competent
jurisdiction, or American Express Financial Corporation agrees,
that it is liable in whole or in part to the Corporation, and
(iii) it employs to assert a claim against a third party.

       (h)    Fees paid for the qualification and registration for
public sale of the securities of the Funds under the laws of the
United States and of the several states in which such securities
shall be offered for sale.

       (i)    Fees of consultants employed by the Funds.

       (j)    Directors, officers and employees expenses which shall
include fees, salaries, memberships, dues, travel, seminars,
pension, profit sharing, and all other benefits paid to or provided
for directors, officers and employees, directors and officers <PAGE>
PAGE 5 
liability insurance, errors and omissions liability insurance,
worker's compensation insurance and other expenses applicable to
the directors, officers and employees, except the Corporation will
not pay any fees or expenses of any person who is an officer or
employee of American Express Financial Corporation or its
affiliates.

       (k)    Filing fees and charges incurred by the Corporation in
connection with filing any amendment to its articles of
incorporation, or incurred in filing any other document with the
State of Minnesota or its political subdivisions.

       (l)    Organizational expenses of the Corporation.

       (m)    Expenses incurred in connection with lending portfolio
securities of the Funds.

       (n)    Expenses properly payable by the Funds, approved by the
Board.

       (2)    American Express Financial Corporation agrees to pay all
expenses associated with the services it provides under the terms
of this Agreement.  Further, American Express Financial Corporation
agrees that if, at the end of any month, the expenses of a Fund
under this Agreement and any other agreement between the Fund and
American Express Financial Corporation, but excluding those
expenses set forth in (1)(b) and (1)(c) of this Part Three, exceed
the most restrictive applicable state expenses limitation, the Fund
shall not pay those expenses set forth in (1)(a) and (d) through
(n) of this Part Three to the extent necessary to keep the Fund's
expenses from exceeding the limitation, it being understood that
American Express Financial Corporation will assume all unpaid
expenses and bill the Fund for them in subsequent months but in no
event can the accumulation of unpaid expenses or billing be carried
past the end of the Fund's fiscal year.

Part Four: MISCELLANEOUS

       (1)    American Express Financial Corporation shall be deemed to
be an independent contractor and, except as expressly provided or
authorized in this Agreement, shall have no authority to act for or
represent the Funds.

       (2)    A "full business day" shall be as defined in the By-laws.

       (3)    Each Fund recognizes that American Express Financial
Corporation now renders and may continue to render investment
advice and other services to other investment companies and persons
which may or may not have investment policies and investments
similar to those of the Funds and that American Express Financial
Corporation manages its own investments and/or those of its
subsidiaries.  American Express Financial Corporation shall be free
to render such investment advice and other services and each Fund
hereby consents thereto.

<PAGE>
PAGE 6 
       (4)    Neither this Agreement nor any transaction had pursuant
hereto shall be invalidated or in any way affected by the fact that
directors, officers, agents and/or shareholders of the Funds are or
may be interested in American Express Financial Corporation or any
successor or assignee thereof, as directors, officers, stockholders
or otherwise; that directors, officers, stockholders or agents of
American Express Financial Corporation are or may be interested in
the Funds as directors, officers, shareholders, or otherwise; or
that American Express Financial Corporation or any successor or
assignee, is or may be interested in the Funds as shareholder or
otherwise, provided, however, that neither American Express
Financial Corporation, nor any officer, director or employee
thereof or of the Funds, shall sell to or buy from the Funds any
property or security other than shares issued by the Funds, except
in accordance with applicable regulations or orders of the SEC.

       (5)    Any notice under this Agreement shall be given in
writing, addressed, and delivered, or mailed postpaid, to the party
to this Agreement entitled to receive such, at such party's
principal place of business in Minneapolis, Minnesota, or to such
other address as either party may designate in writing mailed to
the other.

       (6)    American Express Financial Corporation agrees that no
officer, director or employee of American Express Financial
Corporation will deal for or on behalf of the Funds with himself as
principal or agent, or with any corporation or partnership in which
he may have a financial interest, except that this shall not
prohibit: 

       (a)    Officers, directors or employees of American Express
Financial Corporation from having a financial interest in the Funds
or in American Express Financial Corporation.

       (b)    The purchase of securities for the Funds, or the sale of
securities owned by the Funds, through a security broker or dealer,
one or more of whose partners, officers, directors or employees is
an officer, director or employee of American Express Financial
Corporation, provided such transactions are handled in the capacity
of broker only and provided commissions charged do not exceed
customary brokerage charges for such services.

       (c)    Transactions with the Funds by a broker-dealer affiliate
of American Express Financial Corporation as may be allowed by
rule or order of the SEC and if made pursuant to procedures adopted
by the Board.

       (7)    American Express Financial Corporation agrees that,
except as herein otherwise expressly provided or as may be
permitted consistent with the use of a broker-dealer affiliate of
American Express Financial Corporation under applicable provisions
of the federal securities laws, neither it nor any of its officers,
directors or employees shall at any time during the period of this
Agreement, make, accept or receive, directly or indirectly, any
fees, profits or emoluments of any character in connection with the
purchase or sale of securities (except shares issued by the Funds)
or other assets by or for the Funds.
<PAGE>
PAGE 7 
Part Five: RENEWAL AND TERMINATION

       (1)    This Agreement shall continue in effect until March 19,
1997, or until a new agreement is approved by a vote of the
majority of the outstanding shares of each Fund and by vote of the
Fund's Board, including the vote required by (b) of this paragraph,
and if no new agreement is so approved, this Agreement shall
continue from year to year thereafter unless and until terminated
by either party as hereinafter provided, except that such
continuance shall be specifically approved at least annually (a) by
the Board or by a vote of the majority of the outstanding shares of
the Funds and (b) by the vote of a majority of the Directors who
are not parties to this Agreement or interested persons of any such
party, cast in person at a meeting called for the purpose of voting
on such approval.  As used in this paragraph, the term "interested
person" shall have the same meaning as set forth in the Investment
Company Act of 1940, as amended (the "1940 Act").

       (2)    This Agreement may be terminated by either a Fund or
American Express Financial Corporation at any time by giving the
other party 60 days' written notice of such intention to terminate,
provided that any termination shall be made without the payment of
any penalty, and provided further that termination may be effected
either by the Board or by a vote of the majority of the outstanding
voting shares of the Fund.  The vote of the majority of the
outstanding voting shares of a Fund for the purpose of this Part
Five shall be the vote at a shareholders' regular meeting, or a
special meeting duly called for the purpose, of 67% or more of the
Fund's shares present at such meeting if the holders of more than
50% of the outstanding voting shares are present or represented by
proxy, or more than 50% of the outstanding voting shares of the
Fund, whichever is less.

       (3)    This Agreement shall terminate in the event of its
assignment, the term "assignment" for this purpose having the same
meaning as set forth in the 1940 Act.

       IN WITNESS THEREOF, the parties hereto have executed the
foregoing Agreement as of the day and year first above written.


IDS INVESTMENT SERIES, INC.
  IDS Mutual
  IDS Diversified Equity Income

By /s/ Leslie L. Ogg
       Leslie L. Ogg
       Vice President


AMERICAN EXPRESS FINANCIAL CORPORATION


By /s/ Janis E. Miller
       Janis E. Miller
       Vice President


<PAGE>
PAGE 1
                                   DISTRIBUTION AGREEMENT

Agreement made as of the 20th day of March, 1995, by and between
IDS Investment Series, Inc. (the "Corporation"), a Minnesota
corporation, for and on behalf of each class of its underlying
Funds, and American Express Financial Advisors Inc., a Delaware
corporation.

Part One:  DISTRIBUTION OF SECURITIES

(1)    The Corporation covenants and agrees that, during the term of
this agreement and any renewal or extension, American Express
Financial Advisors shall have the exclusive right to act as
principal underwriter for the Corporation and to offer for sale and
to distribute either directly or through any affiliate any and all
shares of each class of capital stock issued or to be issued by the
Corporation.

(2)    American Express Financial Advisors hereby covenants and
agrees to act as the principal underwriter of each class of capital
shares issued and to be issued by the Corporation during the period
of this agreement and agrees during such period to offer for sale
such shares as long as such shares remain available for sale,
unless American Express Financial Advisors is unable or unwilling
to make such offer for sale or sales or solicitations therefor
legally because of any federal, state, provincial or governmental
law, rule or agency or for any financial reason.

(3)    With respect to the offering for sale and sale of shares of
each class to be issued by the Corporation, it is mutually
understood and agreed that such shares are to be sold on the
following terms:

       (a)  All sales shall be made by means of an application, and
every application shall be subject to acceptance or rejection by
the Corporation at its principal place of business.  Shares are to
be sold for cash, payable at the time the application and payment
for such shares are received at the principal place of business of
the Corporation.

       (b)  No shares shall be sold at less than the asset value
(computed in the manner provided by the currently effective
prospectus or Statement of Additional Information and the
Investment Company Act of 1940, and rules thereunder).  The number
of shares or fractional shares to be acquired by each applicant
shall be determined by dividing the amount of each accepted
application by the public offering price of one share of the
capital stock of the appropriate class as of the close of business
on the day when the application, together with payment, is received
by the Corporation at its principal place of business.  The
computation as to the number of shares and fractional shares shall
be carried to three decimal points of one share with the
computation being carried to the nearest 1/l000th of a share.  If
the day of receipt of the application and payment is not a full
business day, then the asset value of the share for use in such
computation shall be determined as of the close of business on the 
<PAGE>
PAGE 2 
next succeeding full business day.  In the event of a period of
emergency, the computation of the asset value for the purpose of
determining the number of shares or fractional shares to be
acquired by the applicant may be deferred until the close of
business on the first full business day following the termination
of the period of emergency.  A period of emergency shall have the
definition given thereto in the Investment Company Act of 1940, and
rules thereunder.

(4)    The Corporation agrees to make prompt and reasonable effort to
do any and all things necessary, in the opinion of American Express
Financial Advisors, to have and to keep the Corporation and the
shares properly registered or qualified in all appropriate
jurisdictions and, as to shares, in such amounts as American
Express Financial Advisors may from time to time designate in order
that the Corporation 's shares may be offered or sold in such
jurisdictions.

(5)    The Corporation agrees that it will furnish American Express
Financial Advisors with information with respect to the affairs and
accounts of the Corporation , and in such form, as American Express
Financial Advisors may from time to time reasonably require and
further agrees that American Express Financial Advisors, at all
reasonable times, shall be permitted to inspect the books and
records of the Corporation.

(6)    American Express Financial Advisors or its agents may prepare
or cause to be prepared from time to time circulars, sales
literature, broadcast material, publicity data and other
advertising material to be used in the sales of shares issued by
the Corporation, including material which may be deemed to be a
prospectus under rules promulgated by the Securities and Exchange
Commission (each separate promotional piece is referred to as an
"Item of Soliciting Material").  At its option, American Express
Financial Advisors may submit any Item of Soliciting Material to
the Corporation for its prior approval.  Unless a particular Item
of Soliciting Material is approved in writing by the Corporation
prior to its use, American Express Financial Advisors agrees to
indemnify the Corporation and its directors and officers against
any and all claims, demands, liabilities and expenses which the
Corporation or such persons may incur arising out of or based upon
the use of any Item of Soliciting Material.  The term "expenses"
includes amounts paid in satisfaction of judgments or in
settlements.  The foregoing right of indemnification shall be in
addition to any other rights to which the Corporation or any
director or officer may be entitled as a matter of law. 
Notwithstanding the foregoing, such indemnification shall not be
deemed to abrogate or diminish in any way any right or claim
American Express Financial Advisors may have against the
Corporation or its officers or directors in connection with the
Corporation's registration statement, prospectus, Statement of
Additional Information or other information furnished by or caused
to be furnished by the Corporation.

(7)    American Express Financial Advisors agrees to submit to the
Corporation each application for shares immediately after the
receipt of such application and payment therefor by American
Express Financial Advisors at its principal place or business.<PAGE>
PAGE 3 
(8)    American Express Financial Advisors agrees to cause to be
delivered to each person submitting an application a prospectus or
circular to be furnished by the Corporation in the form required by
the applicable federal laws or by the acts or statutes of any
applicable state, province or country.

(9)    The Corporation shall have the right to extend to shareholders
of each class the right to use the proceeds of any cash dividend
paid by the Corporation to that shareholder to purchase shares of
the same class at the net asset value at the close of business upon
the day of purchase, to the extent set forth in the currently
effective prospectus or Statement of Additional Information.

(10)   Shares of each class issued by the Corporation may be offered
and sold at their asset value to the shareholders of the same class
of other Corporations in the IDS MUTUAL FUND GROUP who wish to
exchange their investments in shares of the other funds in the IDS
MUTUAL FUND GROUP to investments in shares of the Corporation, to
the extent set forth in the currently effective prospectus or
Statement of Additional Information, such asset value to be
computed as of the close of business on the day of sale of such
shares of the Corporation.

(11)   American Express Financial Advisors and the Corporation agree
to use their best efforts to conform with all applicable state and
federal laws and regulations relating to any rights or obligations
under the term of this agreement.

Part Two:  ALLOCATION OF EXPENSES

Except as provided by any other agreements between the parties,
American Express Financial Advisors covenants and agrees that
during the period of this agreement it will pay or cause or be paid
all expenses incurred by American Express Financial Advisors, or
any of its affiliates, in the offering for sale or sale of each
class of the Corporation's shares.

Part Three:  COMPENSATION

(1)    It is covenanted and agreed that American Express Financial
Advisors shall be paid:

       (i) for a class of shares imposing a front-end sales charge,
by the purchasers of Corporation shares in an amount equal to the
difference between the total amount received upon each sale of
shares issued by the Corporation and the asset value of such shares
at the time of such sale; and

       (ii) for a class of shares imposing a deferred sales charge,
by owners of Corporation shares at the time the sales charge is
imposed in an amount equal to any deferred sales charge, as
described in the Corporation's prospectus.

Such sums as are received by the Corporation shall be received as
Agent for American Express Financial Advisors and shall be remitted
to American Express Financial Advisors daily as soon as practicable
after receipt.<PAGE>
PAGE 4 
(2)    The asset value of any share of each class of the Corporation
shall be determined in the manner provided by the classes currently
effective prospectus and Statement of Additional Information and
the Investment Company Act of 1940, and rules thereunder.

Part Four:  MISCELLANEOUS

(1)    American Express Financial Advisors shall be deemed to be an
independent contractor and, except as expressly provided or
authorized in this agreement, shall have no authority to act for or
represent the Corporation.

(2)    American Express Financial Advisors shall be free to render to
others services similar to those rendered under this agreement.

(3)    Neither this agreement nor any transaction had pursuant hereto
shall be invalidated or in any way affected by the fact that
directors, officers, agents and/or shareholders of the Corporation
are or may be interested in American Express Financial Advisors as
directors, officers, shareholders or otherwise; that directors,
officers, shareholders or agents of American Express Financial
Advisors are or may be interested in the Corporation as directors,
officers, shareholders or otherwise; or that American Express
Financial Advisors is or may be interested in the Corporation as
shareholder or otherwise, provided, however, that neither American
Express Financial Advisors nor any officer or director of American
Express Financial Advisors or any officers or directors of the
Corporation shall sell to or buy from the Corporation any property
or security other than a security issued by the Corporation, except
in accordance with a rule, regulation or order of the federal
Securities and Exchange Commission.

(4)    For the purposes of this agreement, a "business day" shall
have the same meaning as is given to the term in the By-laws of the
Corporation.

(5)    Any notice under this agreement shall be given in writing,
addressed and delivered, or mailed postpaid, to the parties to this
agreement at each company's principal place of business in
Minneapolis, Minnesota, or to such other address as either party
may designate in writing mailed to the other.

(6)    American Express Financial Advisors agrees that no officer,
director or employee of American Express Financial Advisors will
deal for or on behalf of the Corporation with himself as principal
or agent, or with any corporation or partnership in which he may
have a financial interest, except that this shall not prohibit:

       (a)  Officers, directors and employees of American Express
Financial Advisors from having a financial interest in the
Corporation or in American Express Financial Advisors.

       (b)  The purchase of securities for the Corporation, or the
sale of securities owned by the Corporation , through a security
broker or dealer, one or more of whose partners, officers,
directors or employees is an officer, director or employee of
American Express Financial Advisors, provided such transactions are
<PAGE>
PAGE 5 
handled in the capacity of broker only and provided commissions
charged do not exceed customary brokerage charges for such
services.

       (c)  Transactions with the Corporation by a broker-dealer
affiliate of American Express Financial Advisors if allowed by rule
or order of the Securities and Exchange Commission and if made
pursuant to procedures adopted by the Corporation's Board of
Directors.

(7)    American Express Financial Advisors agrees that, except as
otherwise provided in this agreement, or as may be permitted
consistent with the use of a broker-dealer affiliate of American
Express Financial Advisors under applicable provisions of the
federal securities laws, neither it nor any of its officers,
directors or employees shall at any time during the period of this
agreement make, accept or receive, directly or indirectly, any
fees, profits or emoluments of any character in connection with the
purchase or sale of securities (except securities issued by the
Corporation) or other assets by or for the Corporation.

Part Five:  TERMINATION

(1)    This agreement shall continue from year to year unless and
until terminated by American Express Financial Advisors or the
Corporation, except that such continuance shall be specifically
approved at least annually by a vote of a majority of the Board of
Directors who are not parties to this agreement or interested
persons of any such party, cast in person at a meeting called for
the purpose of voting on such approval, and by a majority of the
Board of Directors or by vote of a majority of the outstanding
voting securities of the Corporation.  As used in this paragraph,
the term "interested person" shall have the meaning as set forth in
the Investment Company Act of 1940, as amended.

(2)    This agreement may be terminated by American Express Financial
Advisors or the Corporation at any time by giving the other party
sixty (60) days written notice of such intention to terminate.

(3)    This agreement shall terminate in the event of its assignment,
the term "assignment" for this purpose having the same meaning as
set forth in the Investment Company Act of 1940, as amended.

<PAGE>
PAGE 6 
IN WITNESS WHEREOF, The parties hereto have executed the foregoing
agreement on the date and year first above written.

IDS INVESTMENT SERIES, INC.
  IDS Mutual
  IDS Diversified Equity Income Fund



By /s/ Leslie L. Ogg 
       Leslie L. Ogg
       Vice President



AMERICAN EXPRESS FINANCIAL ADVISORS INC.



By /s/ Janis E. Miller
       Janis E. Miller
       Vice President

<PAGE>
PAGE 1
                                     CUSTODIAN AGREEMENT


THIS CUSTODIAN AGREEMENT dated March 20, 1995, between IDS
Investment Series, Inc., a Minnesota Corporation, (the
"Corporation"), on behalf of its underlying series funds, and
American Express Trust Company, a corporation organized under the
laws of the State of Minnesota with its principal place of business
at Minneapolis, Minnesota (the "Custodian").

WHEREAS, the Corporation desires that its securities and cash be
hereafter held and administered by Custodian pursuant to the terms
of this Agreement.

NOW, THEREFORE, in consideration of the mutual agreements herein
made, the Corporation and the Custodian agree as follows:


Section 1.  Definitions

The word "securities" as used herein shall be construed to include,
without being limited to, shares, stocks, treasury stocks,
including any stocks of this Corporation, notes, bonds, debentures,
evidences of indebtedness, options to buy or sell stocks or stock
indexes, certificates of interest or participation in any profit-
sharing agreements, collateral trust certificates, preorganization
certificates or subscriptions, transferable shares, investment
contracts, voting trust certificates, certificates of deposit for a
security, fractional or undivided interests in oil, gas or other
mineral rights, or any certificates of interest or participation
in, temporary or interim certificates for, receipts for, guarantees
of, or warrants or rights to subscribe to or purchase any of the
foregoing, acceptances and other obligations and any evidence of
any right or interest in or to any cash, property or assets and any
interest or instrument commonly known as a security.  In addition,
for the purpose of this Custodian Agreement, the word "securities"
also shall include other instruments in which the Corporation may
invest including currency forward contracts and commodities such as
interest rate or index futures contracts, margin deposits on such
contracts or options on such contracts.

The words "custodian order" shall mean a request or direction,
including a computer printout, directed to the Custodian and signed
in the name of the Corporation by any two individuals designated in
the current certified list referred to in Section 2.

The word "facsimile" shall mean an exact copy or likeness which is
electronically transmitted for instant reproduction.


Section 2.  Names, Titles and Signatures of Authorized Persons

The Corporation will certify to the Custodian the names and
signatures of its present officers and other designated persons
authorized on behalf of the Corporation to direct the Custodian by
custodian order as herein before defined.  The Corporation agrees
that whenever any change occurs in this list it will file with the
Custodian a copy of a resolution certified by the Secretary or an <PAGE>
PAGE 2 
Assistant Secretary of the Corporation as having been duly adopted 
by the Board of Directors or the Executive Committee of the Board
of Directors of the Corporation designating those persons currently
authorized on behalf of the Corporation to direct the Custodian by
custodian order, as herein before defined, and upon such filing (to
be accompanied by the filing of specimen signatures of the
designated persons) the persons so designated in said resolution
shall constitute the current certified list.  The Custodian is
authorized to rely and act upon the names and signatures of the
individuals as they appear in the most recent certified list from
the Corporation which has been delivered to the Custodian as herein
above provided.


Section 3.  Use of Subcustodians

The Custodian may make arrangements, where appropriate, with other
banks having not less than two million dollars aggregate capital,
surplus and undivided profits for the custody of securities.  Any
such bank selected by the Custodian to act as subcustodian shall be
deemed to be the agent of the Custodian.

The Custodian also may enter into arrangements for the custody of
securities entrusted to its care through foreign branches of United
States banks; through foreign banks, banking institutions or trust
companies; through foreign subsidiaries of United States banks or
bank holding companies, or through foreign securities depositories
or clearing agencies (hereinafter also called, collectively, the
"Foreign Subcustodian" or indirectly through an agent, established
under the first paragraph of this section, if and to the extent
permitted by Section 17(f) of the Investment Company Act of 1940
and the rules promulgated by the Securities and Exchange Commission
thereunder, any order issued by the Securities and Exchange
Commission, or any "no-action" letter received from the staff of
the Securities and Exchange Commission.  To the extent the existing
provisions of the Custodian Agreement are consistent with the
requirements of such Section, rules, order or no-action letter,
they shall apply to all such foreign custodianships.  To the extent
such provisions are inconsistent with or additional requirements
are established by such Section, rules, order or no-action letter,
the requirements of such Section, rules, order or no-action letter
will prevail and the parties will adhere to such requirements;
provided, however, in the absence of notification from the
Corporation of any changes or additions to such requirements, the
Custodian shall have no duty or responsibility to inquire as to any
such changes or additions.


Section 4.  Receipt and Disbursement of Money
 
(1) The Custodian shall open and maintain a separate account or
accounts in the name of the Corporation or cause its agent to open
and maintain such account or accounts subject only to checks,
drafts or directives by the Custodian pursuant to the terms of this
Agreement.  The Custodian or its agent shall hold in such account
or accounts, subject to the provisions hereof, all cash received by
<PAGE>
PAGE 3 
it from or for the account of the Corporation.  The Custodian or
its agent shall make payments of cash to or for the account of the
Corporation from such cash only:

       (a)    for the purchase of securities for the portfolio of the
              Corporation upon the receipt of such securities by the
              Custodian or its agent unless otherwise instructed on
              behalf of the Corporation;

       (b)    for the purchase or redemption of shares of capital stock
              of the Corporation;

       (c)    for the payment of interest, dividends, taxes, management
              fees, or operating expenses (including, without
              limitation thereto, fees for legal, accounting and
              auditing services);

       (d)    for payment of distribution fees, commissions, or
              redemption fees, if any;

       (e)    for payments in connection with the conversion, exchange
              or surrender of securities owned or subscribed to by the
              Corporation held by or to be delivered to the Custodian;

       (f)    for payments in connection with the return of securities
              loaned by the Corporation upon receipt of such securities
              or the reduction of collateral upon receipt of proper
              notice;

       (g)    for payments for other proper corporate purposes;

       (h)    or upon the termination of this Agreement.

Before making any such payment for the purposes permitted under the
terms of items (a), (b), (c), (d), (e), (f) or (g) of paragraph (1)
of this section, the Custodian shall receive and may rely upon a
custodian order directing such payment and stating that the payment
is for such a purpose permitted under these items (a), (b), (c),
(d), (e), (f) or (g) and that in respect to item (g), a copy of a
resolution of the Board of Directors or of the Executive Committee
of the Board of Directors of the Corporation signed by an officer
of the Corporation and certified by its Secretary or an Assistant
Secretary, specifying the amount of such payment, setting forth the
purpose to be a proper corporate purpose, and naming the person or
persons to whom such payment is made.  Notwithstanding the above,
for the purposes permitted under items (a) or (f) of paragraph (1)
of this section, the Custodian may rely upon a facsimile order.

(2) The Custodian is hereby appointed the attorney-in-fact of the
Corporation to endorse and collect all checks, drafts or other
orders for the payment of money received by the Custodian for the
account of the Corporation and drawn on or to the order of the
Corporation and to deposit same to the account of the Corporation
pursuant to this Agreement.


<PAGE>
PAGE 4 
Section 5.  Receipt of Securities

Except as permitted by the second paragraph of this section, the
Custodian or its agent shall hold in a separate account or
accounts, and physically segregated at all times from those of any
other persons, firms or corporations, pursuant to the provisions
hereof, all securities received by it for the account of the
Corporation.  The Custodian shall record and maintain a record of 
all certificate numbers.  Securities so received shall be held in
the name of the Corporation, in the name of an exclusive nominee
duly appointed by the Custodian or in bearer form, as appropriate.

Subject to such rules, regulations or guidelines as the Securities
and Exchange Commission may adopt, the Custodian may deposit all or
any part of the securities owned by the Corporation in a securities
depository which includes any system for the central handling of
securities established by a national securities exchange or a
national securities association registered with the Securities and
Exchange Commission under the Securities Exchange Act of 1934, or
such other person as may be permitted by the Commission, pursuant
to which system all securities of any particular class or series of
any issuer deposited within the system are treated as fungible and
may be transferred or pledged by bookkeeping entry without physical
delivery of such securities.

All securities are to be held or disposed of by the Custodian for,
and subject at all times to the instructions of, the Corporation
pursuant to the terms of this Agreement.  The Custodian shall have
no power or authority to assign, hypothecate, pledge or otherwise
dispose of any such securities, except pursuant to the directive of
the Corporation and only for the account of the Corporation as set
forth in Section 6 of this Agreement.


Section 6.  Transfer Exchange, Delivery, etc. of Securities

The Custodian shall have sole power to release or deliver any
securities of the Corporation held by it pursuant to this
Agreement.  The Custodian agrees to transfer, exchange or deliver
securities held by it or its agent hereunder only:

(a)    for sales of such securities for the account of the
       Corporation, upon receipt of payment therefor;

(b)    when such securities are called, redeemed, retired or
       otherwise become payable;

(c)    for examination upon the sale of any such securities in
       accordance with "street delivery" custom which would include
       delivery against interim receipts or other proper delivery
       receipts;

(d)    in exchange for or upon conversion into other securities alone
       or other securities and cash whether pursuant to any plan of

(e)    merger, consolidation, reorganization, recapitalization or
       readjustment, or otherwise;<PAGE>
PAGE 5 
(f)    for the purpose of exchanging interim receipts or temporary
       certificates for permanent certificates;

(g)    upon conversion of such securities pursuant to their terms
       into other securities;

(h)    upon exercise of subscription, purchase or other similar
       rights represented by such securities; for loans of such
       securities by the Corporation upon receipt of collateral; or

(i)    for other proper corporate purposes.

As to any deliveries made by the Custodian pursuant to items (a),
(b), (c), (d), (e), (f), (g) and (h), securities or cash received
in exchange therefore shall be delivered to the Custodian, its
agent, or to a securities depository.  Before making any such
transfer, exchange or delivery, the Custodian shall receive a
custodian order or a facsimile from the Corporation requesting such
transfer, exchange or delivery and stating that it is for a purpose
permitted under Section 6 (whenever a facsimile is utilized, the
Corporation will also deliver an original signed custodian order)
and, in respect to item (i), a copy of a resolution of the Board of
Directors or of the Executive Committee of the Board of Directors
of the Corporation signed by an officer of the Corporation and
certified by its Secretary or an Assistant Secretary, specifying
the securities, setting forth the purpose for which such payment,
transfer, exchange or delivery is to be made, declaring such
purpose to be a proper corporate purpose, and naming the person or
persons to whom such transfer, exchange or delivery of such
securities shall be made.


Section 7.  Custodian's Acts Without Instructions

Unless and until the Custodian receives a contrary custodian order
from the Corporation, the Custodian shall or shall cause its agent
to:

(a)    present for payment all coupons and other income items held by
       the Custodian or its agent for the account of the Corporation
       which call for payment upon presentation and hold all cash
       received by it upon such payment for the account of the
       Corporation;
 
(b)    present for payment all securities held by it or its agent
       which mature or when called, redeemed, retired or otherwise
       become payable;

(c)    ascertain all stock dividends, rights and similar securities
       to be issued with respect to any securities held by the
       Custodian or its agent hereunder, and to collect and hold for
       the account of the Corporation all such securities; and

(d)    ascertain all interest and cash dividends to be paid to
       security holders with respect to any securities held by the
       Custodian or its agent, and to collect and hold such interest
       and cash dividends for the account of the Corporation.
<PAGE>
PAGE 6 
Section 8.  Voting and Other Action

Neither the Custodian nor any nominee of the Custodian shall vote
any of the securities held hereunder by or for the account of the
Corporation.  The Custodian shall promptly deliver to the
Corporation all notices, proxies and proxy soliciting materials
with relation to such securities, such proxies to be executed by 
the registered holder of such securities (if registered otherwise
than in the name of the Corporation), but without indicating the
manner in which such proxies are to be voted.

Custodian shall transmit promptly to the Corporation all written
information (including, without limitation, pendency of calls and
maturities of securities and expirations of rights in connection
therewith) received by the Custodian from issuers of the securities
being held for the Corporation.  With respect to tender or exchange
offers, the Custodian shall transmit promptly to the Corporation
all written information received by the Custodian from issuers of
the securities whose tender or exchange is sought and from the
party (or his agents) making the tender or exchange offer.


Section 9.  Transfer Taxes

The Corporation shall pay or reimburse the Custodian for any
transfer taxes payable upon transfers of securities made hereunder,
including transfers resulting from the termination of this
Agreement.  The Custodian shall execute such certificates in
connection with securities delivered to it under this Agreement as
may be required, under any applicable law or regulation, to exempt
from taxation any transfers and/or deliveries of any such
securities which may be entitled to such exemption.


Section 10.  Custodian's Reports

The Custodian shall furnish the Corporation as of the close of
business each day a statement showing all transactions and entries
for the account of the Corporation.  The books and records of the
Custodian pertaining to its actions as Custodian under this
Agreement and securities held hereunder by the Custodian shall be
open to inspection and audit by officers of the Corporation,
internal auditors employed by the Corporation's investment adviser,
and independent auditors employed by the Corporation.  The
Custodian shall furnish the Corporation in such form as may
reasonably be requested by the Corporation a report, including a
list of the securities held by it in custody for the account of the
Corporation, identification of any subcustodian, and identification
of such securities held by such subcustodian, as of the close of
business of the last business day of each month, which shall be
certified by a duly authorized officer of the Custodian.  It is
further understood that additional reports may from time to time be
requested by the Corporation.  Should any report ever be filed with
any governmental authority pertaining to lost or stolen securities,
the Custodian will concurrently provide the Corporation with a copy
of that report.

<PAGE>
PAGE 7 
The Custodian also shall furnish such reports on its systems of
internal accounting control as the Corporation may reasonably
request from time to time.


Section 11.  Concerning Custodian

For its services hereunder the Custodian shall be paid such
compensation at such times as may from time to time be agreed on in
writing by the parties hereto in a Custodian Fee Agreement.

The Custodian shall not be liable for any action taken in good
faith upon any custodian order or facsimile herein described or
certified copy of any resolution of the Board of Directors or of
the Executive Committee of the Board of Directors of the
Corporation, and may rely on the genuineness of any such document
which it may in good faith believe to have been validly executed.

The Corporation agrees to indemnify and hold harmless Custodian and
its nominee from all taxes, charges, expenses, assessments, claims
and liabilities (including counsel fees) incurred or assessed
against it or its nominee in connection with the performance of
this Agreement, except such as may arise from the Custodian's or
its nominee's own negligent action, negligent failure to act or
willful misconduct.  Custodian is authorized to charge any account
of the Corporation for such items.  In the event of any advance of
cash for any purpose made by Custodian resulting from orders or
instructions of the Corporation, or in the event that Custodian or
its nominee shall incur or be assessed any taxes, charges,
expenses, assessments, claims or liabilities in connection with the
performance of this Agreement, except such as may arise from its or
its nominee's own negligent action, negligent failure to act or
willful misconduct, any property at any time held for the account
of the Corporation shall be security therefor.

The Custodian shall maintain a standard of care equivalent to that
which would be required of a bailee for hire and shall not be
liable for any loss or damage to the Corporation resulting from
participation in a securities depository unless such loss or damage
arises by reason of any negligence, misfeasance, or willful
misconduct of officers or employees of the Custodian, or from its
failure to enforce effectively such rights as it may have against
any securities depository or from use of an agent, unless such loss
or damage arises by reason of any negligence, misfeasance, or
willful misconduct of officers or employees of the Custodian, or
from its failure to enforce effectively such rights as it may have
against any agent.


Section 12.  Termination and Amendment of Agreement

The Corporation and the Custodian mutually may agree from time to
time in writing to amend, to add to, or to delete from any
provision of this Agreement.

<PAGE>
PAGE 8 
The Custodian may terminate this Agreement by giving the
Corporation ninety days' written notice of such termination by
registered mail addressed to the Corporation at its principal place
of business.

The Corporation may terminate this Agreement at any time by written
notice thereof delivered, together with a copy of the resolution of
the Board of Directors authorizing such termination and certified
by the Secretary of the Corporation, by registered mail to the
Custodian.

Upon such termination of this Agreement, assets of the Corporation
held by the Custodian shall be delivered by the Custodian to a
successor custodian, if one has been appointed by the Corporation, 
upon receipt by the Custodian of a copy of the resolution of the
Board of Directors of the Corporation certified by the Secretary,
showing appointment of the successor custodian, and provided that
such successor custodian is a bank or trust company, organized
under the laws of the United States or of any State of the United
States, having not less than two million dollars aggregate capital,
surplus and undivided profits.  Upon the termination of this
Agreement as a part of the transfer of assets, either to a
successor custodian or otherwise, the Custodian will deliver
securities held by it hereunder, when so authorized and directed by
resolution of the Board of Directors of the Corporation, to a duly
appointed agent of the successor custodian or to the appropriate
transfer agents for transfer of registration and delivery as
directed.  Delivery of assets on termination of this Agreement
shall be effected in a reasonable, expeditious and orderly manner;
and in order to accomplish an orderly transition from the Custodian
to the successor custodian, the Custodian shall continue to act as
such under this Agreement as to assets in its possession or
control.  Termination as to each security shall become effective
upon delivery to the successor custodian, its agent, or to a
transfer agent for a specific security for the account of the
successor custodian, and such delivery shall constitute effective
delivery by the Custodian to the successor under this Agreement.

In addition to the means of termination herein before authorized,
this Agreement may be terminated at any time by the vote of a
majority of the outstanding shares of the Corporation and after
written notice of such action to the Custodian.


Section 13.  General

Nothing expressed or mentioned in or to be implied from any
provision of this Agreement is intended to, or shall be construed
to give any person or corporation other than the parties hereto,
any legal or equitable right, remedy or claim under or in respect
of this Agreement, or any covenant, condition or provision herein
contained, this Agreement and all of the covenants, conditions and
provisions hereof being intended to be and being for the sole and
exclusive benefit of the parties hereto and their respective
successors and assigns.

<PAGE>
PAGE 9 
This Agreement shall be governed by the laws of the State of
Minnesota.

This Agreement supersedes all prior agreements between the parties.



IDS INVESTMENT SERIES, INC.
  IDS Diversified Equity Income Fund
  IDS Mutual


By: /s/ Leslie L. Ogg
        Leslie L. Ogg 
        Vice President



AMERICAN EXPRESS TRUST COMPANY


By: /s/ Chandrakant A. Patel
        Chandrakant A. Patel
        Vice President



<PAGE>
PAGE 1
ADDENDUM TO THE CUSTODIAN AGREEMENT

THIS ADDENDUM TO THE CUSTODIAN AGREEMENT dated March 20, 1995
between IDS Investment Series, Inc. (the Corporation) on behalf of
its underlying series funds (the Funds) and American Express Trust
Company (the Custodian) is made pursuant to Section 12 of the
Agreement to reflect the Corporation's arrangement of investing all
of the Funds' assets in corresponding portfolios of a master trust.

American Express Financial Corporation (AEFC) serves as
administrator for the Corporation and for the master trust in which
the Funds invest.

The Corporation, the Custodian and AEFC agree as follows:

The parties to this Agreement acknowledge that, so long as the
Funds invest all of their assets in corresponding portfolios of a
master trust, the only assets held by the Funds will be units of
the corresponding portfolios of the master trust.  The parties
agree that the Custodian is entitled to rely upon AEFC for an
accounting of the number of units held, purchased or redeemed by
the Corporation and to delegate to AEFC responsibility for all
reporting to the Corporation.  AEFC agrees to indemnify and hold
harmless the Custodian from all claims and liabilities incurred or
assessed against the Custodian in connection with the accounting
for and reporting to the Corporation by AEFC.   

IN WITNESS WHEREOF, the Corporation, the Custodian and AEFC have
caused this addendum to the Custodian Agreement to be executed on
May 13, 1996 which shall remain in effect until terminated by one
of the parties on written notice to the other parties to this
Addendum.

IDS INVESTMENT SERIES, INC. 
 IDS Diversified Equity Income Fund
 IDS Mutual

By /s/ Leslie L. Ogg
         Leslie L. Ogg
         Vice President


AMERICAN EXPRESS TRUST COMPANY

By /s/ Chandrakant A. Patel
                Chandrakant A. Patel
         Vice President


AMERICAN EXPRESS FINANCIAL CORPORATION

By /s/ Richard W. Kling
         Richard W. Kling
         Senior Vice President


<PAGE>
PAGE 1
TRANSFER AGENCY AGREEMENT 

AGREEMENT dated as of March 20, 1995, between IDS Investment
Series, Inc. (the "Corporation"), a Minnesota corporation, on
behalf of its underlying series funds, and American Express
Financial Corporation (the "Transfer Agent"), a Delaware
corporation.

In consideration of the mutual promises set forth below, the
Corporation and the Transfer Agent agree as follows:

1. Appointment of the Transfer Agent. The Corporation hereby
appoints the Transfer Agent, as transfer agent for its shares and
as shareholder servicing agent for the Corporation, and the
Transfer Agent accepts such appointment and agrees to perform the
duties set forth below.

2. Compensation. The Corporation will compensate the Transfer Agent
for the performance of its obligations as set forth in Schedule A. 
Schedule A does not include out-of-pocket disbursements of the
Transfer Agent for which the Transfer Agent shall be entitled to
bill the Corporation separately.

The Transfer Agent will bill the Corporation monthly.  The fee
provided for hereunder shall be paid in cash by the Corporation to
American Express Financial Corporation within five (5) business
days after the last day of each month.

Out-of-pocket disbursements shall include, but shall not be limited
to, the items specified in Schedule B.  Reimbursement by the
Corporation for expenses incurred by the Transfer Agent in any
month shall be made as soon as practicable after the receipt of an
itemized bill from the Transfer Agent.

Any compensation jointly agreed to hereunder may be adjusted from
time to time by attaching to this Agreement a revised Schedule A,
dated and signed by an officer of each party.

3. Documents. The Corporation will furnish from time to time such
certificates, documents or opinions as the Transfer Agent deems to
be appropriate or necessary for the proper performance of its
duties.

4. Representations of the Corporation and the Transfer Agent.

(a) The Corporation represents to the Transfer Agent that all
outstanding shares are validly issued, fully paid and
non-assessable by the Corporation.  When shares are hereafter
issued in accordance with the terms of the Corporation's Articles
of Incorporation and its prospectus, such shares shall be validly
issued, fully paid and non-assessable by the Corporation.

(b) The Transfer Agent represents that it is registered under
Section 17A(c) of the Securities Exchange Act of 1934.  The
Transfer Agent agrees to maintain the necessary facilities,
equipment and personnel to perform its duties and obligations under
this agreement and to comply with all applicable laws.
<PAGE>
PAGE 2 
5. Duties of the Transfer Agent. The Transfer Agent shall be
responsible, separately and through its subsidiaries or affiliates,
for the following functions:

(a) Sale of Corporation Shares.

(1) On receipt of an application and payment, wired instructions
and payment, or payment identified as being for the account of a
shareholder, the Transfer Agent will deposit the payment, prepare
and present the necessary report to the Custodian and record the
purchase of shares in a timely fashion in accordance with the terms
of the prospectus.  All shares shall be held in book entry form and
no certificate shall be issued unless the Corporation is permitted
to do so by the prospectus and the purchaser so requests.

(2) On receipt of notice that payment was dishonored, the Transfer
Agent shall stop redemptions of all shares owned by the purchaser
related to that payment, place a stop payment on any checks that
have been issued to redeem shares of the purchaser and take such
other action as it deems appropriate.

(b) Redemption of Corporation Shares. On receipt of instructions to
redeem shares in accordance with the terms of the Corporation's
prospectus, the Transfer Agent will record the redemption of shares
of the Corporation, prepare and present the necessary report to the
Custodian and pay the proceeds of the redemption to the
shareholder, an authorized agent or legal representative upon the
receipt of the monies from the Custodian.

(c) Transfer or Other Change Pertaining to Corporation Shares. On
receipt of instructions or forms acceptable to the Transfer Agent
to transfer the shares to the name of a new owner, change the name
or address of the present owner or take other legal action, the
Transfer Agent will take such action as is requested.

(d) Exchange of Corporation Shares. On receipt of instructions to
exchange the shares of the Corporation for the shares of another
fund in the IDS MUTUAL FUND GROUP or other American Express
Financial Corporation product in accordance with the terms of the
prospectus, the Transfer Agent will process the exchange in the
same manner as a redemption and sale of shares.

(e) Right to Seek Assurance. The Transfer Agent may refuse to
transfer, exchange or redeem shares of the Corporation or take any
action requested by a shareholder until it is satisfied that the
requested transaction or action is legally authorized or until it
is satisfied there is no basis for any claims adverse to the
transaction or action.  It may rely on the provisions of the
Uniform Act for the Simplification of Fiduciary Security Transfers
or the Uniform Commercial Code.  The Corporation shall indemnify
the Transfer Agent for any act done or omitted to be done in
reliance on such laws or for refusing to transfer, exchange or
redeem shares or taking any requested action if it acts on a good
faith belief that the transaction or action is illegal or
unauthorized.

(f) Shareholder Records, Reports and Services.
<PAGE>
PAGE 3 
(1) The Transfer Agent shall maintain all shareholder accounts,
which shall contain all required tax, legally imposed and
regulatory information; shall provide shareholders, and file with
federal and state agencies, all required tax and other reports 
pertaining to shareholder accounts; shall prepare shareholder
mailing lists; shall cause to be printed and mailed all required
prospectuses, annual reports, semiannual reports, statements of
additional information (upon request), proxies and other mailings
to shareholders; and shall cause proxies to be tabulated.

(2) The Transfer Agent shall respond to all valid inquiries related
to its duties under this Agreement.

(3) The Transfer Agent shall create and maintain all records in
accordance with all applicable laws, rules and regulations,
including, but not limited to, the records required by Section
31(a) of the Investment Company Act of 1940.

(g) Dividends and Distributions. The Transfer Agent shall prepare
and present the necessary report to the Custodian and shall cause
to be prepared and transmitted the payment of income dividends and
capital gains distributions or cause to be recorded the investment
of such dividends and distributions in additional shares of the
Corporation or as directed by instructions or forms acceptable to
the Transfer Agent.

(h) Confirmations and Statements. The Transfer Agent shall confirm
each transaction either at the time of the transaction or through
periodic reports as may be legally permitted.

(i) Lost or Stolen Checks. The Transfer Agent will replace lost or
stolen checks issued to shareholders upon receipt of proper
notification and will maintain any stop payment orders against the
lost or stolen checks as it is economically desirable to do.

(j) Reports to Corporation. The Transfer Agent will provide reports
pertaining to the services provided under this Agreement as the
Corporation may request to ascertain the quality and level of
services being provided or as required by law.

(k) Other Duties. The Transfer Agent may perform other duties for
additional compensation if agreed to in writing by the parties to
this Agreement.

6. Ownership and Confidentiality of Records. The Transfer Agent
agrees that all records prepared or maintained by it relating to
the services to be performed by it under the terms of this
Agreement are the property of the Corporation and may be inspected
by the Corporation or any person retained by the Corporation at
reasonable times.  The Corporation and Transfer Agent agree to
protect the confidentiality of those records.

7. Action by Board and Opinion of Corporation's Counsel. The
Transfer Agent may rely on resolutions of the Board of Directors or
the Executive Committee of the Board of Directors and on opinion of
counsel for the Corporation.

<PAGE>
PAGE 4 
8. Duty of Care. It is understood and agreed that, in furnishing
the Corporation with the services as herein provided, neither the
Transfer Agent, nor any officer, director or agent thereof shall be
held 
liable for any loss arising out of or in connection with their
actions under this Agreement so long as they act in good faith and
with due diligence, and are not negligent or guilty of any willful
misconduct.  It is further understood and agreed that the Transfer
Agent may rely upon information furnished to it reasonably believed
to be accurate and reliable.  In the event the Transfer Agent is
unable to perform its obligations under the terms of this Agreement
because of an act of God, strike or equipment or transmission
failure reasonably beyond its control, the Transfer Agent shall not
be liable for any damages resulting from such failure.

9. Term and Termination. This Agreement shall become effective on
the date first set forth above (the "Effective Date") and shall
continue in effect from year to year thereafter as the parties may
mutually agree; provided that either party may terminate this
Agreement by giving the other party notice in writing specifying
the date of such termination, which shall be not less than 60 days
after the date of receipt of such notice.  In the event such notice
is given by the Corporation, it shall be accompanied by a vote of
the Board of Directors, certified by the Secretary, electing to
terminate this Agreement and designating a successor transfer agent
or transfer agents.  Upon such termination and at the expense of
the Corporation, the Transfer Agent will deliver to such successor
a certified list of shareholders of the Corporation (with name,
address and taxpayer identification or Social Security number), a
historical record of the account of each shareholder and the status
thereof, and all other relevant books, records, correspondence, and
other data established or maintained by the Transfer Agent under
this Agreement in the form reasonably acceptable to the
Corporation, and will cooperate in the transfer of such duties and
responsibilities, including provisions for assistance from the
Transfer Agent's personnel in the establishment of books, records
and other data by such successor or successors.

10. Amendment. This Agreement may not be amended or modified in any
manner except by a written agreement executed by both parties.

11. Subcontracting. The Corporation agrees that the Transfer Agent
may subcontract for certain of the services described under this
Agreement with the understanding that there shall be no diminution
in the quality or level of the services and that the Transfer Agent
remains fully responsible for the services.  Except for
out-of-pocket expenses identified in Schedule B, the Transfer Agent
shall bear the cost of subcontracting such services, unless
otherwise agreed by the parties.

12. Miscellaneous.

(a) This Agreement shall extend to and shall be binding upon the
parties hereto, and their respective successors and assigns;
provided, however, that this Agreement shall not be assignable
without the written consent of the other party.

<PAGE>
PAGE 5 
(b) This Agreement shall be governed by the laws of the State of
Minnesota.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement
to be executed by their respective officers as of the day and year
written above.


IDS INVESTMENT SERIES, INC.
  IDS Diversified Equity Income Fund
  IDS Mutual


By: /s/ Leslie L. Ogg
        Leslie L. Ogg
        Vice President


AMERICAN EXPRESS FINANCIAL CORPORATION


By: /s/ Janis E. Miller
        Janis E. Miller
        Vice President

<PAGE>
PAGE 6 

Schedule A

                                 IDS INVESTMENT SERIES, INC.

TRANSFER AGENT FEE


       Effective the 20th day of March, 1995, the Annual Per Account
Fee accrued daily and payable monthly is revised as follows:

CLASS      FEE

A         $ 15

B           16

Y           15







<PAGE>
PAGE 7 
Schedule B
OUT-OF-POCKET EXPENSES

The Corporation shall reimburse the Transfer Agent monthly for the
following out-of-pocket expenses:

o typesetting, printing, paper, envelopes, postage and return
postage for proxy soliciting material, and proxy tabulation costs

o printing, paper, envelopes and postage for dividend notices,
dividend checks, records of account, purchase confirmations,
exchange confirmations and exchange prospectuses, redemption
confirmations, redemption checks, confirmations on changes of
address and any other communication required to be sent to
shareholders

o typesetting, printing, paper, envelopes and postage for
prospectuses, annual and semiannual reports, statements of
additional information, supplements for prospectuses and statements
of additional information and other required mailings to
shareholders

o stop orders

o outgoing wire charges

o other expenses incurred at the request or with the consent of the
Corporation


<PAGE>
PAGE 1 
                                Shareholder Service Agreement

This agreement is between IDS Investment Series, Inc. (the
"Corporation"), on behalf of its underlying series funds and
American Express Financial Advisors Inc., the principal underwriter
of the Corporation, for services to be provided to shareholders by
personal financial advisors and other servicing agents.  It is
effective on the first day the Corporation offers multiple classes
of shares.

American Express Financial Advisors represents that shareholders
consider their financial advisor or servicing agent a significant
factor in their satisfaction with their investment and, to help
retain financial advisors or servicing agents, it is necessary for
the Corporation to pay annual servicing fees to financial advisors
and other servicing agents.

American Express Financial Advisors represents that fees paid to
financial advisors will be used by financial advisors to help
shareholders thoughtfully consider their investment goals and
objectively monitor how well the goals are being achieved.  As
principal underwriter, American Express Financial Advisors will use
its best efforts to assure that other distributors provide
comparable services to shareholders for the servicing fees
received.

American Express Financial Advisors agrees to monitor the services
provided by financial advisors and servicing agents, to measure the
level and quality of services provided, to provide training and
support to financial advisors and servicing agents and to devise
methods for rewarding financial advisors and servicing agents who
achieve an exemplary level and quality of services.

The Corporation agrees to pay American Express financial advisors
and other servicing agents 0.15 percent of the net asset value for
each shareholder account assigned to a financial advisor or
servicing agent that holds either Class A or Class B shares.  In
addition, the Corporation agrees to pay American Express Financial
Advisors' costs to monitor, measure, train and support services
provided by financial advisors or servicing agents up to 0.025
percent of the net asset value for each shareholder account
assigned to a financial advisor or servicing agent that holds
either Class A or Class B shares.  The Corporation agrees to pay
American Express Financial Advisors in cash within five (5)
business days after the last day of each month.
 
American Express Financial Advisors agrees to provide the
Corporation, prior to the beginning of the calendar year, a budget
covering its expected costs to monitor, measure, train and support
services and a quarterly report of its actual expenditures. 
American Express Financial Advisors agrees to meet with
representatives of the Corporation at their request to provide
information as may be reasonably necessary to evaluate its
performance under the terms of this agreement.
<PAGE>
PAGE 2 
American Express Financial Advisors agrees that if, at the end of
any month, the expenses of the Corporation, including fees under
this agreement and any other agreement between the Corporation and
American Express Financial Advisors or American Express Financial
Corporation, but excluding taxes, brokerage commissions and charges
in connection with the purchase and sale of assets exceed the most
restrictive applicable state expense limitation for the
Corporation's current fiscal year, the Corporation shall not pay
fees and expenses under this agreement to the extent necessary to
keep the Corporation's expenses from exceeding the limitation, it
being understood that American Express Financial Advisors will
assume all unpaid expenses and bill the Corporation for them in
subsequent months but in no event can the accumulation of unpaid
expenses or billing be carried past the end of the Corporation's
fiscal year.

This agreement shall continue in effect for a period of more than
one year so long as it is reapproved at least annually at a meeting
called for the purpose of voting on the agreement by a vote, in
person, of the members of the Board who are not interested persons
of the Corporation and have no financial interest in the operation
of the agreement, and of all the members of the Board.

This agreement may be terminated at any time without payment of any
penalty by a vote of a majority of the members of the Board who are
not interested persons of the Corporation and have no financial
interest in the operation of the agreement or by American Express
Financial Advisors.  The agreement will terminate automatically in
the event of its assignment as that term is defined in the
Investment Company Act of 1940.  This agreement may be amended at
any time provided the amendment is approved in the same manner the
agreement was initially approved and the amendment is agreed to by
American Express Financial Advisors.

Approved this 20th day of March, 1995.


IDS INVESTMENT SERIES, INC.
  IDS Mutual
  IDS Diversified Equity Income Fund


/s/ Leslie L. Ogg
    Leslie L. Ogg
    Vice President


AMERICAN EXPRESS FINANCIAL ADVISORS INC.


/s/ Janis E. Miller
    Janis E. Miller
    Vice President


<PAGE>
PAGE 1
ADMINISTRATIVE SERVICES AGREEMENT

AGREEMENT made the 20th day of March, 1995, by and between IDS
Investment Series Inc. (the "Corporation"),  a Minnesota
corporation, on behalf of its underlying series funds, and American
Express Financial Corporation, a Delaware corporation.

Part One:  SERVICES

(1) The Corporation hereby retains American Express Financial
Corporation, and American Express Financial Corporation hereby
agrees, for the period of this Agreement and under the terms and
conditions hereinafter set forth, to furnish the Corporation
continuously with all administrative, accounting, clerical,
statistical, correspondence, corporate and all other services of
whatever nature required in connection with the administration of
the Corporation as provided under this Agreement; and to pay such
expenses as may be provided for in Part Three hereof; subject
always to the direction and control of the Board of Directors, the
Executive Committee and the authorized officers of the Corporation. 
American Express Financial Corporation agrees to maintain an
adequate organization of competent persons to provide the services
and to perform the functions herein mentioned.  American Express
Financial Corporation agrees to meet with any persons at such times
as the Board of Directors deems appropriate for the purpose of
reviewing American Express Financial Corporation's performance
under this Agreement.

(2) The Corporation agrees that it will furnish to American Express
Financial Corporation any information that the latter may
reasonably request with respect to the services performed or to be
performed by American Express Financial Corporation under this
Agreement.

(3) It is understood and agreed that in furnishing the Corporation
with the services as herein provided, neither American Express
Financial Corporation, nor any officer, director or agent thereof
shall be held liable to the Corporation or its creditors or
shareholders for errors of judgment or for anything except willful
misfeasance, bad faith, or gross negligence in the performance of
its duties, or reckless disregard of its obligations and duties
under the terms of this Agreement.  It is further understood and
agreed that American Express Financial Corporation may rely upon
information furnished to it reasonably believed to be accurate and
reliable.

Part Two:  COMPENSATION FOR SERVICES

(1) The Corporation agrees to pay to American Express Financial
Corporation, and American Express Financial Corporation covenants
and agrees to accept from the Corporation in full payment for the
services furnished, based on the net assets of the Corporation as
set forth in the following table:

<PAGE>
PAGE 2 
 Assets         Annual Rate At                     Assets         Annual Rate At
(Billions)   Each Asset Level                     (Billions)   Each Asset Level

Mutual                                     DEI
First $1              0.040%                      First $0.5   0.040%
Next   1              0.035                       Next   0.5   0.035
Next   1       0.030                       Next   1              0.030
Next   1       0.025                       Next   1              0.025
Over   6       0.020                       Next   3              0.020
                                           Next   6              0.020

The administrative fee for each calendar day of each year shall be
equal to 1/365th (1/366th in each leap year) of the total amount
computed. The computation shall be made for each such day on the
basis of net assets as of the close of business of the full
business day two (2) business days prior to the day for which the
computation is being made.  In the case of the suspension of the
computation of net asset value, the administrative fee for each day
during such suspension shall be computed as of the close of
business on the last full business day on which the net assets were
computed.  As used herein, "net assets" as of the close of a full
business day shall include all transactions in shares of the
Corporation recorded on the books of the Corporation for that day.

(2) The administrative fee shall be paid on a monthly basis and, in
the event of the termination of this Agreement, the administrative
fee accrued shall be prorated on the basis of the number of days
that this Agreement is in effect during the month with respect to
which such payment is made.

(3) The administrative fee provided for hereunder shall be paid in
cash by the Corporation to American Express Financial Corporation
within five (5) business days after the last day of each month.

Part Three:  ALLOCATION OF EXPENSES

(1) The Corporation agrees to pay:

(a) Administrative fees payable to American Express Financial
Corporation for its services under the terms of this Agreement.

(b) Taxes.

(c) Fees and charges of its independent certified public
accountants for services the Corporation requests.

(d) Fees and expenses of attorneys (i) it employs in matters not
involving the assertion of a claim by a third party against the
Corporation, its directors and officers, (ii) it employs in
conjunction with a claim asserted by the Board of Directors against
American Express Financial Corporation, except that American
Express Financial Corporation shall reimburse the Corporation for
such fees and expenses if it is ultimately determined by a court of
competent jurisdiction, or American Express Financial Corporation
agrees, that it is liable in whole or in part to the Corporation,
and (iii) it employs to assert a claim against a third party.
<PAGE>
PAGE 3 
(e) Fees paid for the qualification and registration for public
sale of the securities of the Corporation under the laws of the
United States and of the several states in which such securities
shall be offered for sale.

(f) Office expenses which shall include a charge for occupancy,
insurance on the premises, furniture and equipment, telephone,
telegraph, electronic information services, books, periodicals,
published services, and office supplies used by the Corporation,
equal to the cost of such incurred by American Express Financial
Corporation.

(g) Fees of consultants employed by the Corporation.

(h) Directors, officers and employees expenses which shall include
fees, salaries, memberships, dues, travel, seminars, pension,
profit sharing, and all other benefits paid to or provided for
directors, officers and employees, directors and officers liability
insurance, errors and omissions liability insurance, worker's
compensation insurance and other expenses applicable to the
directors, officers and employees, except the Corporation will not
pay any fees or expenses of any person who is an officer or
employee of American Express Financial Corporation or its
affiliates.

(i) Filing fees and charges incurred by the Corporation in
connection with filing any amendment to its articles of
incorporation, or incurred in filing any other document with the
State of Minnesota or its political subdivisions.

(j) Organizational expenses of the Corporation.

(k) One-half of the Investment Company Institute membership dues
charged jointly to the IDS MUTUAL FUND GROUP and American Express
Financial Corporation.

(l) Expenses properly payable by the Corporation, approved by the
Board of Directors.

(2) American Express Financial Corporation agrees to pay all
expenses associated with the services it provides under the terms
of this Agreement. Further, American Express Financial Corporation
agrees that if, at the end of any month, the expenses of the
Corporation under this Agreement and any other agreement between
the Corporation and American Express Financial Corporation, but
excluding those expenses set forth in (1)(b) of this Part Three,
exceed the most restrictive applicable state expenses limitation,
the Corporation shall not pay those expenses set forth in (1)(a)
and (c) through (m) of this Part Three to the extent necessary to
keep the Corporation's expenses from exceeding the limitation, it
being understood that American Express Financial Corporation will
assume all unpaid expenses and bill the Corporation for them in
subsequent months but in no event can the accumulation of unpaid
expenses or billing be carried past the end of the Corporation's
fiscal year.

<PAGE>
PAGE 4 
Part Four:  MISCELLANEOUS

(1) American Express Financial Corporation shall be deemed to be an
independent contractor and, except as expressly provided or
authorized in this Agreement, shall have no authority to act for or
represent the Corporation.

(2) A "full business day" shall be as defined in the By-laws.

(3) The Corporation recognizes that American Express Financial
Corporation now renders and may continue to render investment
advice and other services to other investment companies and persons
which may or may not have investment policies and investments
similar to those of the Corporation and that American Express
Financial Corporation manages its own investments and/or those of
its subsidiaries.  American Express  Financial Corporation shall be
free to render such investment advice and other services and the
Corporation hereby consents thereto.

(4) Neither this Agreement nor any transaction had pursuant hereto
shall be invalidated or in anyway affected by the fact that
directors, officers, agents and/or shareholders of the Corporation
are or may be interested in American Express Financial Corporation
or any successor or assignee thereof, as directors, officers,
stockholders or otherwise; that directors, officers, stockholders
or agents of American Express Financial Corporation are or may be
interested in the Corporation as directors, officers, shareholders,
or otherwise; or that American Express Financial Corporation or any
successor or assignee, is or may be interested in the Corporation
as shareholder or otherwise, provided, however, that neither
American Express Financial Corporation, nor any officer, director
or employee thereof or of the Corporation, shall sell to or buy
from the Corporation any property or security other than shares
issued by the Corporation, except in accordance with applicable
regulations or orders of the United States Securities and Exchange
Commission.

(5) Any notice under this Agreement shall be given in writing,
addressed, and delivered, or mailed postpaid, to the party to this
Agreement entitled to receive such, at such party's principal place
of business in Minneapolis, Minnesota, or to such other address as
either party may designate in writing mailed to the other.

(6) American Express Financial Corporation agrees that no officer,
director or employee of American Express Financial Corporation will
deal for or on behalf of the Corporation with himself as principal
or agent, or with any corporation or partnership in which he may
have a financial interest, except that this shall not prohibit
officers, directors or employees of American Express Financial
Corporation from having a financial interest in the Corporation or
in American Express Financial Corporation.

(7)  The Corporation agrees that American Express Financial
Corporation may subcontract for certain of the services described
under this Agreement with the understanding that there shall be no
diminution in the quality or level of the services and that
American Express Financial Corporation remains fully responsible
for the services.<PAGE>
PAGE 5 
(8)  This Agreement shall extend to and shall be binding upon the
parties hereto, and their respective successors and assigns;
provided, however, that this Agreement shall not be assignable
without the written consent of the other party.  This Agreement
shall be governed by the laws of the State of Minnesota.

Part Five:  RENEWAL AND TERMINATION

(1)  This Agreement shall become effective on the date first set
forth above (the "Effective Date") and shall continue in effect
from year to year thereafter as the parties may mutually agree;
provided that either party may terminate this Agreement by giving
the other party notice in writing specifying the date of such
termination, which shall be not less than 60 days after the date of
receipt of such notice.

(2) This Agreement may not be amended or modified in any manner
except by a written agreement executed by both parties. 
 
IN WITNESS THEREOF, the parties hereto have executed the foregoing
Agreement as of the day and year first above written.


IDS INVESTMENT SERIES, INC.
  IDS Mutual
  IDS Diversified Equity Income Fund


By: /s/ Leslie L. Ogg
        Leslie L. Ogg 
        Vice President



AMERICAN EXPRESS FINANCIAL CORPORATION


By: /s/ Janis E. Miller
        Janis E. Miller
        Vice President


<PAGE>
PAGE 1
BALANCED PORTFOLIO

AGREEMENT AND DECLARATION OF UNITHOLDERS


This AGREEMENT AND DECLARATION OF UNITHOLDERS is made at
Minneapolis, Minnesota, as of this 13th day of May, 1996 by the
holders of beneficial interest of Balanced Portfolio, a separate
series of Growth and Income Trust.

WITNESS that

WHEREAS, the Declaration of Trust for Growth and Income Trust
provides for no restrictions on the transfer of units therein; and

WHEREAS,  the holders of units in Balanced Portfolio desire to
restrict the transfer of their units in Balanced Portfolio;

NOW, THEREFORE, the undersigned hereby declare that they will not
transfer any units in Balanced Portfolio held by them without the
prior written consent of the other unitholders holding at least two
thirds of the Balanced Portfolio's units outstanding (excluding the
units of the holder seeking to effect the transfer) and that any
attempted transfer in violation of this agreement shall be null and
void.  This agreement shall not affect the rights of any unitholder
to redeem units in Balanced Portfolio as provided for in the
Declaration of Trust.  The undersigned also acknowledge that the
remedy of damages for the violation of this agreement would be
inadequate and therefore further agree that this agreement shall be
enforceable solely by the remedy of specific performance.


IDS INVESTMENT SERIES, INC.
IDS Mutual


/s/ Leslie L. Ogg
Leslie L. Ogg
Vice President and General Counsel


STRATEGIST GROWTH AND INCOME FUND, INC.
Strategist Balanced Fund


/s/ James A. Mitchell
James A. Mitchell
President




<PAGE>
PAGE 1
EQUITY INCOME PORTFOLIO

AGREEMENT AND DECLARATION OF UNITHOLDERS


This AGREEMENT AND DECLARATION OF UNITHOLDERS is made at
Minneapolis, Minnesota, as of this 13th day of May, 1996 by the
holders of beneficial interest of Equity Income Portfolio, a
separate series of Growth and Income Trust.

WITNESS that

WHEREAS, the Declaration of Trust for Growth and Income Trust
provides for no restrictions on the transfer of units therein; and

WHEREAS,  the holders of units in Equity Income Portfolio desire to
restrict the transfer of their units in Equity Income Portfolio;

NOW, THEREFORE, the undersigned hereby declare that they will not
transfer any units in Equity Income Portfolio held by them without
the prior written consent of the other unitholders holding at least
two thirds of the Equity Income Portfolio's units outstanding
(excluding the units of the holder seeking to effect the transfer)
and that any attempted transfer in violation of this agreement
shall be null and void.  This agreement shall not affect the rights
of any unitholder to redeem units in Equity Income Portfolio as
provided for in the Declaration of Trust.  The undersigned also
acknowledge that the remedy of damages for the violation of this
agreement would be inadequate and therefore further agree that this
agreement shall be enforceable solely by the remedy of specific
performance.


IDS INVESTMENT SERIES, INC.
IDS Diversified Equity Income Fund


/s/ Leslie L. Ogg 
Leslie L. Ogg
Vice President and General Counsel


STRATEGIST GROWTH AND INCOME FUND, INC.
Strategist Equity Income Fund


/s/ James A. Mitchell
James A. Mitchell
President



<PAGE>
PAGE 1
Independent auditors' consent
___________________________________________________________________
The Board and Shareholders
IDS Investment Series, Inc.:



We consent to the use of our reports incorporated herein by
reference and to the references to our Firm under the headings
"Financial highlights" in Part A and "INDEPENDENT AUDITORS" in Part
B of the Registration Statement.



KPMG Peat Marwick LLP


Minneapolis, Minnesota
November 26, 1996


<PAGE>
PAGE 1
                             Plan and Agreement of Distribution

This plan and agreement is between IDS Investment Series, Inc. (the
"Corporation") on behalf of its underlying series funds and
American Express Financial Advisors Inc., the principal underwriter
of the Fund, for distribution services to the Corporation.  It is
effective on the first day the Corporation offers multiple classes
of shares.

The plan and agreement has been approved by members of the Board of
Directors (the "Board") of the Corporation who are not interested
persons of the Corporation and have no direct or indirect financial
interest in the operation of the plan or any related agreement, and
all of the members of the Board, in person, at a meeting called for
the purpose of voting on the plan and agreement.

The plan and agreement provides that:

1.     The Corporation will reimburse American Express Financial
Advisors for all sales and promotional expenses attributable to the
sale of Class B shares, including sales commissions, business and
employee expenses charged to distribution of Class B shares, and
corporate overhead appropriately allocated to the sale of Class B
shares.

2.     The amount of the reimbursement shall be equal on an annual
basis to 0.75% of the average daily net assets of the Corporation
attributable to Class B shares.  The amount so determined shall be
paid to American Express Financial Advisors in cash within five (5)
business days after the last day of each month.  American Express
Financial Advisors agrees that if, at the end of any month, the
expenses of the Corporation, including fees under this agreement
and any other agreement between the Corporation and American
Express Financial Advisors or American Express Financial
Corporation, but excluding taxes, brokerage commissions and charges
in connection with the purchase and sale of assets exceed the most
restrictive applicable state expense limitation for the
Corporation's current fiscal year, the Corporation shall not pay
fees and expenses under this agreement to the extent necessary to
keep the Corporation's expenses from exceeding the limitation, it
being understood that American Express Financial Advisors will
assume all unpaid expenses and bill the Corporation for them in
subsequent months, but in no event can the accumulation of unpaid
expenses or billing be carried past the end of the Corporation's
fiscal year.

3.     For each purchase of Class B shares, after eight years the
Class B shares will be converted to Class A shares and those assets
will no longer be included in determining the reimbursement amount.

4.     The Corporation understands that if a shareholder redeems
Class B  shares before they are converted to Class A shares,
American Express Financial Advisors will impose a sales charge
directly on the redemption proceeds to cover those expenses it has
previously incurred on the sale of those shares.

<PAGE>
PAGE 2 
5.     American Express Financial Advisors agrees to provide at least
quarterly an analysis of distribution expenses and to meet with
representatives of the Corporation as reasonably requested to
provide additional information.

6.     The plan and agreement shall continue in effect for a period
of more than one year provided it is reapproved at least annually
in the same manner in which it was initially approved.

7.     The plan and agreement may not be amended to increase
materially the amount that may be paid by the Corporation without
the approval of a least a majority of the outstanding shares of
Class B.  Any other amendment must be approved in the manner in
which the plan and agreement was initially approved.

8.     This agreement may be terminated at any time without payment
of any penalty by a vote of a majority of the members of the Board
who are not interested persons of the Corporation and have no
financial interest in the operation of the plan and agreement, or
by vote of a majority of the outstanding Class B shares, or by
American Express Financial Advisors.  The plan and agreement will
terminate automatically in the event of its assignment as that term
is defined in the Investment Company Act of 1940. 

Approved this 20th day of March, 1995.


IDS INVESTMENT SERIES, INC.
  IDS Mutual
  IDS Diversified Equity Income Fund


/s/ Leslie L. Ogg
    Leslie L. Ogg
    Vice President



AMERICAN EXPRESS FINANCIAL ADVISORS INC.



/s/ Janis E. Miller
    Janis E. Miller
    Vice President

WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 6
<SERIES>
   <NUMBER>  1
   <NAME>  IDS MUTUAL FUND CLASS A
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               SEP-30-1996
<INVESTMENTS-AT-COST>                                0
<INVESTMENTS-AT-VALUE>                               0
<RECEIVABLES>                                        0
<ASSETS-OTHER>                              4017531122
<OTHER-ITEMS-ASSETS>                                 0
<TOTAL-ASSETS>                              4017531122
<PAYABLE-FOR-SECURITIES>                             0
<SENIOR-LONG-TERM-DEBT>                              0
<OTHER-ITEMS-LIABILITIES>                       636620
<TOTAL-LIABILITIES>                             636620
<SENIOR-EQUITY>                                      0
<PAID-IN-CAPITAL-COMMON>                    3425820318
<SHARES-COMMON-STOCK>                        204992732
<SHARES-COMMON-PRIOR>                        204596326
<ACCUMULATED-NII-CURRENT>                      5692748       
<OVERDISTRIBUTION-NII>                               0
<ACCUMULATED-NET-GAINS>                      222006524
<OVERDISTRIBUTION-GAINS>                             0
<ACCUM-APPREC-OR-DEPREC>                     363374912
<NET-ASSETS>                                3769741447
<DIVIDEND-INCOME>                             84776000
<INTEREST-INCOME>                            103912227
<OTHER-INCOME>                                       0
<EXPENSES-NET>                                32309021
<NET-INVESTMENT-INCOME>                      156379206
<REALIZED-GAINS-CURRENT>                     220369417
<APPREC-INCREASE-CURRENT>                     52687677
<NET-CHANGE-FROM-OPS>                        429436300
<EQUALIZATION>                                       0
<DISTRIBUTIONS-OF-INCOME>                  (105659488)
<DISTRIBUTIONS-OF-GAINS>                    (27149800)
<DISTRIBUTIONS-OTHER>                                0
<NUMBER-OF-SHARES-SOLD>                       16903358
<NUMBER-OF-SHARES-REDEEMED>                 (25127441)
<SHARES-REINVESTED>                            8620489
<NET-CHANGE-IN-ASSETS>                       512010433
<ACCUMULATED-NII-PRIOR>                      144088721
<ACCUMULATED-GAINS-PRIOR>                     37926459
<OVERDISTRIB-NII-PRIOR>                              0
<OVERDIST-NET-GAINS-PRIOR>                           0
<GROSS-ADVISORY-FEES>                         11436614
<INTEREST-EXPENSE>                                   0
<GROSS-EXPENSE>                               24563591
<AVERAGE-NET-ASSETS>                        2702653465
<PER-SHARE-NAV-BEGIN>                            12.69
<PER-SHARE-NII>                                    .54
<PER-SHARE-GAIN-APPREC>                            .93
<PER-SHARE-DIVIDEND>                             (.52)
<PER-SHARE-DISTRIBUTIONS>                        (.13)
<RETURNS-OF-CAPITAL>                                 0
<PER-SHARE-NAV-END>                              13.51
<EXPENSE-RATIO>                                    .87
 
<AVG-DEBT-OUTSTANDING>                               0
<AVG-DEBT-PER-SHARE>                                 0
<PAGE>
<ARTICLE> 6
<SERIES>
   [NUMBER]  2
   <NAME>  IDS MUTUAL FUND CLASS B
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               SEP-30-1996
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                              4017531122
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              4017531122
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                       636620
[TOTAL-LIABILITIES]                             636620
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    3425820318
[SHARES-COMMON-STOCK]                          9892377
[SHARES-COMMON-PRIOR]                          2611405
[ACCUMULATED-NII-CURRENT]                      5692748       
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                      222006524
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     357692476
[NET-ASSETS]                                 133202501
[DIVIDEND-INCOME]                             84776000
[INTEREST-INCOME]                            103912227
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                32309021
[NET-INVESTMENT-INCOME]                      156379206
[REALIZED-GAINS-CURRENT]                     220369417
[APPREC-INCREASE-CURRENT]                     52687677
[NET-CHANGE-FROM-OPS]                        429436300
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                    (3138330)
[DISTRIBUTIONS-OF-GAINS]                      (554840)
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                        7776927
[NUMBER-OF-SHARES-REDEEMED]                   (766410)
[SHARES-REINVESTED]                             270455
[NET-CHANGE-IN-ASSETS]                       512010433
[ACCUMULATED-NII-PRIOR]                      144088721
[ACCUMULATED-GAINS-PRIOR]                     37926459
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                         11436614
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                               24563591
[AVERAGE-NET-ASSETS]                          82856562
[PER-SHARE-NAV-BEGIN]                            12.66
[PER-SHARE-NII]                                    .45
[PER-SHARE-GAIN-APPREC]                            .93
[PER-SHARE-DIVIDEND]                             (.44)
[PER-SHARE-DISTRIBUTIONS]                        (.13)
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              13.47
[EXPENSE-RATIO]                                   1.64
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
<PAGE>
<ARTICLE> 6
<SERIES>
   [NUMBER]  3
   <NAME>  IDS MUTUAL FUND CLASS Y
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               SEP-30-1996
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                              4017531122
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              4017531122
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                       636620
[TOTAL-LIABILITIES]                             636620
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    3425820318
[SHARES-COMMON-STOCK]                         82440491
[SHARES-COMMON-PRIOR]                         69047171
[ACCUMULATED-NII-CURRENT]                      5692748       
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                      222006524
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     363374912
[NET-ASSETS]                                1113950554
[DIVIDEND-INCOME]                             84776000
[INTEREST-INCOME]                            103912227
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                32309021
[NET-INVESTMENT-INCOME]                      156379206
[REALIZED-GAINS-CURRENT]                     220369417
[APPREC-INCREASE-CURRENT]                     52687677
[NET-CHANGE-FROM-OPS]                        429436300
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                   (43985217)
[DISTRIBUTIONS-OF-GAINS]                    (10528422)
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                       37176071
[NUMBER-OF-SHARES-REDEEMED]                 (27902875)
[SHARES-REINVESTED]                            4120124
[NET-CHANGE-IN-ASSETS]                       512010433
[ACCUMULATED-NII-PRIOR]                      144088721
[ACCUMULATED-GAINS-PRIOR]                     37926459
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                         11436614
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                               24563591
[AVERAGE-NET-ASSETS]                        1062623113
[PER-SHARE-NAV-BEGIN]                            12.69
[PER-SHARE-NII]                                    .56
[PER-SHARE-GAIN-APPREC]                            .93
[PER-SHARE-DIVIDEND]                             (.54)
[PER-SHARE-DISTRIBUTIONS]                        (.13)
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              13.51
[EXPENSE-RATIO]                                    .70
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0<PAGE>
<ARTICLE> 6
<NAME> BALANCED PORTFOLIO
<PERIOD-TYPE>                   4-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-START>                             MAY-13-1996
<PERIOD-END>                               SEP-30-1996
[INVESTMENTS-AT-COST]                       3700449612
[INVESTMENTS-AT-VALUE]                      4063475830
[RECEIVABLES]                                 29367074
[ASSETS-OTHER]                               155892116
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              4248735030
[PAYABLE-FOR-SECURITIES]                      45820736
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                    184821522
[TOTAL-LIABILITIES]                          230642258
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                             0
[SHARES-COMMON-STOCK]                                0
[SHARES-COMMON-PRIOR]                                0
[ACCUMULATED-NII-CURRENT]                            0
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                              0
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                             0
[NET-ASSETS]                                4018092772
[DIVIDEND-INCOME]                             36661206
[INTEREST-INCOME]                             40340578
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                 7750583
[NET-INVESTMENT-INCOME]                       69251201
[REALIZED-GAINS-CURRENT]                      58304995
[APPREC-INCREASE-CURRENT]                     26384443
[NET-CHANGE-FROM-OPS]                        153940639
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                            0
[DISTRIBUTIONS-OF-GAINS]                             0
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                              0
[NUMBER-OF-SHARES-REDEEMED]                          0
[SHARES-REINVESTED]                                  0
[NET-CHANGE-IN-ASSETS]                      4018067772
[ACCUMULATED-NII-PRIOR]                              0
[ACCUMULATED-GAINS-PRIOR]                            0
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          7488292
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                7750583
[AVERAGE-NET-ASSETS]                        3848662941
[PER-SHARE-NAV-BEGIN]                                0
[PER-SHARE-NII]                                      0
[PER-SHARE-GAIN-APPREC]                              0
[PER-SHARE-DIVIDEND]                                 0
[PER-SHARE-DISTRIBUTIONS]                            0
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                                  0
[EXPENSE-RATIO]                                      0
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0<PAGE>
<ARTICLE> 6
<SERIES>
   [NUMBER]  1
   <NAME>  IDS DIVERSIFIED EQUITY INCOME FUND CLASS A
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               SEP-30-1996
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                              1455595466
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              1455595466
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      1214877
[TOTAL-LIABILITIES]                            1214877
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    1196605802
[SHARES-COMMON-STOCK]                        144087348
[SHARES-COMMON-PRIOR]                        138347238
[ACCUMULATED-NII-CURRENT]                      1451957
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                       97615640
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     158707190
[NET-ASSETS]                                1291726627
[DIVIDEND-INCOME]                             45297392
[INTEREST-INCOME]                              8222947
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                12620577
[NET-INVESTMENT-INCOME]                       40899762
[REALIZED-GAINS-CURRENT]                     121028665
[APPREC-INCREASE-CURRENT]                     41610005
[NET-CHANGE-FROM-OPS]                        203538432
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                   (37093606)
[DISTRIBUTIONS-OF-GAINS]                             0
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                       30304664
[NUMBER-OF-SHARES-REDEEMED]                 (28559451)
[SHARES-REINVESTED]                            3994897
[NET-CHANGE-IN-ASSETS]                       305180320
[ACCUMULATED-NII-PRIOR]                         367388
[ACCUMULATED-GAINS-PRIOR]                   (24327501)
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          3876515    
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                9829182
[AVERAGE-NET-ASSETS]                        1188854495
[PER-SHARE-NAV-BEGIN]                             7.89
[PER-SHARE-NII]                                    .27
[PER-SHARE-GAIN-APPREC]                           1.06
[PER-SHARE-DIVIDEND]                             (.26)
[PER-SHARE-DISTRIBUTIONS]                            0
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                               8.95
[EXPENSE-RATIO]                                    .93
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
<PAGE>
<ARTICLE> 6
<SERIES>
   [NUMBER]  2
   <NAME>  IDS DIVERSIFIED EQUITY INCOME FUND CLASS B
<PERIOD-TYPE>                  12-MOS  
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               SEP-30-1996
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                               1455595466
[ASSETS-OTHER]                                       0
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              1455595466
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      1214877
[TOTAL-LIABILITIES]                            1214877
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    1196605802
[SHARES-COMMON-STOCK]                         13985874
[SHARES-COMMON-PRIOR]                          4007132
[ACCUMULATED-NII-CURRENT]                      1451957
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                       97615640
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     158707190
[NET-ASSETS]                                 125378675
[DIVIDEND-INCOME]                             45297392
[INTEREST-INCOME]                              8222947
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                12620577
[NET-INVESTMENT-INCOME]                       40899762
[REALIZED-GAINS-CURRENT]                     121028665
[APPREC-INCREASE-CURRENT]                     41610005
[NET-CHANGE-FROM-OPS]                        203538432
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                    (1766252)
[DISTRIBUTIONS-OF-GAINS]                             0
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                       10622976
[NUMBER-OF-SHARES-REDEEMED]                   (834647)
[SHARES-REINVESTED]                             190413
[NET-CHANGE-IN-ASSETS]                       305180320
[ACCUMULATED-NII-PRIOR]                         367388
[ACCUMULATED-GAINS-PRIOR]                   (24327501)
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          3876515
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                9829182
[AVERAGE-NET-ASSETS]                          72819111
[PER-SHARE-NAV-BEGIN]                             7.89
[PER-SHARE-NII]                                    .20
[PER-SHARE-GAIN-APPREC]                           1.06
[PER-SHARE-DIVIDEND]                             (.19)
[PER-SHARE-DISTRIBUTIONS]                            0
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                               8.96
[EXPENSE-RATIO]                                   1.69
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
<PAGE>
<ARTICLE> 6
<SERIES>
   [NUMBER]  3
   <NAME>  IDS DIVERSIFIED EQUITY INCOME FUND CLASS Y
<PERIOD-TYPE>                  12-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               SEP-30-1996
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                                       0
[OTHER-ITEMS-ASSETS]                        1455595466       
[TOTAL-ASSETS]                              1455595466
[PAYABLE-FOR-SECURITIES]                        986036
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                       228841
[TOTAL-LIABILITIES]                            1214877
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    1196605802
[SHARES-COMMON-STOCK]                          4157894 
[SHARES-COMMON-PRIOR]                          3315622
[ACCUMULATED-NII-CURRENT]                      1451957
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                       97615640
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     158707190
[NET-ASSETS]                                  37275287
[DIVIDEND-INCOME]                             45297392
[INTEREST-INCOME]                              8222947
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                12620577
[NET-INVESTMENT-INCOME]                       40899762
[REALIZED-GAINS-CURRENT]                     121028665
[APPREC-INCREASE-CURRENT]                     41610005
[NET-CHANGE-FROM-OPS]                        203538432
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                    (1023280)
[DISTRIBUTIONS-OF-GAINS]                             0
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                        1658239
[NUMBER-OF-SHARES-REDEEMED]                   (931450)
[SHARES-REINVESTED]                             115483
[NET-CHANGE-IN-ASSETS]                       305180320
[ACCUMULATED-NII-PRIOR]                         367388
[ACCUMULATED-GAINS-PRIOR]                   (24327501)
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          3876515
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                9829182
[AVERAGE-NET-ASSETS]                          30885316
[PER-SHARE-NAV-BEGIN]                             7.89
[PER-SHARE-NII]                                    .28
[PER-SHARE-GAIN-APPREC]                           1.06
[PER-SHARE-DIVIDEND]                             (.27)
[PER-SHARE-DISTRIBUTIONS]                            0
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                               8.96
[EXPENSE-RATIO]                                    .76
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
<PAGE>
<ARTICLE> 6
<NAME> EQUITY INCOME PORTFOLIO
<PERIOD-TYPE>                   4-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-START>                             MAY-13-1996
<PERIOD-END>                               SEP-30-1996
[INVESTMENTS-AT-COST]                       1288544391
[INVESTMENTS-AT-VALUE]                      1447675951
[RECEIVABLES]                                 14145979
[ASSETS-OTHER]                                       0
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              1461821930
[PAYABLE-FOR-SECURITIES]                       4967278
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                       700280
[TOTAL-LIABILITIES]                            5667558
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                             0
[SHARES-COMMON-STOCK]                                0
[SHARES-COMMON-PRIOR]                                0
[ACCUMULATED-NII-CURRENT]                            0
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                              0
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                             0
[NET-ASSETS]                                1456154372
[DIVIDEND-INCOME]                             20331540
[INTEREST-INCOME]                              4643319
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                 2792039
[NET-INVESTMENT-INCOME]                       22182820  
[REALIZED-GAINS-CURRENT]                      16088401
[APPREC-INCREASE-CURRENT]                     40690701
[NET-CHANGE-FROM-OPS]                         78961922
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                            0
[DISTRIBUTIONS-OF-GAINS]                             0
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                              0
[NUMBER-OF-SHARES-REDEEMED]                          0
[SHARES-REINVESTED]                                  0
[NET-CHANGE-IN-ASSETS]                      1456129372
[ACCUMULATED-NII-PRIOR]                              0
[ACCUMULATED-GAINS-PRIOR]                            0
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          2737194
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                2797265
[AVERAGE-NET-ASSETS]                        1295122732
[PER-SHARE-NAV-BEGIN]                                0
[PER-SHARE-NII]                                      0
[PER-SHARE-GAIN-APPREC]                              0
[PER-SHARE-DIVIDEND]                                 0
[PER-SHARE-DISTRIBUTIONS]                            0
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                                  0
[EXPENSE-RATIO]                                      0
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0

</TABLE>

<PAGE>
PAGE 1  
                                 TRUSTEES POWER OF ATTORNEY


City of Minneapolis

State of Minnesota

       Each of the undersigned, as trustees of the below listed open-
end, diversified investment companies that previously have filed
registration statements and amendments thereto pursuant to the
requirements of the Investment Company Act of 1940 with the
Securities and Exchange Commission:

                            Growth Trust
                            Growth and Income Trust
                            Income Trust
                            Tax-Free Income Trust
                            World Trust

hereby constitutes and appoints William R. Pearce and Leslie L. Ogg
or either one of them, as her or his attorney-in-fact and agent, to
sign for her or him in her or his name, place and stead any and all
further amendments to said registration statements filed pursuant
to said Act and any rules and regulations thereunder, and to file
such amendments with all exhibits thereto and other documents in
connection therewith with the Securities and Exchange Commission,
granting to either of them the full power and authority to do and
perform each and every act required and necessary to be done in
connection therewith.

       Dated the 11th day of April, 1996.


  /s/ Lynne V. Cheney                   /s/ Melvin R. Laird        
      Lynne V. Cheney                       Melvin R. Laird


  /s/ William H. Dudley                 /s/ William R. Pearce      
      William H. Dudley                     William R. Pearce


  /s/ Robert F. Froehlke                                           
      Robert F. Froehlke                    Edson W. Spencer


  /s/ David R. Hubers                   /s/ John R. Thomas         
      David R. Hubers                       John R. Thomas


  /s/ Heinz F. Hutter                                              
      Heinz F. Hutter                       Wheelock Whitney


  /s/ Anne P. Jones                     /s/ C. Angus Wurtele        
      Anne P. Jones                         C. Angus Wurtele


<PAGE>
PAGE 1
                                 OFFICERS' POWER OF ATTORNEY


City of Minneapolis

State of Minnesota

       Each of the undersigned, as officers of the below listed open-
end, diversified investment companies that previously have filed
registration statements and amendments thereto pursuant to the
requirements of the Investment Company Act of 1940 with the
Securities and Exchange Commission:

                            Growth Trust
                            Growth and Income Trust
                            Income Trust
                            Tax-Free Income Trust
                            World Trust

hereby constitutes and appoints William R. Pearce and Leslie L. Ogg
or either one of them, as her or his attorney-in-fact and agent, to
sign for her or him in her or his name, place and stead, as an
officer, any and all further amendments to said registration
statements filed pursuant to said Act and any rules and regulations
thereunder, and to file such amendments with all exhibits thereto
and other documents in connection therewith with the Securities and
Exchange Commission, granting to either of them the full power and
authority to do and perform each and every act required and
necessary to be done in connection therewith.

       Dated the 11th day of April, 1996.


  /s/ William R. Pearce      
      William R. Pearce      


  /s/ Melinda S. Urion       
      Melinda S. Urion



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