IDS INVESTMENT SERIES INC
485BPOS, 1997-11-25
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<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.  98  (File No. 2-11328)

                                     and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT
OF 1940

Amendment No.   42   (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. 28, 1997 pursuant to paragraph (b) 
     60 days after filing pursuant to paragraph (a)(1) 
     on (date) pursuant to paragraph (a)(1) of Rule 485 
     75 days after filing pursuant to paragraph (a)(2) 
     on (date) pursuant to paragraph (a)(2) of rule 485
    

If appropriate, check the following box:

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

   
     Growth and Income Trust has also executed this Amendment to the
Registration Statement.
    


                                                                  
<PAGE>   2
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 are so indicated.

   
<TABLE>
<CAPTION>
                          PART A                                                              PART B
 Item No.   Section in Prospectus                               Item No.      Section in 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                                   12            NA
  (c)       The Fund in brief                                   13(a)         Additional Investment Policies; all appendices 
 3(a)       Financial highlights                                              except Dollar-Cost Averaging
  (b)       NA                                                    (b)         Additional Investment Policies
  (c)       Performance                                           (c)         Additional Investment Policies
  (d)       Financial highlights                                  (d)         Security Transactions
 4(a)       The Fund in brief; Investment policies and risks;   14(a)         Board Members and Officers
            How the Fund and Portfolio are organized                          Board Members and Officers
  (b)       Investment policies and risks                         (b)         Board Members and Officers
  (c)       Investment policies and risks                         (c)         Board Members and Officers
 5(a)       Board members and officers                          15(a)         NA
                                                                  (b)         Principal Holders of Securities, if applicable
  (b)(i)    Investment manager; About American Express            (c)         Board Members and Officers
            Financial Corporation -- General information        16(a)(i)      How the Fund and Portfolio are organized; About 
  (b)(ii)   Investment manager                                                American Express Financial Corporation**
  (b)(iii)  Investment manager                                    (a)(ii)     Agreements: Investment Management Services
  (c)       Portfolio manager                                                 Agreements: Plan and Agreement of Distribution  
  (d)       Administrator and transfer agent                      (a)(iii)    Agreements: Investment Management Services Agreement
  (e)       Administrator and transfer agent                      (b)         Agreements: Investment Management Services Agreement 
  (f)       Distributor                                           (c)         NA                                        
  (g)       Investment manager; About American Express            (d)         Agreements: Administrative Services Agreement, 
            Financial Corporation -- General information                      Shareholder Service Agreement  
5A(a)       *                                                     (e)         NA                                        
  (b)       *                                                     (f)         Agreements: Distribution Agreement        
 6(a)       Shares; Voting rights                                 (g)         NA                                        
  (b)       NA                                                    (h)         Custodian Agreement; Independent Auditors           
  (c)       NA                                                    (i)         Agreements:  Transfer Agency Agreement; Custodian 
  (d)       Voting rights                                                     Agreement                       
  (e)       Cover page; Special shareholder services            17(a)         Security Transactions                     
  (f)       Dividend and capital gain distributions;              (b)         Brokerage Commissions Paid to Brokers     
            Reinvestments                                                     Affiliated with American Express Financial 
  (g)       Taxes                                                             Corporation                               
  (h)       Alternative purchase arrangements; Special            (c)         Security Transactions                     
            considerations regarding master/feeder                (d)         Security Transactions                     
            structure                                             (e)         Security Transactions                      
 7(a)       Distributor                                         18(a)         Shares; Voting rights**                   
  (b)       Valuing Fund shares                                   (b)         NA                                        
  (c)       How to purchase, exchange or redeem shares          19(a)         Investing in the Fund                     
  (d)       How to purchase shares                                (b)         Valuing Fund Shares; Investing in the Fund
  (e)       NA                                                    (c)         Redeeming Shares                          
  (f)       Distributor                                         20            Taxes                                     
  (g)       Alternative purchase arrangements; Reductions                                                                 
            and Waivers of the Sales Charge                     21(a)         Agreements: Distribution Agreement           
 8(a)       How to redeem shares                                  (b)         NA                                          
  (b)       NA                                                    (c)         NA                                          
  (c)       How to purchase shares:  Three ways to invest       22(a)         Performance Information (for money market   
  (d)       How to purchase, exchange or redeem shares:                       funds only)                                 
            Redemption policies -- "Important..."                 (b)         Performance Information (for all funds      
                                                                              except money market funds)                  
 9          None                                                23            Financial Statements                        
                                                                  

</TABLE>
    

*  Designates information is located in annual report.
** Designates location in prospectus.

<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 are so indicated.

   
<TABLE>
<CAPTION>
                            PART A                                                              PART B
                                                                
 Item No.     Section in Prospectus                             Item No.        Section in 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                                 12              NA
  (c)         The Fund in brief                                 13(a)           Additional Investment Policies; all
 3(a)         Financial highlights                                              appendices except Dollar-Cost Averaging
  (b)         NA                                                  (b)           Additional Investment Policies
  (c)         Performance                                         (c)           Additional Investment Policies
  (d)         Financial highlights                                (d)           Security Transactions
 4(a)         The Fund in brief; Investment policies and        14(a)           Board Members and Officers 
              risks; How the Fund and Portfolio are organized                   Board Members and Officers
  (b)         Investment policies and risks                       (b)           Board Members and Officers
  (c)         Investment policies and risks                       (c)           Board Members and Officers
 5(a)         Board members and officers                        15(a)           NA
                                                                  (b)           Principal Holders of Securities; if applicable
  (b)(i)      Investment manager; About American Express          (c)           Board Members and Officers
              Financial Corporation -- General information      16(a)(i)        How the Fund and Portfolio are organized; About
  (b)(ii)     Investment manager                                                American Express Financial Corporation**       
  (b)(iii)    Investment manager                                  (a)(ii)       Agreements: Investment Management Services     
  (c)         Portfolio manager                                                 Agreement, Plan and Agreement of Distribution     
  (d)         Administrator and transfer agent                    (a)(iii)      Agreements: Investment Management Services Agreement
  (e)         Administrator and transfer agent                    (b)           Agreements: Investment Management Services Agreement
  (f)         Distributor                                         (c)           NA                                                  
  (g)         Investment manager; About American Express          (d)           Agreements: Administrative Services Agreement,      
              Financial Corporation -- General information                      Shareholder Service Agreement                       
5A(a)         *                                                   (e)           NA
  (b)         *                                                   (f)           Agreements: Distribution Agreement
 6(a)         Shares; Voting rights                               (g)           NA
  (b)         NA                                                  (h)           Custodian Agreement; Independent Auditors
  (c)         NA                                                  (i)           Agreements:  Transfer Agency Agreement; Custodian
  (d)         Voting rights                                                     Agreement
  (e)         Cover page; Special shareholder services          17(a)           Security Transactions
  (f)         Dividend and capital gain distributions;          (b)           Brokerage Commissions Paid to Brokers Affiliated
              Reinvestments                                                     with American Express Financial Corporation
  (g)         Taxes                                               (c)           Security Transactions
  (h)         Alternative purchase arrangements; Special          (d)           Security Transactions
              considerations regarding master/feeder structure    (e)           Security Transactions
 7(a)         Distributor                                       18(a)           Shares; Voting rights**
  (b)         Valuing Fund shares                                 (b)           NA
  (c)         How to purchase, exchange or redeem shares        19(a)           Investing in the Fund
  (d)         How to purchase shares                              (b)           Valuing Fund Shares; Investing in the Fund
  (e)         NA                                                  (c)           Redeeming Shares
  (f)         Distributor                                       20              Taxes
  (g)         Alternative purchase arrangements; Reductions     
              and waives of the Sales Charge                    21(a)           Agreements: Distribution Agreement             
 8(a)         How to redeem shares                                (b)           NA                                           
  (b)         NA                                                  (c)           NA                                           
  (c)         How to purchase shares:  Three ways to invest     22(a)           Performance Information (for money market    
                                                                                funds only)                                  
  (d)         How to purchase, exchange or redeem shares:         (b)           Performance Information (for all funds except 
              Redemption policies -- "Important..."                             money market funds)                           
                                                                23              Financial Statements                          
 9            None                                                                                                            
                                                                
                                                                
</TABLE>
    

*  Designates information is located in annual report.
** Designates location in prospectus.
<PAGE>   4
 
IDS
Mutual
   
Prospectus/Nov. 28, 1997
    
                                     LOGO
 
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 managed by American
Express Financial Corporation and 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 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 the Fund:
    
- - is not a bank deposit
- - is not federally insured
- - is not endorsed by any bank or government agency
- - is not guaranteed to achieve its goal
 
American Express Shareholder Service
   
P.O. Box 534, Minneapolis, MN 55440-0534 800-862-7919 TTY: 800-846-4852
    
   
Web site address: http://www.AmericanExpress.com/advisors
    
 
<PAGE>   5
 
<TABLE>
<CAPTION>
            TABLE OF CONTENTS
<S>                                                         <C>
THE FUND IN BRIEF                                            3p
Goal                                                         3p
Investment policies and risks                                3p
Structure of the Fund                                        4p
Manager and distributor                                      4p
Portfolio managers                                           5p
Alternative purchase arrangements                            5p

SALES CHARGE AND FUND EXPENSES                               6p

PERFORMANCE                                                  8p
Financial highlights                                         8p
Total returns                                               10p

INVESTMENT POLICIES AND RISKS                               12p
Facts about investments and their risks                     13p
Valuing Fund shares                                         16p

HOW TO PURCHASE, EXCHANGE OR REDEEM SHARES                  18p
Alternative purchase arrangements                           18p
How to purchase shares                                      20p
How to exchange shares                                      23p
How to redeem shares                                        24p
Reductions and waivers of the sales charge                  29p

SPECIAL SHAREHOLDER SERVICES                                34p
Services                                                    34p
Quick telephone reference                                   34p

DISTRIBUTIONS AND TAXES                                     35p
Dividend and capital gain distributions                     35p
Reinvestments                                               36p
Taxes                                                       36p
How to determine the correct TIN                            38p

HOW THE FUND AND PORTFOLIO ARE ORGANIZED                    39p
Shares                                                      39p
Voting rights                                               39p
Shareholder meetings                                        39p
Special considerations regarding master/feeder structure    40p
Board members and officers                                  41p
Investment manager                                          43p
Administrator and transfer agent                            43p
Distributor                                                 44p

ABOUT AMERICAN EXPRESS FINANCIAL CORPORATION                45p
General information                                         45p

APPENDIX                                                    46p
Descriptions of derivative instruments                      46p
</TABLE>
 
 2p
<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) rather than
                   by directly investing in and managing its own portfolio of
                   securities. 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 the 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. For further information, refer
                   to the later section in the prospectus titled "Investment
                   policies and risks."
    
 
                                                                              3p
<PAGE>   7
The Fund in brief
 
                   STRUCTURE OF THE FUND
 
   
                   This Fund uses what is commonly known as a master/feeder
                   structure. This means that the Fund (the feeder fund) invests
                   all of its assets in the Portfolio (the master fund). The
                   Portfolio 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 $70 billion in assets
                   for the IDS MUTUAL FUND GROUP. Shares of the Fund are sold
                   through American Express Financial Advisors Inc. (AEFA), a
                   wholly-owned subsidiary of AEFC.
    
 
 4p
<PAGE>   8
 
                   PORTFOLIO MANAGERS
 
   
                   Edward Labenski joined AEFC in 1975 and serves as president
                   -- Fixed-Income Advisors of American Express Asset Management
                   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.
    
 
   
                   Kurt Winters joined AEFC in 1987 and serves as senior
                   portfolio manager. He has managed the assets of the Portfolio
                   since December 1997. Kurt is responsible for overall
                   investment management, including the determination of the
                   sectors in which the fund will invest. A team of research
                   professionals makes investment decisions within those
                   sectors. From 1992 to 1995, he managed IDS Life Series Fund,
                   Managed Portfolio. He was appointed to managed IDS Discovery
                   Fund in 1995. He also manages IDS Equity Value Fund, IDS
                   Progressive Fund and Equity Income Portfolio.
    
 
                   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.
 
                                                                              5p
<PAGE>   9
 
                   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
 
<TABLE>
<CAPTION>
                                             CLASS A    CLASS B    CLASS Y
                    <S>                      <C>        <C>        <C>
                    Maximum sales charge
                      on purchases* (as a
                      percentage of
                      offering price)....         5%         0%         0%
                    Maximum deferred
                      sales charge
                      imposed on
                      redemptions (as a
                      percentage of
                      original purchase
                      price).............         0%         5%         0%
                    ------------------------------------------------------
</TABLE>
 
                    ANNUAL FUND AND ALLOCATED PORTFOLIO OPERATING EXPENSES
 
                   (as a percentage of average daily net assets):
 
   
<TABLE>
<CAPTION>
                                             CLASS A    CLASS B    CLASS Y
                    <S>                      <C>        <C>        <C>
                     Management fee**....      0.49%      0.49%      0.49%
                     12b-1 fee...........      0.00%      0.75%      0.00%
                     Other expenses***...      0.34%      0.35%      0.27%
                     Total****...........      0.83%      1.59%      0.76%
</TABLE>
    
 
                     * 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 0.001% in fiscal
                       year 1997.
    
   
                    *** Other expenses include an administrative services fee, a
                        shareholder services fee, a transfer agency fee and
                        other non-advisory expenses. Class Y expenses have been
                        restated to reflect the 0.10% shareholder services fee
                        effective May 9, 1997.
    
   
                   **** 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 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.
    
 
 6p
 Sales charge and Fund expenses
<PAGE>   10
 
                   EXAMPLE: Suppose for each year for the next 10 years, Fund
                   expenses are as above and annual return is 5%. If you sold
                   your shares at the end of the following years, for each
                   $1,000 invested, you would pay total expenses of:
 
   
<TABLE>
<CAPTION>
 
                                             1 YEAR    3 YEARS    5 YEARS    10 YEARS
                    <S>                      <C>       <C>        <C>        <C>      
                     Class A.............     $58        $75       $ 94        $148
                     Class B.............     $66        $90       $107        $169**
                     Class B*............     $16        $50       $ 87        $169**
                     Class Y.............     $ 8        $24       $ 42        $ 95
</TABLE>
    
 
                    * 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.
 
                                                                              7p
<PAGE>   11
 
                   Financial highlights
                   Fiscal period ended Sept. 30,
 
[CAPTION]
   
<TABLE>
<CAPTION>
                                  PER SHARE INCOME AND CAPITAL CHANGES(A)
<S>                      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>
 
                                                            CLASS A
                          1997    1996    1995    1994    1993    1992    1991    1990    1989    1988
                         ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
<S>                      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>
Net asset value,         $13.51  $12.69  $11.89  $13.13  $12.62  $12.00  $10.39  $13.15  $11.57  $12.71
beginning of period
 
                   INCOME FROM INVESTMENT OPERATIONS:
Net investment income       .57     .54     .58     .56     .55     .61     .66     .72     .73     .76
Net gains (losses)         2.61     .93    1.29   (.56)    1.39     .91    2.01  (2.01)    1.58   (.70)
(both realized and
unrealized)
Total from investment      3.18    1.47    1.87      --    1.94    1.52    2.67  (1.29)    2.31     .06
operations
 
                   LESS DISTRIBUTIONS:
Dividends from net        (.53)   (.52)   (.54)   (.56)   (.55)   (.60)   (.67)   (.73)   (.73)   (.76)
investment income
Distributions from        (.84)   (.13)   (.51)   (.68)   (.88)   (.30)   (.39)   (.74)      --   (.44)
realized gains
Total distributions      (1.37)   (.65)  (1.05)  (1.24)  (1.43)   (.90)  (1.06)  (1.47)   (.73)  (1.20)
Net asset value, end     $15.32  $13.51  $12.69  $11.89  $13.13  $12.62  $12.00  $10.39  $13.15  $11.57
of period
<CAPTION>
                                                       RATIOS/SUPPLEMENTAL DATA
<S>                      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>
<CAPTION>
 
                                                            CLASS A
                          1997    1996    1995    1994    1993    1992    1991    1990    1989    1988
                         ------  ------  ------  ------  ------  ------  ------  ------  ------  ------
<S>                      <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>    <C>
Net assets, end of       $3,251  $2,770  $2,596  $2,999  $2,788  $2,222  $1,889  $1,496  $1,687  $1,441
period (in millions)
Ratio of expenses to       .83%    .87%    .83%    .79%    .79%    .78%    .71%    .69%    .67%    .63%
average daily net
assets(b)
Ratio of net income       4.00%   4.01%   4.58%   4.57%   4.41%   4.99%   5.81%   6.04%   5.94%   6.49%
to average daily net
assets
Portfolio turnover          49%     45%     38%     69%     48%     50%     47%     37%     46%     60%
rate (excluding
short-term
securities) for the
underlying portfolio
Total return(c)           24.9%   11.8%   16.8%  (0.1%)   16.7%   13.3%   26.9%  (10.8%)  20.5%    0.8%
Average brokerage        $.0465  $.0522      --      --      --      --      --      --      --      --
commission rate for
the underlying
portfolio(d)
</TABLE>
    
 
   
                  (a) For a share outstanding throughout the period. Rounded to
                      the nearest cent.
    
   
                  (b) Effective fiscal year 1996, expense ratio is based on
                      total expense of the Fund before reduction of earnings
                      credit on cash balances.
    
   
                  (c) Total return does not reflect payment of a sales charge.
    
   
                  (d) Effective fiscal year 1996, the Fund is required to
                      disclose an average brokerage commission rate per share
                      for security trades on which commissions are charged. The
                      comparability of this information may be affected by the
                      fact that commission rates vary significantly among
                      foreign countries.
    
 
 8p
 Performance
<PAGE>   12
 
                  Fiscal period ended Sept. 30,
 
   
<TABLE>
<CAPTION>
                                              Per share income and capital changes(a)

                                               CLASS B                          CLASS Y
                                       1997      1996     1995(B)       1997      1996     1995(B)
                                      ------    ------    ------       ------    ------    ------
<S>                                   <C>       <C>       <C>          <C>       <C>       <C>
Net asset value, beginning of         $13.47    $12.66    $11.67       $13.51    $12.69    $11.67
period
 
                   INCOME FROM INVESTMENT OPERATIONS:
Net investment income                    .46       .45       .25          .59       .56       .32
Net gains (both realized and            2.59       .93      1.11         2.61       .93      1.11
unrealized)
Total from investment operations        3.05      1.38      1.36         3.20      1.49      1.43
 
                   LESS DISTRIBUTIONS:
Dividends from net investment          (.43)     (.44)     (.37)        (.55)     (.54)     (.41)
income
Distributions from realized gains      (.84)     (.13)        --        (.84)     (.13)
Total distributions                   (1.27)     (.57)     (.37)       (1.39)     (.67)     (.41)
Net asset value, end of period        $15.25    $13.47    $12.66       $15.32    $13.51    $12.69


                                                 RATIOS/SUPPLEMENTAL DATA

<CAPTION>
 
                                               CLASS B                          CLASS Y
                                       1997      1996     1995(B)       1997      1996     1995(B)
                                      ------    ------    ------       ------    ------    ------
<S>                                   <C>       <C>       <C>          <C>       <C>       <C>
Net assets, end of period (in           $264      $133       $33       $1,337    $1,114      $876
millions)
Ratio of expenses to average daily     1.59%     1.64%    1.65%(e)       .70%      .70%    .70%(e)
net assets(c)
Ratio of net income to average         3.28%     3.32%    3.94%(e)      4.13%     4.18%    4.58%(e)
daily net assets
Portfolio turnover rate (excluding       49%       45%       38%          49%       45%       38%
short-term securities) for the
underlying portfolio
Total return(d)                        23.9%     11.0%     11.7%        25.0%     12.0%     12.2%
Average brokerage commission rate     $.0465    $.0522        --       $.0465    $.0522        --
for the underlying portfolio(f)
</TABLE>
    
 
   
                  (a) For a share outstanding throughout the period. Rounded to
                      the nearest cent.
    
   
                  (b) Inception date was March 20, 1995.
    
   
                  (c) Effective fiscal year 1996, expense ratio is based on
                      total expense of the Fund before reduction of earnings
                      credit on cash balances.
    
   
                  (d) Total return does not reflect payment of a sales charge.
    
   
                  (e) Adjusted to an annual basis.
    
   
                  (f) Effective fiscal year 1996, the Fund is required to
                      disclose an average brokerage commission rate per share
                      for security trades on which commissions are charged. The
                      comparability of this information may be affected by the
                      fact that commission rates vary significantly among
                      foreign countries.
    
 
                   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.
 
                                                                              9p
<PAGE>   13
PERFORMANCE
 
                   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, 1997
    
 
   
<TABLE>
<CAPTION>
                                           1 YEAR      SINCE         5 YEARS   10 YEARS
                        PURCHASE MADE        AGO     INCEPTION         AGO        AGO
                    <S>                   <C>        <C>       <C>  <C>        <C>       
                    Mutual:
                       Class A              +18.63%        --%        +12.54%    +10.89%
                       Class B              +19.93%    +17.31%   *        --%        --%
                       Class Y              +25.04%    +19.62%   *        --%        --%
                     S&P 500                +40.43%    +31.28%  **    +20.78%    +14.73%
                     Lipper Balanced Fund
                      Index                 +24.92%    +19.93%  **    +13.70%    +11.14%
</TABLE>
    
 
                    *Inception date was March 20, 1995.
   
                   **Measurement period started April 1, 1995.
    
                    CUMULATIVE TOTAL RETURNS
 
   
                   as of Sept. 30, 1997
    
 
   
<TABLE>
<CAPTION>
                                           1 YEAR      SINCE         5 YEARS   10 YEARS
                        PURCHASE MADE        AGO     INCEPTION         AGO        AGO
                    <S>                   <C>        <C>       <C>  <C>        <C>       
                    Mutual:
                       Class A              +18.63%        --%        +80.60%   +181.38%
                       Class B              +19.93%    +49.98%   *        --%        --%
                       Class Y              +25.04%    +57.47%   *        --%        --%
                     S&P 500                +40.43%    +99.51%  **   +156.52%   +295.09%
                     Lipper Balanced Fund
                      Index                 +24.92%    +57.50%  **    +90.03%   +187.74%
</TABLE>
    
 
                    *Inception date was March 20, 1995.
   
                   **Measurement period started April 1, 1995.
    
 
 10p
 
<PAGE>   14
 
   
                   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. 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:
 
                  -a sales charge of 5% for Class A shares
 
                  -redemption at the end of the period and deduction of the
                   applicable contingent deferred sales charge for Class B
                   shares
 
                  -no sales charge for Class Y shares
 
                  -no adjustments for taxes an investor may have paid on the
                   reinvested income and capital gains
 
                  -a period of widely fluctuating securities prices. Returns
                   shown should not be considered a representation of the Fund's
                   future performance.
 
                   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.
 
                                                                             11p
<PAGE>   15
                   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 total assets
                   will be invested in debt securities and convertible
                   securities. Common stocks comprised 52% of the Portfolio's
                   total assets on Sept. 30, 1997.
    
 
   
                   The various types of investments the investment managers use
                   to achieve investment performance are described in more
                   detail in the next section and in the SAI.
    
 
 12p
<PAGE>   16
 
                   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.
 
                                                                             13p
<PAGE>   17
                        INVESTMENT POLICIES AND RISKS
 
                   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 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.
 
 14p
<PAGE>   18
 
   
                   DERIVATIVE INSTRUMENTS: The investment 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 investment
                   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 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.
    
 
                                                                             15p
<PAGE>   19
                   Investment policies and risks
   
                   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
                   investment 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).
 
 16p
 
<PAGE>   20
 
                   To establish the net assets, all securities held by the
                   Portfolio are valued as of the close of each business day. In
                   valuing assets:
 
   
                   -Securities and assets with available market values are
                   valued on that basis.
    
 
                   -Securities maturing in 60 days or less are valued at
                   amortized cost.
 
   
                   -Assets without readily available market values are valued
                   according to methods selected in good faith by the board.
    
 
                                                                             17p
<PAGE>   21
                   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                            OTHER
                                 (12B-1) FEE        SERVICE FEE        INFORMATION
                    -----------------------------------------------------------------
                    <S>       <C>                <C>                <C>
                    CLASS A   Maximum initial    0.175% of average  Initial sales
                              sales charge of    daily net assets   charge waived or
                              5%; no 12b-1 fee                      reduced for
                                                                    certain purchases
 
                    -----------------------------------------------------------------
                    CLASS B   No initial sales   0.175% of average  Shares convert to
                              charge; maximum    daily net assets   Class A in the
                              CDSC of 5%                            ninth year of
                              declines to 0%                        ownership; CDSC
                              after six years;                      waived in certain
                              12b-1 fee of                          circumstances
                              0.75% of average
                              daily net assets
 
                    -----------------------------------------------------------------
                    CLASS Y   None               0.10% of average   Available only to
                                                 daily net assets   certain
                                                                    qualifying
                                                                    institutional
                                                                    investors
</TABLE>
    
 
   
                   CONVERSION OF CLASS B SHARES TO CLASS A SHARES -- During the
                   ninth calendar year of owning your Class B shares, Class B
                   shares will convert to Class A shares and will no longer be
                   subject to a distribution fee. Class B shares that convert to
                   Class A shares are not subject to a sales charge. Class B
                   shares purchased through reinvested dividends and
                   distributions also will convert to Class A shares in the same
                   proportion as the other Class B shares. This means more of
                   your money will be put to work for you.
    
 
 18p
<PAGE>   22
 
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 SHARES
IF YOU PURCHASE CLASS B SHARES
 
- - You will not have all of your purchase price invested. Part of your purchase
  price will go to pay the sales charge. You will not pay a sales charge when
  you redeem your shares.
 
- - You will be able to take advantage of reductions in the sales charge.
- - All of your money is invested in shares of stock. However, you will pay a
  sales charge if you redeem your shares within six years of purchase.
 
- - No reductions of the sales charge are available for large 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 SHARES
IF YOU PURCHASE CLASS B SHARES
 
- - Your shares will have a lower expense ratio than Class B shares because Class
  A does not pay a distribution fee and the transfer agency fee for Class A is
  lower than the fee for Class B. As a result, Class A shares will pay higher
  dividends than Class B shares.

   
- - The distribution and transfer agency fees for Class B will cause your shares
  to have a higher expense ratio and to pay lower dividends than Class A shares.
  In the ninth year of ownership, Class B shares will convert to Class A shares
  and you 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.
 
                                                                             19p
<PAGE>   23
How to purchase, exchange or redeem 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 a
                   distribution fee. The following investors are eligible to
                   purchase Class Y shares:
    
 
                   -Qualified employee benefit plans* if the plan:
 
                   -- uses a daily transfer recordkeeping service offering
                   participants daily access to IDS funds and has
 
                         -- at least $10 million in plan assets or
 
                         -- 500 or more participants; or
 
                   -- does not use daily transfer recordkeeping and has
 
                         -- at least $3 million invested in funds of the IDS
                         MUTUAL FUND GROUP or
 
                         -- 500 or more participants.
 
                   -Trust companies or similar institutions, and charitable
                   organizations that meet the definition in Section 501(c)(3)
                   of the Internal Revenue Code.* These must have at least $10
                   million invested in funds of the IDS MUTUAL FUND GROUP.
 
                   -Nonqualified deferred compensation plans* whose participants
                   are included in a qualified employee benefit plan described
                   above.
 
   
                  * Eligibility must be determined in advance by AEFA. To do so,
                    contact your financial advisor.
    
 
                   HOW TO PURCHASE SHARES
 
   
                   If you're investing in this Fund for the first time, you will
                   need to set up an account. Your financial advisor will help
                   you fill out and submit an application. Once your account is
                   set up, you can choose among several convenient ways to
                   invest.
    
 
   
                   IMPORTANT: When opening an account, you must provide your
                   correct Taxpayer Identification Number (Social Security or
                   Employer Identification number). See "Distributions and
                   taxes."
    
 
                   When you 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.
 
 20p
<PAGE>   24
 
                   PURCHASE POLICIES:
 
   
                  -Investments must be received and accepted in the Minneapolis
                   headquarters on a business day before 3 p.m. Central time to
                   be included in your account that day and to receive that
                   day's share price. Otherwise, your purchase will be processed
                   the next business day and you will pay for the next day's
                   share price.
    
 
                  -The minimums allowed for investment may change from time to
                   time.
 
                  -Wire orders can be accepted only on days when your bank,
                   AEFC, the Fund and Norwest Bank Minneapolis are open for
                   business.
 
                  -Wire purchases are completed when wired payment is received
                   and the Fund accepts the purchase.
 
                  -AEFC and the Fund are not responsible for any delays that
                   occur in wiring funds, including delays in processing by the
                   bank.
 
                  -You must pay any fee the bank charges for wiring.
 
                  -The Fund reserves the right to reject any application for
                   any reason.
 
                  -If your application does not specify which class of shares
                   you are purchasing, it will be assumed that you are investing
                   in Class A shares.
 
                                                                             21p
<PAGE>   25
                   How to purchase, exchange or redeem shares
 
                   THREE WAYS TO INVEST
- ------------------------------------------------------------------------------
  1
 
<TABLE>
<S>                  <C>                     <C>                     <C>
BY REGULAR           Send your check and     MINIMUM AMOUNTS*
ACCOUNT              application             Initial
                     (or your name           investment:             $2,000
                     and account number if   Additional
                     you have an             investments:              $100
                     established account)    Account balances:         $300
                     to:                     Qualified retirement
                     American Express          accounts:               none
                     Financial Advisors
                     Inc.
                     P.O. Box 74
                     Minneapolis, MN
                     55440-0074
                     Your financial advisor
                     will help you with
                     this process.
</TABLE>
 
- ------------------------------------------------------------------------------
  2
 
   
<TABLE>
<S>                  <C>                     <C>
BY SCHEDULED         Contact your financial  MINIMUM AMOUNTS/
INVESTMENT           advisor to set up one   Initial
PLAN                 of the following        investment:               $100
                     scheduled plans:        Additional
                     - automatic payroll     investments:              $100/
                       deduction                                each payment
                     - bank authorization    Account balances:         none
                     - direct deposit of       (on active plans of
                       Social Security         monthly payments)
                       check                 If account balance is
                     - other plan approved   below $2,000,
                       by the Fund           frequency of payments
                                             must be at least
                                             monthly
</TABLE>
    
 
- ------------------------------------------------------------------------------
  3
 
<TABLE>
<S>                  <C>                     <C>
BY WIRE              If you have an          If this information is
                     established account,    not included, the
                     you may wire money to:  order may
                                             be rejected and all
                     Norwest Bank            money received by the
                     Minneapolis             Fund, less any costs
                     Routing No. 091000019   the Fund
                     Minneapolis, MN         or AEFC incurs, will
                     Attn: Domestic Wire     be returned promptly.
                     Dept.                   MINIMUM AMOUNTS
                     Give these              Each wire investment: $1,000
                     instructions:           
                     Credit IDS Account
                     #00-30-015 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 do not do so within 30 days, your
                     shares can be redeemed and the proceeds mailed to you. If 
                     you are in a "wrap-fee" program sponsored by AEFA and your
                     account balance falls below $50,000 or the program is
                     terminated, your shares will be redeemed and the proceeds
                     mailed to you.
    
 
 22p
<PAGE>   26
 
                   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 on any other fund,
                   including fees and expenses, read that fund's prospectus
                   carefully.
    
 
                   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 use the sales charge imposed on the purchase of Class
                   A shares to create or increase 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.
    
 
                                                                             23p
<PAGE>   27
How to purchase, exchange or redeem shares
 
                   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 the 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.
    
 
 24p
<PAGE>   28
 
                   TWO WAYS TO REQUEST AN EXCHANGE OR REDEMPTION OF SHARES
- ------------------------------------------------------------------------------
  1
 
<TABLE>
<S>                <C>                       <C>
BY LETTER            Include in your         REGULAR MAIL:
                     letter:                 American Express
                   - the name of the         Shareholder Service
                     fund(s)                 Attn: Redemptions
                   - the class of shares     P.O. Box 534
                     to be exchanged or      Minneapolis, MN
                     redeemed                55440-0534
                   - your account            EXPRESS MAIL:
                     number(s) (for          American Express
                     exchanges, both funds   Shareholder Service
                     must be registered in   Attn: Redemptions
                     the same ownership)     733 Marquette Ave.
                   - your Taxpayer           Minneapolis, MN 55402
                     Identification Number
                     (TIN)
                   - the dollar amount or
                     number of shares you
                     want to exchange or
                     redeem
                   - signature of all
                     registered account
                     owners
                   - for redemptions,
                     indicate how you want
                     your money delivered
                     to you
                   - any paper
                     certificates of shares
                     you hold
</TABLE>
 
- ------------------------------------------------------------------------------
  2
 
<TABLE>
<S>                <C>                     <C>
BY PHONE           - The Fund and AEFC       Each registered owner
American             will honor any          must sign the request.
Express              telephone exchange or - AEFC answers phone
Telephone            redemption request      requests promptly, but
Transaction          believed to be          you may experience
Service:             authentic and will use  delays when call
800-437-3133         reasonable procedures   volume is high. If you
  or                 to confirm that they    are unable to get
612-671-3800         are. This includes      through, use mail
                     asking identifying      proce-
                     questions and tape      dure as an
                     recording calls. If     alternative.
                     reasonable procedures - Acting on your
                     are not followed, the   instructions, your
                     Fund or AEFC will be    financial advisor may
                     liable for              conduct telephone
                     any loss resulting      transactions on your
                     from fraudulent         behalf.
                     requests.             - Phone privileges may
                   - Phone exchange and      be modified or
                     redemption privileges   discontinued at any
                     automatically apply to  time.
                     all accounts except     MINIMUM AMOUNT
                     custodial, corporate    Redemption:            $100
                     or qualified            MAXIMUM AMOUNT
                     retirement accounts     Redemption:         $50,000
                     unless you request
                     these privileges NOT
                     apply by writing
                     American Express
                     Shareholder Service.
</TABLE>
 
                                                                             25p
<PAGE>   29
                   How to purchase, exchange or redeem shares

                   EXCHANGE POLICIES:
 
                  -YOU MAY MAKE UP TO THREE EXCHANGES WITHIN ANY 30-DAY PERIOD,
                   WITH EACH LIMITED TO $300,000. These limits do not apply to
                   scheduled exchange programs and certain employee benefit
                   plans or other arrangements through which one shareholder
                   represents the interests of several. Exceptions may be
                   allowed with preapproval of the Fund.
 
   
                  -Exchanges must be made into the same class of shares of the
                   new fund.
    
 
                  -If your exchange creates a new account, it must satisfy the
                   minimum investment amount for new purchases.
 
                  -Once we receive your exchange request, you cannot cancel it.
 
                  -Shares of the new fund may not be used on the same day for
                   another exchange.
 
                  -If your shares are pledged as collateral, the exchange will
                   be delayed until written approval is obtained from the
                   secured party.
 
                  -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.
 
 26p
 
<PAGE>   30
 
                   REDEMPTION POLICIES:
 
                  -A "change of mind" option allows you to change your mind
                   after requesting a redemption and to use all or part of the
                   proceeds to 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.
 
                  -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.)
 
                                                                             27p
<PAGE>   31
                     How to purchase, exchange or redeem shares

                     THREE WAYS TO RECEIVE PAYMENT WHEN YOU REDEEM SHARES
- ------------------------------------------------------------------------------
  1
 
   
<TABLE>
<S>                  <C>
BY REGULAR OR        - Mailed to the address on record.
EXPRESS MAIL         - Payable to names listed on the account.
                       NOTE: You will be charged a fee if you
                       request express mail delivery.
</TABLE>
    
 
- ------------------------------------------------------------------------------
  2
 
<TABLE>
<S>                  <C>
BY WIRE              - Minimum wire redemption: $1,000.
                     - Request that money be wired to your bank.
                     - Bank account must be in the same ownership
                       as the IDS fund account.
                       NOTE: Pre-authorization required.
                       For instructions, contact your financial
                       advisor or American Express Shareholder
                       Service.
</TABLE>
 
- ------------------------------------------------------------------------------
  3
 
<TABLE>
<S>                  <C>
BY SCHEDULED         - Minimum payment: $50.
PAYOUT PLAN          - 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.
                     - Purchasing new shares while under a payout
                       plan may be disadvantageous because of the
                       sales charges.
</TABLE>
 
 28p
 
<PAGE>   32
 
                   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:
   
<TABLE>
<CAPTION>
                    TOTAL INVESTMENT        SALES CHARGE AS A PERCENTAGE OF:*
 
                                             PUBLIC OFFERING       NET AMOUNT
                                                       PRICE         INVESTED
                    <S>                      <C>                   <C>        
                     Up to $50,000.......          5.0%               5.26%
                     Next $50,000........          4.5                4.71
                     Next $400,000.......          3.8                3.95
                     Next $500,000.......          2.0                2.04
                     $1,000,000 or
                      more...............          0.0                0.00
</TABLE>
    
 
                 * 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:
 
                  -the amount you are investing in this Fund now,
 
                  -the amount of your existing investment in this Fund, if any,
                   and
 
                  -the amount you and your 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:
 
                  -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.
 
                  -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.
 
                                                                             29p
<PAGE>   33
How to purchase, exchange or redeem shares
 
                   -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:
 
                   -Current or retired board members, officers or employees of
                   the Fund or AEFC or its subsidiaries, their spouses and
                   unmarried children under 21.
 
                   -Current or retired American Express financial advisors,
                   their spouses and unmarried children under 21.
 
   
                   -Investors who have a business relationship with a newly
                   associated financial advisor who joined AEFA from another
                   investment firm provided that (1) the purchase is made within
                   six months of the advisor's appointment date with AEFA, (2)
                   the purchase is made with proceeds of a redemption of shares
                   that were sponsored by the financial advisor's previous
                   broker-dealer, and (3) the proceeds must be the result of a
                   redemption of an equal or greater value where a sales load
                   was previously assessed.
    
 
                   -Qualified employee benefit plans* using a daily transfer
                   recordkeeping system offering participants daily access to
                   IDS funds.
 
                   (Participants in certain qualified plans for which the
                   initial sales charge is waived may be subject to a deferred
                   sales charge of up to 4% on certain redemptions. For more
                   information, see the SAI.)
 
   
                   -Shareholders who have at least $1 million invested in funds
                   of the IDS MUTUAL FUND GROUP. If the investment is redeemed
                   in the first year after purchase, a CDSC of 1% will be
                   charged on the redemption. The CDSC will be waived only in
                   the circumstances described for waivers for Class B shares.
    
 
                   -Purchases made within 30 days after a redemption of shares
                   (up to the amount redeemed):
 
   
                   -- of a product distributed by AEFA 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.
 
 30p
<PAGE>   34
 
                   Send the Fund a written request along with your payment,
                   indicating the amount of the redemption and the date on which
                   it occurred.
 
   
                   -Purchases made with dividend or capital gain distributions
                   from the same class of another fund in the IDS MUTUAL FUND
                   GROUP that has a sales charge.
    
 
   
                   -Purchases made through or under a "wrap fee" product
                   sponsored by AEFA (total amount of all investments must be
                   $50,000); the University of Texas System ORP or a segregated
                   separate account offered by Nationwide Life Insurance Company
                   or Nationwide Life and Annuity Insurance Company.
    
 
   
                   -Purchases made with the proceeds from IDS Life Real Estate
                   Variable Annuity surrenders through December 31, 1997.
    
 
   
                  * Eligibility must be determined in advance by AEFA. 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:
 
<TABLE>
<CAPTION>
                    IF A REDEMPTION IS                 THE PERCENTAGE RATE
                    MADE DURING THE                    FOR THE CDSC IS:
                    <S>                                <C>
                     First year                                5%
                     Second year                               4%
                     Third year                                4%
                     Fourth year                               3%
                     Fifth year                                2%
                     Sixth year                                1%
                     Seventh year                              0%
</TABLE>
 
                                                                             31p
<PAGE>   35
                   How to purchase, exchange or redeem shares

                   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.
 
 32p
 
<PAGE>   36
 
                   WAIVERS OF THE CONTINGENT DEFERRED SALES CHARGE
                   The CDSC on Class B shares will be waived on redemptions of
                   shares:
 
                   -In the event of the shareholder's death,
 
                   -Purchased by any board member, officer or employee of a fund
                   or AEFC or its subsidiaries,
 
                   -Held in a trusteed employee benefit plan,
 
                   -Held in IRAs or certain qualified plans for which American
                   Express Trust Company acts as custodian, such as Keogh plans,
                   tax-sheltered custodial accounts or corporate pension plans,
                   provided that the shareholder is:
 
                   -- at least 59 1/2 years old, and
 
   
                   -- taking a retirement distribution (if the redemption is
                   part of a transfer to an IRA or qualified plan in a product
                   distributed by AEFA, or a custodian-to-custodian transfer to
                   a product not distributed by AEFA, the CDSC will not be
                   waived), or
    
 
   
                   -- redeeming under an approved substantially equal periodic
    
   
                   payment arrangement.
    
 
                                                                             33p
<PAGE>   37
                   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
 
   
<TABLE>
                    <S>              <C>                     <C>
                    AMERICAN         Redemptions and         National/Minnesota:
                    EXPRESS          exchanges, dividend            800-437-3133
                    FINANCIAL        payments or                  Mpls./St. Paul
                    ADVISORS         reinvestments and                     area:
                    TELEPHONE        automatic payment                  671-3800
                    TRANSACTION      arrangements
                    SERVICE
                    ------------------------------------------------------------
                    TTY SERVICE      For the hearing                800-846-4852
                                     impaired
 
                    ------------------------------------------------------------
                    AMERICAN         Automated account              800-862-7919
                    EXPRESS          information
                    FINANCIAL        (TouchTone(R) phones
                    ADVISORS         only), including
                    EASY ACCESS      current Fund prices
                    LINE             and performance,
                                     account values and
                                     recent account
                                     transactions
                    ------------------------------------------------------------
</TABLE>
    
 
 34p
<PAGE>   38
How to purchase, exchange or redeem shares
 
                   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. Capital gains are realized when a security is sold
                   for a higher price than was paid for it. 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 when a security is held for more than one year.
                   The Fund will offset 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. These long-term
                   capital gains will be subject to differing tax rates
                   depending on the holding period of the underlying
                   investments. Before they are distributed, both net investment
                   income and net long-term capital gains are included in the
                   value of each share. After they are 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.
 
                                                                             35p
 Distributions and taxes
<PAGE>   39
                   Distributions and taxes
 
                   REINVESTMENTS
 
                   Dividends and capital gain distributions are automatically
                   reinvested in additional shares in the same class of the
                   Fund, unless:
 
                   -you request the Fund in writing or by phone to pay
                   distributions to you in cash, or
 
   
                   -you direct the Fund to invest your distributions in the same
                   class of another publicly available IDS fund for which you
                   have previously opened an account.
    
 
                   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. Prior to
                   reinvestment, no interest will accrue on amounts represented
                   by uncashed distribution or redemption checks.
    
 
                   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.
 
 36p
<PAGE>   40
 
                   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 short term
                   (for shares held for one year or less) or long term (for
                   shares held for more than one year). Long-term capital gains
                   will be taxed at rates that vary depending upon the holding
                   period. Long-term capital gains are divided into two holding
                   periods: 1) shares held more than one year but not more than
                   18 months and 2) shares held more than 18 months.
    
 
   
                   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.
    
 
   
                   If you do not provide the TIN, or the TIN you report is
                   incorrect, you could be subject to backup withholding of 31%
                   of taxable distributions and proceeds from certain sales and
                   exchanges. You also could be subject to further penalties,
                   such as:
    

                  -a $50 penalty for each failure to supply your correct TIN
 
                  -a civil penalty of $500 if you make a false statement that
                   results in no backup withholding
 
                  -criminal penalties for falsifying information
 
                   You also could be subject to backup withholding because you
                   failed to report interest or dividends on your tax return as
                   required.
 
                                                                             37p
<PAGE>   41
                    Distributions and taxes
 
                    HOW TO DETERMINE THE CORRECT TIN
 
<TABLE>
<CAPTION>
                                                   USE THE SOCIAL SECURITY OR
                    FOR THIS TYPE OF ACCOUNT:      EMPLOYER IDENTIFICATION NUMBER OF:
                    -----------------------------------------------------------------
                    <S>                            <C>
                    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,          The legal entity
                    pension trust or estate        (not the 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      
                    -----------------------------------------------------------------
</TABLE>
 
   
                   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 adviser about your personal
                   situation.
    
 
 38p
<PAGE>   42
                   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.
 
                                                                             39p
 
<PAGE>   43
                   How the Fund and Portfolio are organized
 
                   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
                   investment if the Portfolio changed its goal, 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
                   nonaffiliated 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.
 
 40p
<PAGE>   44
 
                   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
                   action requiring approval of its security holders, the Fund
                   will 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. Board members and officers serve 47 IDS and IDS
                   Life funds and 15 Master Trust portfolios, except for William
                   H. Dudley, who does not serve the nine IDS Life funds. The
                   board members also serve as members of the board of the Trust
                   which manages the investments of the Portfolio 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.
    
 
                                                                             41p
<PAGE>   45
                   How the Fund and Portfolio are organized
 
   
<TABLE>
<S>                          <C>
                             INDEPENDENT BOARD MEMBERS AND OFFICERS

Chairman of the board        WILLIAM R. PEARCE*
                             Chairman of the board, Board Services
                             Corporation (provides administrative
                             services to boards including the boards of
                             the IDS and IDS Life funds and Master Trust
                             portfolios).

                             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.

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

                             ANNE P. JONES
                             Attorney and telecommunications consultant.

                             ALAN K. SIMPSON
                             Former United States senator for Wyoming.

                             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.

                             OFFICER

Vice president,              LESLIE L. OGG*
general counsel              President, treasurer and corporate secretary
and secretary                of Board Services Corporation.

                             BOARD MEMBERS AND OFFICERS ASSOCIATED WITH AEFC

President                    JOHN R. THOMAS*
                             Senior vice president, AEFC.

                             WILLIAM H. DUDLEY*
                             Senior advisor to the chief executive
                             officer, AEFC.

                             DAVID R. HUBERS*
                             President and chief executive officer, AEFC.

                             OFFICERS ASSOCIATED WITH AEFC

Vice president               PETER J. ANDERSON*
                             Senior vice president.

- -------------------------------------------------------------------------
Treasurer                    MELINDA S. URION*
                             Senior vice president and chief financial
                             officer, AEFC.
</TABLE>
    
 
Refer to the SAI for the board members' and officers' biographies.
 
   
* Interested persons as defined by the Investment Company Act of 1940.
    
 
 42p
<PAGE>   46
 
                   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, AEFC is paid a fee for these
                   services based on the average daily net assets of the
                   Portfolio, as follows:
    
 
<TABLE>
<CAPTION>
                                ASSETS                   ANNUAL RATE
                              (BILLIONS)             AT EACH ASSET LEVEL
                    <S>                              <C>
                     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
</TABLE>
 
                   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, 1997, 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.
    
 
                   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:
 
                   -Class A $15
 
                   -Class B $16
 
                   -Class Y $15
 
                                                                             43p
<PAGE>   47
How the Fund and Portfolio are organized
 
                   DISTRIBUTOR
 
   
                   The Fund has an exclusive distribution agreement with
                   American Express Financial Advisors, a wholly owned
                   subsidiary of AEFC. Financial advisors representing AEFA
                   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 fee) 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 average daily net assets for Class A and
                   Class B shares and 0.10% for Class Y shares.
    
 
   
                   Total expenses paid by the Fund's Class A shares for the
                   fiscal year ended Sept. 30, 1997, were 0.83% of its average
                   daily net assets. Expenses for Class B and Class Y were 1.59%
                   and 0.70%, respectively.
    
 
 44p
 How the Fund and Portfolio are organized
<PAGE>   48
                   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 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, 1997 were
                   more than $171 billion.
    
 
   
                   AEFA serves individuals and businesses through its nationwide
                   network of more than 175 offices and more than 8,500
                   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.
    
 
                                                                             45p
<PAGE>   49
                   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.
    
 
 46p
<PAGE>   50
 
   
                   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. 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.
    
 
                                                                             47p
<PAGE>   51
 
IDS MUTUAL
IDS Tower 10
Minneapolis, MN 55440-0010
 
Distributed by
American Express
Financial Advisors Inc.
 
   
PRINTED WITH SOY INK LOGO                                       S-6326 M (11/97)
    
<PAGE>   52
IDS DIVERSIFIED EQUITY INCOME FUND

PROSPECTUS
   
NOV. 28, 1997
    


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 managed by
American Express Financial Corporation and 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 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 THE FUND:
    


             -    IS NOT A BANK DEPOSIT
             -    IS NOT FEDERALLY INSURED
             -    IS NOT ENDORSED BY ANY BANK OR GOVERNMENT AGENCY
             -    IS NOT GUARANTEED TO ACHIEVE ITS GOALS
                 

American Express Shareholder Service
P.O. Box 534
Minneapolis, MN
55440-0534
   
800-862-7919
TTY:  800-846-4852
Web site address: http://www.americanexpress.com/advisors
    



                                      1

<PAGE>   53



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


                                      2


<PAGE>   54


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

                                      3


<PAGE>   55


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) rather than by directly
investing in and managing its own portfolio of securities. 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 the 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. For further information, refer to the later
section in the prospectus titled "Investment policies and risks."
    

STRUCTURE OF THE FUND

   
This Fund uses what is commonly known as a master/feeder structure. This means
that the Fund (the feeder fund) invests all of its assets in the Portfolio (the
master fund). The Portfolio 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:
    

                                      4


<PAGE>   56


                                 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 $70
billion in assets for the IDS MUTUAL FUND GROUP. Shares of the Fund are sold
through American Express Financial Advisors Inc. (AEFA), a wholly-owned
subsidiary of AEFC.
    

PORTFOLIO MANAGER

   
Kurt Winters joined AEFC in 1987 and serves as senior portfolio manager. He has
managed the assets of the Portfolio since December 1997. Kurt is responsible
for overall investment management, including the determination of the sectors
in which the fund will invest. A team of research professionals makes
investment decisions within those sectors. From 1992, to 1995, he managed IDS
Life Series Fund, Managed Portfolio. He was appointed to manage IDS Discovery
Fund in 1995. He also manages IDS Equity Value Fund, IDS Progressive Fund and
Balanced Portfolio.
    

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.

                                      5


<PAGE>   57



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**                       0.50%    0.50%    0.50%   
12b-1 fee                              0.00%    0.75%    0.00%   
Other expenses***                      0.38%    0.40%    0.31%   
Total****                              0.88%    1.65%    0.81%   
                                                                 
   
*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, a transfer agency fee and other nonadvisory expenses. Class Y
expenses have been restated to reflect the 0.10% shareholder services fee
effective May 9, 1997.
****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 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          $77          $96          $153    
Class B          $67          $92         $110          $175**      
Class B*         $17          $52          $90          $175**      
Class Y           $8          $26          $45          $101    
                                                                
                                                                
*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.

                                      6


<PAGE>   58



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

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.

                                      7


<PAGE>   59
Finacial highlights

Performance

IDS Diversified Equity Income, Inc.

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

<TABLE>
<CAPTION>

                                                      Class A
                                   1997    1996     1995    1994     1993    1992     1991b   
                                                                                              
<S>                             <C>       <C>      <C>     <C>      <C>     <C>      <C>      
Net asset value,                  $8.96   $7.89    $7.66   $7.73    $6.48   $5.98    $5.00    
beginning of period                                                                           
                                                                                              
                    Income from investment operations:                                  
                                                                                              
Net investment income (loss)        .34     .27      .30     .27      .28     .31      .30    
                                                                                              
Net gains (losses)                 2.04    1.06      .53     .20     1.31     .58      .98    
(both realized                                                                                
and unrealized)                                                                               
                                                                                              
Total from investment              2.38    1.33      .83     .47     1.59     .89     1.28    
operations                                                                                    
                                                                                              
                    Less distributions:                                                 
                                                                                              
Dividends from net                 (.33)   (.26)    (.29)   (.27)    (.28)   (.30)    (.30)   
investment income                                                                             
                                                                                              
Distributions from                 (.62)     --     (.31)   (.27)    (.06)   (.09)      --    
realized gains                                                                                
                                                                                              
Total distributions                (.95)   (.26)    (.60)   (.54)    (.34)   (.39)    (.30)   
                                                                                              
Net asset value,                $ 10.39   $8.96    $7.89   $7.66    $7.73   $6.48    $5.98    
end of period                                                                                 
                                                                                              
                    Ratios/supplemental data                                            

<CAPTION>
                                                        Class A                               
                                                                                              
                                   1997    1996     1995    1994     1993    1992     1991b   

<S>                             <C>       <C>     <C>       <C>      <C>     <C>       <C>
Net assets, end of              $ 1,789  $1,292   $1,091    $936     $487    $162      $23    
period (in millions)                                                                          
                                                                                              
Ratio of expenses to               .88%    .93%     .94%    .88%     .96%   1.08%d    .90%e   
average daily net assets c                                                                    
                                                                                              
Ratio of net income (loss)        3.62%   3.18%    3.95%   3.75%    3.94%   4.79%d   5.97%e   
to average daily net assets                                                                   
                                                                                              
Portfolio turnover rate             81%     84%      98%     95%      73%     34%      74%    
(excluding short-term                                                                         
securities)                                                                                   
                                                                                              
                                                                                              
Total return f                    28.1%   17.0%    11.8%    6.3%    25.0%   15.4%    25.9%    
                                                                                              
Average brokerage                $.0482  $.0345      --      --       --      --       --     
commission rateg
</TABLE>


a  For a share outstanding throughout the period.  Rounded to the nearest cent.

b  Inception date. Period from Oct. 15, 1990 to Sept. 30, 1991.

c  Effective fiscal year 1996,  expense  ratio is based on total  expenses of
the Fund before reduction of earnings credits on cash balances.

d  During the period from Oct 1, 1991, to Feb. 19, 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 1.13% and 4.74%, respectively.

e  For the period ended Sept. 30, 1991,  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%, respectively.

f  Total return does not reflect payment of a sales charge.

g  Effective  fiscal  year  1996,  the Fund is  required  to  disclose  an
average brokerage commission rate per share for security trades on which
commissions are charged.  The comparability of this information may be affected
by the fact that commission rates per share vary significantly among foreign
countries. 

<PAGE>   60


IDS Diversified Equity Income, Inc.


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

<TABLE>
<CAPTION>
                                 Class B                           Class Y
                           1997    1996     1995b            1997    1996     1995b

<S>                       <C>     <C>      <C>              <C>     <C>      <C>  
Net asset value,          $8.96   $7.89    $7.13            $8.96   $7.89    $7.13
beginning of period

                    Income from investment operations:
Net investment
income (loss)               .27     .20      .19              .35     .28      .22

Net gains (losses)         2.04    1.06      .74             2.05    1.06      .74
(both realized
and unrealized)

Total from investment      2.31    1.26      .93             2.40    1.34      .96
operations

                    Less distributions:
Dividends from net         (.26)   (.19)    (.17)            (.34)   (.27)    (.20)
investment income

Distributions from         (.62)     --       --             (.62)     --       --
realized gains

Total distributions        (.88)   (.19)    (.17)            (.96)   (.27)    (.20)


Net asset value,         $10.39   $8.96    $7.89           $10.40   $8.96    $7.89
end of period

                    Ratios/supplemental data
                                  Class B                           Class Y
                           1997    1996     1995b            1997    1996     1995b
<S>                      <C>     <C>      <C>               <C>      <C>     <C>       
Net assets, end of         $350    $125      $32              $79     $37      $26
period (in millions)

Ratio of expenses to      1.65%   1.69%    1.77%c            .76%    .76%     .80%c
average daily net assets d

Ratio of net income
(loss) to average daily
net assets                2.97%   2.56%    3.00%c           3.85%   3.38%    3.95%c

Portfolio turnover rate     81%     84%      98%              81%     84%      98%
(excluding short-term
securities)

Total returne             27.2%   16.2%    13.1%            28.3%   17.3%    13.6%

Average brokerage        $.0482  $.0345      --            $.0482  $.0345      --
commission rate f

</TABLE>


a  For a share outstanding throughout the period. Rounded to the nearest cent.

b  Inception date was March 20, 1995.

c  Adjusted to an annual basis.

d  Effective  fiscal year 1996,  expense ratio is based on total  expenses of
the Fund before reduction of earnings credits on cash balances.

e  Total return does not reflect payment of a sales charge.

f  Effective fiscal year 1996,  the Fund is  required  to  disclose  an average
brokerage commission rate per share for security trades on which commissions are
charged.  The comparability of this information may be affected by the fact that
commission rates per share vary significantly among foreign countries.

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 ar contained in the Fund's annual
report which, if not included with the prospectus, may be obtained  without
charge.

<PAGE>   61



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, 1997
    

   
<TABLE>
<CAPTION>

PURCHASE              1 YEAR   SINCE INCEPTION  5 YEARS  SINCE INCEPTION
MADE                  AGO      (B&Y)            AGO      (A)
- ------------------------------------------------------------------------
<S>                   <C>      <C>              <C>      <C>
Diversified
Equity Income:
Class A               +21.71%      --%          +16.18%  +17.50%*
Class B               +23.16%  +21.38%#             --%      --%
Class Y               +28.29%  +23.64%#             --%      --%
S&P 500               +40.43%  +31.28%##        +20.73%  +21.03%**
Lipper Equity
Income Fund Index     +33.71%  +25.30%##        +17.67%  +18.52%**
</TABLE>
    

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

                                     10


<PAGE>   62



CUMULATIVE TOTAL RETURNS as of Sept. 30, 1997


   
<TABLE>
<CAPTION>

PURCHASE              1 YEAR   SINCE INCEPTION  5 YEARS   SINCE INCEPTION
MADE                  AGO      (B&Y)            AGO       (A)
- -------------------------------------------------------------------------
<S>                   <C>      <C>              <C>       <C>
Diversified
Equity Income:
Class A               +21.71%      --%          +111.72%  +207.57%*
Class B               +23.16%  +63.39%#              --%       --%
Class Y               +28.29%  +71.23%#              --%       --%
S&P 500               +40.43%  +99.51%##        +156.52%  +275.17%**
Lipper Equity
Income Fund Index     +33.71%  +77.01%##        +125.64%  +224.35%**
</TABLE>
    

*Inception date was Oct. 15, 1990.
**Measurement period started Nov. 1, 1990.
#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. 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:
- -      a sales charge of 5% for Class A shares
- -      redemption at the end of the period and deduction of the applicable 
       contingent deferred sales charge for Class B shares
- -      no sales charge for Class Y shares
- -      no adjustments for taxes an investor may have paid on the reinvested 
       income and capital gains
- -      a period of widely fluctuating securities prices. Returns shown should 
       not be considered a representation of the Fund's future performance.


   
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.
    

                                     11


<PAGE>   63



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.

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 investment 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


                                     12

<PAGE>   64

   
independent rating agencies and on 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.
    

                   BOND RATINGS AND HOLDINGS FOR FISCAL 1997


   
<TABLE>
<CAPTION>
                                                           PERCENT OF NET
                  S&P RATING         PROTECTION OF         ASSETS IN UNRATED
PERCENT OF        (OR MOODY'S        PRINCIPAL AND         SECURITIES ASSESSED
NET ASSETS        EQUIVALENT)        INTEREST              BY AEFC
<S>               <C>                <C>                   <C>
   7.45%          AAA                Highest quality               %
   0.48           AA                 High quality
   3.16           A                  Upper medium grade
   2.07           BBB                Medium grade
   0.20           BB                 Moderately
                                     speculative
   --             B                  Speculative
   --             CCC                Highly speculative
   --             CC                 Poor quality
   --             C                  Lowest quality
   --             D                  In default
   6.95           Unrated            Unrated securities
</TABLE>                         
    

(See the Appendix to this prospectus describing corporate bond ratings for
further information.)

   
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. Because such securities do not pay current cash
income, the market value of these securities may be subject to greater
volatility than other debt securities. 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

                                     13


<PAGE>   65

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 investment 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 investment 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 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 investment 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.
    

                                     14


<PAGE>   66



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:

   
- -     Securities and assets with available market values are valued on that 
      basis
    

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

   
- -    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.

                                     15


<PAGE>   67


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 waived
         sales charge of 5%;   daily net assets     or reduced for certain
         no 12b-1 fee                               purchases
                                                    
CLASS B  No initial sales      0.175% of average    Shares convert to
         charge; maximum       daily net assets     Class A in the
         CDSC of 5% declines                        ninth year of
         to 0% after six                            ownership; CDSC
         years; 12b-1 fee of                        waived in certain
         0.75% of average                           circumstances
         daily net assets                          

CLASS Y  None                  0.10% of average     Available only to
                               daily net assets     certain qualifying
                                                    institutional
                                                    investors
</TABLE>
    

   
CONVERSION OF CLASS B SHARES TO CLASS A SHARES - During the ninth calendar year
of owning your Class B shares, Class B shares will convert to Class A shares
and will no longer be subject to a distribution fee. Class B shares that
convert to Class A shares are not subject to a sales charge. Class B shares
purchased through reinvested dividends and distributions also will convert to
Class A shares in the same proportion as the other Class B shares. This means
more of your money will be put to work for you.
    

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 SHARES  IF YOU PURCHASE CLASS B SHARES

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

- - You will be able to take      - No reductions of the sales
advantage of reductions in      charge are available for
the sales charge.               large purchases.


                                     16

<PAGE>   68



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 SHARES  IF YOU PURCHASE CLASS B SHARES

   
- -  Your shares will have a      - The distribution and
lower expense ratio than         transfer agency fees for
Class B shares because Class    Class B will cause your
A does not pay a distribution   shares to have a higher
fee and the transfer agency     expense ratio and to pay
fee for Class A is lower than   lower dividends than Class A
the fee for Class B. As a       shares. In the ninth year of
result, Class A shares will     ownership, Class B shares
pay higher dividends than       will convert to Class A
Class B shares.                 shares and you 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 a distribution fee. The following investors are eligible to purchase
Class Y shares:
    


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

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

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


                                     17


<PAGE>   69



   
* Eligibility must be determined in advance by AEFA. To do so, contact your
financial advisor.
    

HOW TO PURCHASE SHARES

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

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

When you 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:


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

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

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

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

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

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

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

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


                                     18


<PAGE>   70



                              THREE WAYS TO INVEST


<TABLE>
<S>                         <C>                                                      <C>                                          
1                                                                                                                                 
BY REGULAR ACCOUNT              Send your check and application (or your name and            MINIMUM AMOUNTS                      
                                account number if you have an established account)           Initial investment:        $2,000    
                                to:                                                          Additional                           
                                American Express Financial Advisors Inc.                     investments:               $  100    
                                P.O. Box 74                                                  Account balances:          $  300* 
                                Minneapolis, MN 55440-0074                                   Qualified retirement                 
                                Your financial advisor will help you with this process.      accounts:               none      
2                                                                                                                                 
BY SCHEDULED INVESTMENT         Contact your financial advisor to set up one of the          MINIMUM AMOUNTS                      
PLAN                            following scheduled plans:                                   Initial investment:        $   100   
                                                                                             Additional                           
                                - automatic payroll deduction                                investments:               $   100/  
                                                                                                                     each payment 
                                - bank authorization                                         Account balances:       none      
                                                                                             (on active plans of                  
                                - direct deposit of Social Security check                    monthly payments)                    
                                
                                - other plan approved by the Fund                            If account balance is below          
                                                                                             $2,000, frequency of                 
                                                                                             payments must be at least            
                                                                                             monthly.                             
3                                                                                                                                 
BY WIRE                         If you have an established account, you may wire money       If this information is not included, 
                                to:                                                          the order may be rejected and all
                                Norwest Bank Minneapolis                                     money received by the Fund, less
                                Routing No. 091000019                                        any costs the Fund or AEFC incurs, 
                                Minneapolis, MN                                              will be returned promptly.         
                                Attn: Domestic Wire Dept.                                     
                                                                                             MINIMUM AMOUNTS                      
                                Give these instructions:                                     Each wire investment: $1,000         
                                Credit IDS Account #00-30-015 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 do not 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 on any other fund, including fees and
expenses, read that fund's prospectus carefully.
    

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.

                                      19


<PAGE>   71



   
For tax purposes, an exchange represents a redemption and purchase and may
result in a gain or loss. However, you cannot use the sales charge imposed on
the purchase of Class A shares to create or increase 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 the 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.
    

            TWO WAYS TO REQUEST AN EXCHANGE OR REDEMPTION OF SHARES


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


                                      20


<PAGE>   72




   
<TABLE>
<S>                                         <C>
2                                                                                                                
BY PHONE                                                                                                         
American Express Financial Advisors         - The Fund and AEFC will honor any telephone exchange or             
Telephone Transaction Service:                redemption request believed to be authentic and will use             
800-437-3133 or                               reasonable procedures to confirm that they are. This includes        
612-671-3800                                  asking identifying questions and tape recording calls. If            
                                              reasonable procedures are not followed, the Fund or AEFC will        
                                              be liable for any loss resulting from fraudulent requests.           
                                            - 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.                
                                            - 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.                
                                            - Acting on your instructions, your financial advisor may            
                                              conduct telephone transactions on your behalf.                       
                                            - Phone privileges may be modified or discontinued at any            
                                              time.                                                                

                                            MINIMUM AMOUNT                                                       
                                            Redemption: $100                                                     

                                            MAXIMUM AMOUNT                                                       
                                            Redemption: $50,000                                                  
</TABLE> 
    
                                              
EXCHANGE POLICIES:

- - YOU MAY MAKE UP TO THREE EXCHANGES WITHIN ANY 30-DAY PERIOD, WITH EACH
LIMITED TO $300,000. These limits do not apply to scheduled exchange programs
and certain employee benefit plans or other arrangements through which one
shareholder represents the interests of several. Exceptions may be allowed with
pre-approval of the Fund.


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


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


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


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


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

- - 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.

                                      21


<PAGE>   73



REDEMPTION POLICIES:

- - A "change of mind" option allows you to change your mind after requesting a
redemption and to use all or part of the proceeds to 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.

- - 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.)

              THREE WAYS TO RECEIVE PAYMENT WHEN YOU REDEEM SHARES


   
<TABLE>
<S>                      <C>                                                                          
1                        -   Mailed to the address on record                                            
BY REGULAR OR            -   Payable to names listed on the account                                     
EXPRESS MAIL                 NOTE: You will be charged a fee if you request express mail delivery.      
                                                                                                        
2                        -   Minimum wire redemption: $1,000                                            
BY WIRE                  -   Request that money be wired to your bank                                   
                         -   Bank account must be in the same ownership as the IDS fund account         
                             NOTE: Pre-authorization required. For instructions, contact your           
                             financial advisor or American Express Shareholder Service.                 
                                                                                                        
3                        -   Minimum payment: $50                                                       
                         -   Contact your financial advisor or American Express Shareholder             
BY SCHEDULED                 Service to set up regular payments to you on a monthly, bimonthly,         
PAYOUT PLAN                  quarterly, semiannual or annual basis                                      
                         -   Purchasing new shares while under a payout plan may be                     
                             disadvantageous because of the sales charges                               
</TABLE>                     
                             


                                      22


<PAGE>   74



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:

   
<TABLE>
TOTAL INVESTMENT          SALES CHARGE AS A     
                          PERCENTAGE OF:*       
                                                
                          PUBLIC     NET        
                          OFFERING   AMOUNT     
                          PRICE      INVESTED   
                          ---------  ---------  
<S>                       <C>        <C>        
Up to $50,000             5.0%       5.26%      
Next $50,000              4.5        4.71       
Next $400,000             3.8        3.95       
Next $500,000             2.0        2.04       
$1,000,000 or more        0.0        0.00       
</TABLE>                                        
    


* 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:


- -    the amount you are investing in this Fund now,

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


- - the amount you and your 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:

- - 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.

                                      23


<PAGE>   75



- - 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.

- - 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:

- - Current or retired board members, officers or employees of the Fund or AEFC
or its subsidiaries, their spouses and unmarried children under 21.

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

   
- - Investors who have a business relationship with a newly associated financial
advisor who joined AEFA from another investment firm provided that (1) the
purchase is made within six months of the advisor's appointment date with AEFA,
(2) the purchase is made with proceeds of a redemption of shares that were
sponsored by the financial advisor's previous broker-dealer, and (3) the
proceeds must be the result of a redemption of an equal or greater value where
a sales load was previously assessed.
    

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

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

   
- - Shareholders who have at least $1 million invested in funds of the IDS MUTUAL
FUND GROUP. If the investment is redeemed in the first year after purchase, a
CDSC of 1% will be charged on the redemption. The CDSC will be waived only in
the circumstances described for waivers for Class B shares.
    

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

   
  -  of a product distributed by AEFA 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.


                                      24


<PAGE>   76



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

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

   
- - Purchases made through or under a "wrap fee" product sponsored by AEFA (total
amount of all investments must be $50,000); the University of Texas System ORP;
or a segregated separate account offered by Nationwide Life Insurance Company
or Nationwide Life and Annuity Insurance Company.
    

   
- - Purchases made with the proceeds from IDS Life Real Estate Variable Annuity
surrenders through December 31, 1997.
    

   
* Eligibility must be determined in advance by AEFA. 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 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

                                      25


<PAGE>   77

$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:

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


   
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.

                                      26


<PAGE>   78



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 FINANCIAL ADVISORS 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
    

   
TTY SERVICE
For the hearing impaired
800-846-4852
    

   
AMERICAN EXPRESS FINANCIAL ADVISORS EASY ACCESS LINE
Automated account information (TouchToneR phones only), including current Fund
prices and performance, account values and recent account transactions
800-862-7919
    

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.
Capital gains are realized when a security is sold for a higher price than was
paid for it. 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 when a security is held for more than one year. 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. These long-term
capital gains will be subject to differing tax rates depending on the holding
period of the underlying investments. Before they are distributed, both net
investment income and net long-term capital gains
    

                                      27


<PAGE>   79

   
are included in the value of each share. After they are 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:

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

   
- -    you direct the Fund to invest your distributions in the same class of
     another publicly available IDS fund for which you have previously opened
     an account.
    


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. Prior to reinvestment, no interest will accrue on amounts
represented by uncashed distribution or redemption checks.
    

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.

                                      28


<PAGE>   80



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 short term (for shares held for one year or less) or long term (for
shares held for more than one year). Long-term capital gains will be taxed at
rates that vary depending upon the holding period. Long-term capital gains are
divided into two holding periods: 1) shares held more than one year but not
more than 18 months and 2) shares held more than 18 months.
    

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.

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


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


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

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          The minor
minor (Uniform
Gifts/Transfers to Minors
Act)                         

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


                                      29


<PAGE>   81




An irrevocable trust,           The legal entity
pension trust or estate         (not the 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.

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.


                                      30


<PAGE>   82


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 investment if the Portfolio changed its goal,
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.

                                      31


<PAGE>   83



SHAREHOLDER MEETINGS: Whenever the Portfolio proposes to change a fundamental
investment policy or to take any other action requiring approval of its
security holders, the Fund will 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. Board members and
officers serve 47 IDS and IDS Life funds and 15 Master Trust portfolios, except
for William H. Dudley, who does not serve the nine IDS Life funds. The board
members also serve as members of the board of the Trust which manages the
investments of the Portfolio 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.

   
INDEPENDENT BOARD MEMBERS AND OFFICERS
    

   
CHAIRMAN OF THE BOARD
    

WILLIAM R. PEARCE *
   
Chairman of the board, Board Services Corporation (provides administrative
services to boards including the boards of the IDS and IDS Life funds and
Master Trust portfolios).
    

   
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.

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

ANNE P. JONES
Attorney and telecommunications consultant.

   
ALAN K. SIMPSON
Former United States senator for Wyoming.
    

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

                                      32


<PAGE>   84



WHEELOCK WHITNEY
Chairman, Whitney Management Company.

C. ANGUS WURTELE
Chairman of the board, The Valspar Corporation.

   
OFFICER
    

VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY

   
LESLIE L. OGG *
President, treasurer and corporate secretary of Board Services Corporation
    


   
BOARD MEMBERS AND OFFICERS ASSOCIATED WITH AEFC
    

PRESIDENT

   
JOHN R. THOMAS*
Senior Vice President, AEFC.
    

   
WILLIAM H. DUDLEY*
Senior advisor to the chief executive officer, AEFC.
    

   
DAVID R. HUBERS*
President and chief executive officer, AEFC.
    

OFFICERS ASSOCIATED WITH AEFC

VICE PRESIDENT

   
PETER J. ANDERSON*
Senior vice president, AEFC.
    

TREASURER

   
MELINDA S. URION*
Senior vice president and chief financial officer, AEFC.
    

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

   
*Interested persons as defined by the Investment Company Act of 1940.
    

                                      33


<PAGE>   85



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, 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, 1997, the Portfolio paid AEFC a total
investment management fee of 0.50% 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:


                      -    Class A  $15
                      -    Class B  $16
                      -    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 AEFA 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 fee) of
    

                                      34


<PAGE>   86

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 average daily net assets for Class A
and Class B shares and 0.10% for Class Y shares.
    

   
Total expenses paid by the Fund's Class A shares for the fiscal year ended
Sept. 30, 1997, were 0.88% of its average daily net assets. Expenses for Class
B and Class Y were 1.65% and 0.76%, respectively.
    

   
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 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, 1997 were more than $171 billion.
    

   
AEFA serves individuals and businesses through its nationwide network of more
than 175 offices and more than 8,500 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.


                                      35


<PAGE>   87


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

                                      36


<PAGE>   88

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.


                                      37


<PAGE>   89


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.


                                      38
<PAGE>   90
 
   
                      STATEMENT OF ADDITIONAL INFORMATION
    
 
   
                                      FOR
    
 
   
                          IDS INVESTMENT SERIES, INC.
    
                                   IDS MUTUAL
 
   
                                 Nov. 28, 1997
    
 
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. 28, 1997, and it is to be used with the prospectus dated
Nov. 28, 1997, and the Annual Report for the fiscal year ended Sept. 30, 1997.
    
 
                                        1
<PAGE>   91
 
                               TABLE OF CONTENTS
 
   
<TABLE>
<S>                                                             <C>
Goal and Investment Policies................................       See Prospectus
Additional Investment Policies..............................                    3
Security Transactions.......................................                    5
Brokerage Commissions Paid to Brokers Affiliated with
  American Express Financial Corporation....................                    7
Performance Information.....................................                    8
Valuing Fund Shares.........................................                    8
Investing in the Fund.......................................                    9
Redeeming Shares............................................                   12
Pay-out Plans...............................................                   13
Taxes.......................................................                   14
Agreements..................................................                   15
Organizational Information..................................                   17
Board Members and Officers..................................                   18
Compensation for Fund and Portfolio Board Members...........                   20
Independent Auditors........................................                   22
Financial Statements........................................    See Annual Report
Prospectus..................................................                   22
Appendix A: Description of Bond Ratings and Additional
  Information on Investment Policies........................                   23
Appendix B: Foreign Currency Transactions...................                   25
Appendix C: Options and Futures Contracts...................                   28
Appendix D: Mortgage-Backed Securities......................                   32
Appendix E: Dollar-Cost Averaging...........................                   33
</TABLE>
    
 
                                        2
<PAGE>   92
 
                         ADDITIONAL INVESTMENT POLICIES
 
   
     IDS Mutual Fund (the Fund) pursues its goals by investing all of its assets
in Balanced Portfolio (the Portfolio) of 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 the Fund or Portfolio cannot be
changed without the approval of a majority of the outstanding voting securities
of the Fund or Portfolio, respectively, as defined in the Investment Company Act
of 1940, as amended (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 that apply to both the
Fund and the Portfolio and may be changed only with shareholder/unitholder
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 and Fund
      have not borrowed in the past and have 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.
 
     - 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 of 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 of AEFC who own more than 0.5% of
      an
    
 
                                        3
<PAGE>   93
 
      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 Portfolio's board is to make these loans, either long- or
      short-term, to broker-dealers. In making loans, the Portfolio receives the
      market price in cash, U.S. government securities, letters of credit or
      such other collateral as may be permitted by regulatory agencies and
      approved by the board. If the market price of the loaned securities goes
      up, the 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, except the Portfolio may make margin
      payments in connection with transactions in futures contracts.
    
 
     - Invest in a company to control or manage it.
 
   
     - 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 policy,
       collateral arrangements for margin deposits on a futures contract 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.
    
 
   
     - Invest more than 5% of its net assets in warrants.
    
 
     - Invest in exploration or development programs, such as oil, gas or
       mineral leases.
 
   
     - Invest more than 10% of the Portfolio's 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, nonnegotiable 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.
 
                                        4
<PAGE>   94
 
   
     The Portfolio may maintain a portion of its assets in cash and
cash-equivalent investments. The cash-equivalent investments the Portfolio may
use are shortterm 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.
    
 
   
     The Portfolio may invest in foreign securities that are traded in the form
of American Depositary Receipts (ADRs). ADRS are receipts typically issued by a
U.S. bank or trust company evidencing ownership of the underlying securities of
foreign issuers. European Depositary Receipts (EDRS) and Global Depositary
Receipts (GDRs) are receipts typically issued by foreign banks or trust
companies, evidencing ownership of underlying securities issued by either a
foreign or U.S. issuer. Generally Depositary Receipts in registered form are
designed for use in the U.S. securities market and Depositary Receipts in bearer
form are designed for use in securities markets outside the U.S. Depositary
Receipts may not necessarily be denominated in the same currency as the
underlying securities into which they may be converted. Depositary Receipts also
involve the risks of other investments in foreign securities.
    
 
     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 Fund's and 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.
    
 
     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 with respect to the fund and
other funds and trust in the IDS MUTUAL FUND GROUP 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
 
                                        5
<PAGE>   95
 
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 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 represented that under all three
procedures the amount of commission paid will be reasonable and competitive in
relation to the value of the brokerage services performed or research provided.
    
 
     All other transactions 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, fund or other account advised by AEFC
or any of its subsidiaries. When the Portfolio buys or sells the same security
as another portfolio, fund 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 Fund 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 $3,749,845 for the fiscal
year ended Sept. 30, 1997, $3,836,080 for fiscal year 1996, and $2,934,605 for
fiscal year 1995. Substantially all firms through whom transactions were
executed provide research services.
    
 
   
     In fiscal year 1997, transactions amounting to $146,560,000, on which
$277,857 in commissions were imputed or paid, were specifically directed to
    
   
firms in exchange for research services.
    
 
                                        6
<PAGE>   96
 
   
     As of the fiscal year ended Sept. 30, 1997, 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:
    
 
   
<TABLE>
<CAPTION>
                                                                VALUE OF SECURITIES
                                                                  OWNED AT END OF
                       NAME OF ISSUER                               FISCAL YEAR
                       --------------                           -------------------
<S>                                                             <C>
Bank of America.............................................        $ 9,929,100
Equitable IBM...............................................          5,755,235
Goldman Sachs...............................................         38,901,344
J.P. Morgan.................................................         54,218,250
Morgan Stanley..............................................         23,636,149
Salomon Brothers............................................          6,985,860
</TABLE>
    
 
   
     The portfolio turnover rate was 49% in the fiscal year ended Sept. 30,
1997, and 45% in fiscal year 1996.
    
 
             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, 1997           1996           1995
                                          ------------------------------------------------    -----------    -----------
                                           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 Enterprise
  Investment Services
  Inc. ................         (1)         $24,783         0.66%              1.12%            $36,239        $71,051
</TABLE>
    
 
- -------------------------
(1) Wholly owned subsidiary of AEFC.
 
                                        7
<PAGE>   97
 
   
                            PERFORMANCE INFORMATION
    
 
   
     The Fund may quote various performance figures to illustrate past
performance. Average annual total returns 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
 
<TABLE>
<S>     <C>    <C>
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)
</TABLE>
 
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
 
<TABLE>
<S>     <C>    <C>
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)
</TABLE>
 
   
     In its sales material and other communications, the Fund may quote, compare
or refer to rankings, yields or returns as published by independent statistical
services or publishers and publications such as The Bank Rate Monitor National
Index, Barron's, Business Week, Donoghue's Money Market Fund Report, Financial
Services Week, Financial Times, Financial World, Forbes, Fortune, Global
Investor, Institutional Investor, Investor's Daily, Kiplinger's Personal
Finance, Lipper Analytical Services, Money, Morningstar, 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, 1997,
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>
Class A..............................         $3,270,677,667         divided by 212,243,846     equals $15.41
Class B..............................            265,116,035                     17,282,662             15.34
Class Y..............................          1,344,890,907                     87,273,907             15.41
</TABLE>
    
 
                                        8
<PAGE>   98
 
     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 and other assets are
      valued at fair value as determined in good faith by the board. The board
      is responsible for selecting methods it believes provide fair value. When
      possible, bonds are valued by a pricing service independent from the
      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 the sales charge for
Class A. 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, 1997, was
determined by dividing the net asset value of one share, $15.41, by 0.95
(1.00-0.05 for a maximum 5% sales charge) for a public offering price of $16.22.
The sales charge is paid to American Express Financial Advisors Inc. (AEFA) by
the person buying the shares.
    
 
                                        9
<PAGE>   99
 
CLASS A -- CALCULATION OF THE SALES CHARGE
 
     Sales charges are determined as follows:
 
<TABLE>
<CAPTION>
                                                         WITHIN EACH INCREMENT, SALES
                                                          CHARGE AS A PERCENTAGE OF:
                                                       ---------------------------------
                                                           PUBLIC              NET
               AMOUNT OF INVESTMENT                    OFFERING PRICE    AMOUNT INVESTED
               --------------------                    --------------    ---------------
<S>                                                    <C>               <C>
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
</TABLE>
 
     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 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 OFFERING      NET AMOUNT
                                                             PRICE            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
 
<TABLE>
<CAPTION>
                                                                  NUMBER OF
                                                                 PARTICIPANTS
                                                              ------------------
                     TOTAL PLAN ASSETS                        1-99   100 OR MORE
                     -----------------                        ----   -----------
<S>                                                           <C>    <C>
Less than $1 million........................................   4%         0%
$1 million or more..........................................   0%         0%
</TABLE>
 
                                       10
<PAGE>   100
 
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.)
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 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
 
                                       11
<PAGE>   101
 
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 the same class of another fund in the IDS MUTUAL FUND GROUP
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 goal is described in its prospectus along with other
information, including fees and expense ratios. Before exchanging dividends into
another fund, you should read that fund's 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 1940 Act, declares a period of
       emergency to exist.
    
 
     Should the Fund stop selling shares, the board may make a deduction from
the value of the assets held by the Fund to cover the cost of future
liquidations of the assets so as to distribute fairly these costs among all
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 the lesser of
    
 
                                       12
<PAGE>   102
 
$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 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 American Express Shareholder
Service, P.O. Box 534, Minneapolis, MN 55440-0534, or call American Express
Financial Advisors Telephone Transaction Service at 800-437-3133
(National/Minnesota) or 612-671-3800 (Mpls./St. Paul). 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
 
                                       13
<PAGE>   103
 
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 redemption 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 redemption 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, 1997, 27.52% of the Fund's net investment
income dividends qualified for the corporate deduction.
    
 
   
     Capital gain distributions, if any, received by corporate shareholders
should be treated as long-term capital gains regardless of how long they owned
their shares. Capital gain distributions, if any, received by individuals should
be treated as long-term if held for more than one year; however, recent tax laws
have divided long-term capital gains into two holding periods: (1) shares held
more than one year but not more than 18 months and (2) shares held more than 18
months. 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.
 
     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.
 
                                       14
<PAGE>   104
 
                                   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. The Fund pays its proportionate share of the fee.
    
 
<TABLE>
<CAPTION>
                                                       ANNUAL RATE AT
                      ASSETS                             EACH ASSET
                    (BILLIONS)                             LEVEL
                    ----------                         --------------
<S>                                                    <C>
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
</TABLE>
 
   
     On Sept. 30, 1997, the daily rate applied to the Portfolio's net assets was
equal to 0.486% 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 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 $31,926 for
the fiscal year ended Sept. 30, 1997.
    
 
   
     The management fee is paid monthly. Under the agreement, the total amount
paid was $21,571,200 for the fiscal year ended Sept. 30, 1997, $18,924,906 for
fiscal year 1996, and $16,124,106 for fiscal year 1995.
    
 
   
     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, Portfolio 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 by the Fund and Portfolio were $578,518 for the fiscal
year ended Sept. 30, 1997, $1,744,668 for fiscal year 1996, and $1,306,758 for
fiscal year 1995.
    
 
                                       15
<PAGE>   105
 
   
     In this section, prior to May 13, 1996, the fees and expenses described
were paid directly by the Fund. After that date, the management fees were paid
by the Portfolio.
    
 
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:
 
<TABLE>
<CAPTION>
                           ASSETS                                 ANNUAL RATE
                         (BILLIONS)                             EACH ASSET LEVEL
                         ----------                             ----------------
<S>                                                             <C>
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
</TABLE>
 
   
     On Sept. 30, 1997, the daily rate applied to the Fund's net assets was
equal to 0.031% 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 $1,434,260 for the fiscal year ended Sept. 30, 1997.
    
 
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 $5,199,308 for the fiscal year ended Sept. 30,
1997.
    
 
DISTRIBUTION AGREEMENT
 
   
     Under a Distribution Agreement, sales charges deducted for distributing
Fund shares are paid to AEFA daily. These charges amounted to $4,945,297 for the
fiscal year ended Sept. 30, 1997. After paying commissions to personal financial
advisors, and other expenses, the amount retained was $277,279. The amounts were
$5,005,077 and $327,126 for fiscal year 1996, and $3,942,864 and $2,846,475 for
fiscal year 1995.
    
 
   
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 average daily net assets for Class A and Class B and 0.10% for Class Y.
    
 
PLAN AND AGREEMENT OF DISTRIBUTION
 
   
     For Class B shares, to help AEFA defray the cost of distribution and
servicing, not covered by the sales charges received under the Distribution
Agreement, the Fund and AEFA 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, AEFA is paid a fee at an annual rate of 0.75% of the Fund's average
daily net assets attributable to Class B shares.
    
 
                                       16
<PAGE>   106
 
   
     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 AEFA. The Plan (or any
agreement related to it) will terminate in the event of its assignment, as that
term is defined in the 1940 Act. The Plan may not be amended to increase the
amount to be spent for distribution without shareholder approval, and all
material amendments to the Plan must be approved by a majority of the board
members, including a majority of the board members who are not interested
persons of the Fund and who do not have a financial interest in the operation of
the Plan or any agreement related to it. The selection and nomination of
disinterested board members is the responsibility of the other disinterested
board members. No board member who is not an interested person, has any direct
or indirect financial interest in the operation of the Plan or any related
agreement. For the fiscal year ended Sept. 30, 1997, under the agreement, the
Fund paid fees of $1,456,221.
    
 
   
CUSTODIAN AGREEMENT
    
 
   
     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 depositary 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 Portfolio's sub-custodian agreement.
    
 
TOTAL FEES AND EXPENSES
 
   
     The Fund paid total fees and nonadvisory expenses, net of earnings credits,
of $36,172,339 for the fiscal year ended Sept. 30, 1997.
    
 
                           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.
 
                                       17
<PAGE>   107
 
                           BOARD MEMBERS AND OFFICERS
 
   
     The following is a list of the Fund's board members. They serve 15 Master
Trust portfolios and 47 IDS and IDS Life funds (except for William H. Dudley,
who does not serve on the nine IDS Life fund boards). 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.
 
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, Union Pacific
Resources and FPL Group, Inc. (holding company for Florida Power and Light).
    
 
WILLIAM H. DUDLEY**
Born in 1932
2900 IDS Tower
Minneapolis, MN
 
   
Senior advisor to the chief executive officer of AEFC.
    
 
   
DAVID R. HUBERS+**
    
Born in 1943
2900 IDS Tower
Minneapolis, MN
 
   
President and chief executive officer of AEFC since August 1993, 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.
 
                                       18
<PAGE>   108
 
   
WILLIAM R. PEARCE+*
    
Born in 1927
901 S. Marquette Ave.
Minneapolis, MN
 
   
Chairman of the board, Board Services Corporation (provides administrative
services to boards). Director, trustee and officer of registered investment
companies whose boards are served by the company. Former vice chairman of the
board, Cargill, Incorporated (commodity merchants and processors).
    
 
   
ALAN K. SIMPSON'
    
   
Born in 1931
    
   
1201 Sunshine Ave.
    
   
Cody, WY
    
 
   
Former three-term United States Senator for Wyoming. Former Assistant Republican
Leader, U.S. Senate. Director, PacifiCorp (electric power).
    
 
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 of AEFC.
    
 
WHEELOCK WHITNEY+
Born in 1926
1900 Foshay Tower
821 Marquette Ave.
Minneapolis, MN
 
Chairman, Whitney Management Company (manages family assets).
 
                                       19
<PAGE>   109
 
   
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 chairman of the board, and Mr. Thomas,
who is president, the Fund's other officers are:
    
 
LESLIE L. OGG
Born in 1938
901 S. Marquette Ave.
Minneapolis, MN
 
   
President, treasurer and corporate secretary of Board Services Corporation. Vice
president, general counsel and secretary for the Fund.
    
 
     Officers who also are officers and/or employees of AEFC
 
PETER J. ANDERSON
Born in 1942
IDS Tower 10
Minneapolis, MN
 
   
Director and senior vice president-investments of AEFC. Vice
president-investments for the Fund.
    
 
MELINDA S. URION
Born in 1953
IDS Tower 10
Minneapolis, MN
 
   
Director, senior vice president and chief financial officer of AEFC. Director,
executive vice president and controller of IDS Life Insurance Company. Treasurer
for the Fund.
    
 
   
               COMPENSATION FOR FUND AND PORTFOLIO BOARD MEMBERS
    
 
   
     Members of the Fund 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 $86. Board members receive a $50 per day attendance fee for the
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.
    
 
                                       20
<PAGE>   110
 
   
     Members of the Portfolio board who are not officers of the Portfolio or of
AEFC receive an annual fee of $2,200 and the Chair of the Contracts Committee
receives an additional $86. 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 and Personnel
Committee $25; and for traveling from out-of-state, $22. Expenses for attending
meetings are reimbursed.
    
 
   
     During the fiscal year ended Sept. 30, 1997, the independent members of the
Fund and Portfolio boards, for attending up to 32 meetings, received the
following compensation:
    
 
   
<TABLE>
<CAPTION>
                                                               COMPENSATION TABLE
                                                           ---------------------------
                                                             PENSION OR
                                                             RETIREMENT
                                                              BENEFITS      ESTIMATED           TOTAL CASH
                              AGGREGATE      AGGREGATE       ACCRUED AS       ANNUAL           COMPENSATION
                             COMPENSATION   COMPENSATION      FUND OR        BENEFIT     FROM THE PREFERRED MASTER
                               FROM THE       FROM THE       PORTFOLIO         UPON         TRUST GROUP AND IDS
       BOARD MEMBER              FUND        PORTFOLIO        EXPENSES      RETIREMENT       MUTUAL FUND GROUP
       ------------          ------------   ------------     ----------     ----------   -------------------------
<S>                          <C>            <C>            <C>              <C>          <C>
H. Brewster Atwater, Jr.
  (part of year)...........     $1,491         $2,822               0              0                 $ 90,300
Lynne V. Cheney............      1,582          3,102               0              0                   95,800
Robert F. Froehlke.........      1,708          3,172               0              0                  103,000
Heinz F. Hutter............      1,783          3,247               0              0                  107,200
Anne P. Jones..............      1,823          3,371               0              0                  110,000
Melvin R. Laird............      1,599          3,118               0              0                   97,000
Alan K. Simpson
  (part of year)...........      1,565          3,084               0              0                   94,600
Edson W. Spencer...........      1,669          2,733               0              0                  100,700
Wheelock Whitney...........      1,833          3,297               0              0                  110,400
C. Angus Wurtele...........      1,858          3,322               0              0                  111,600
</TABLE>
    
 
- -------------------------
 
   
     On Sept. 30, 1997, the Fund's board members and officers as a group owned
less than 1% of the outstanding shares of any class.
    
 
                              INDEPENDENT AUDITORS
 
   
     The Fund's and corresponding Portfolio's financial statements contained in
the Annual Report to shareholders for the fiscal year ended Sept. 30, 1997, 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 Annual Report to shareholders for the fiscal year ended 1997,
pursuant to Section 30(d) of the 1940 Act, 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 Fund dated Nov. 28, 1997, is hereby
incorporated in this SAI by reference.
    
 
                                       21
<PAGE>   111
 
                                                                      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.
 
   
     AA are judged to be of high quality by all standards. Together with the Aaa
group they comprise what are generally known as high grade bonds. They are rated
lower than the best bonds because margins of protection may not be as large as
in Aaa securities or fluctuation of protective elements may be of greater
amplitude or there may be other elements present 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.
 
     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.
 
                                       22
<PAGE>   112
 
     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.
 
     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 Fund'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.
 
                                       23
<PAGE>   113
 
                                                                      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 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
 
                                       24
<PAGE>   114
 
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.
 
     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.
 
     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
 
                                       25
<PAGE>   115
 
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 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.
 
                                       26
<PAGE>   116
 
                                                                      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
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
 
                                       27
<PAGE>   117
 
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 Fund'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.
 
     Net premiums on call options closed or premiums on expired call options are
treated as short-term capital gains. Since the Fund is taxed as a regulated
investment company under the Internal Revenue Code, any gains on options and
other securities held less than three months must be limited to less than 30% of
its annual gross income.
 
     If a covered call option is exercised, the security is sold by the
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 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.
 
                                       28
<PAGE>   118
 
     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
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 Fund.
 
     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
 
                                       29
<PAGE>   119
 
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 portfolio
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
Fund's taxable year, at least 50% of the value of its assets must consist of
cash, government securities and other securities, subject to certain
diversification requirements. Less than 30% of its gross income must be derived
from sales of securities held less than three months.
 
     The IRS has ruled publicly that an exchange-traded call option is a
security for purposes of the 50%-of-assets test and that its issuer is the
issuer of the underlying security, not the writer of the option, for purposes of
the diversification requirements. In order to avoid realizing a gain within the
three-month period, the 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.
 
                                       30
<PAGE>   120
 
                                                                      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 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.
 
                                       31
<PAGE>   121
 
                                                                      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 technique 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, including times when
the price of their shares falls or the market declines, to accumulate shares in
a fund to meet long-term goals.
 
DOLLAR-COST AVERAGING
 
<TABLE>
<CAPTION>
                          REGULAR                               MARKET PRICE     SHARES
                         INVESTMENT                              OF A SHARE     ACQUIRED
                         ----------                             ------------    --------
<S>                                                             <C>             <C>
 $100.......................................................       $ 6.00         16.7
  100.......................................................         4.00         25.0
  100.......................................................         4.00         25.0
  100.......................................................         6.00         16.7
  100.......................................................         5.00         20.0
- ------                                                             ------        -----
 $500.......................................................       $25.00        103.4
</TABLE>
 
     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).
 
                                       32
<PAGE>   122


                          IDS INVESTMENT SERIES, INC.

                      STATEMENT OF ADDITIONAL INFORMATION

                                      FOR

                       IDS DIVERSIFIED EQUITY INCOME FUND

   
                                 Nov. 28, 1997
    

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. 28, 1997, and it is to be used with the prospectus dated
Nov. 28, 1997, and the Annual Report for the fiscal year ended Sept. 30, 1997.
    



<PAGE>   123
IDS INVESTMENT SERIES
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                               TABLE OF CONTENTS


    Goals and Investment Policies                             See Prospectus

    Additional Investment Policies                                       p.4

    Security Transactions                                                p.7

    Brokerage Commissions Paid to Brokers Affiliated with
    American Express Financial Corporation                              p.10

    Performance Information                                             p.11

    Valuing Fund Shares                                                 p.13

    Investing in the Fund                                               p.14

    Redeeming Shares                                                    p.19

    Pay-out Plans                                                       p.19

    Taxes                                                               p.21

    Agreements                                                          p.22

    Organizational Information                                          p.25

    Board Members and Officers                                          p.25
    
   
    Compensation for Fund and Portfolio Board Members                   p.29
    

    Independent Auditors                                                p.30

    Financial Statements                                   See Annual Report

    Prospectus                                                          p.30



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    Appendix A:  Foreign Currency Transactions                          p.31

    Appendix B:  Options and Futures Contracts                          p.36

    Appendix C:  Mortgage-Backed Securities                             p.42

    Appendix D:  Dollar-Cost Averaging                                  p.43


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ADDITIONAL INVESTMENT POLICIES

   
IDS Diversified Equity Income Fund (the Fund) pursues its goals by investing
all of its assets in Equity Income Portfolio (the Portfolio) of 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 the Fund or Portfolio cannot be
changed without the approval of a majority of the outstanding voting securities
of the Fund or Portfolio, respectively, as defined in the Investment Company
Act of 1940, as amended (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 that apply to both the Fund and the
Portfolio and may be changed only with shareholder/unitholder approval. Unless
holders of a majority of the outstanding voting securities agree to make the
change, the Fund and 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 and Fund have not
borrowed in the past and have 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

                                       4



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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.
    

   
'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 receives the
market price in cash, U.S. government securities, letters of credit or such
other collateral as may be permitted by regulatory agencies and approved by the
board. If the market price of the loaned securities goes up, the 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, except the Portfolio 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 policy, collateral arrangements for
margin deposits on a futures contract 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.


                                       5



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'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.

   
'Purchase securities of an issuer if the board members and officers of the
Fund, the Portfolio and of 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.
    

'Invest more than 5% of its net assets in warrants.

   
'Invest more than 10% of the Portfolio's 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.

                                       6



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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.

   
The Portfolio may invest in foreign securities that are traded in the form of
American Depositary Receipts (ADRs). ADRs are receipts typically issued by a
U.S. bank or trust company evidencing ownership of the underlying securities of
foreign issuers. European Depositary Receipts (EDRs) and Global Depositary
Receipts (GDRs) are receipts typically issued by foreign banks or trust
companies, evidencing ownership of underlying securities issued by either a
foreign or U.S. issuer. Generally Depositary Receipts in registered form are
designed for use in the U.S. securities market and Depositary Receipts in
bearer form are designed for use in securities markets outside the U.S.
Depositary Receipts may not necessarily be denominated in the same currency as
the underlying securities into which they may be converted. Depositary Receipts
also involve the risks of other investments in foreign securities.
    

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 and 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.
    

                                       7



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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 with respect to the Fund and other funds and
trusts in the IDS MUTUAL FUND GROUP 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 able to offer. As a result of this arrangement, some portfolio

                                       8



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transactions may not be effected at the lowest commission, but AEFC believes it
may obtain better overall execution. AEFC has represented that under all three
procedures the amount of commission paid will be reasonable and competitive in
relation to the value of the brokerage services performed or research provided.
    

All other transactions 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, fund or other account advised by AEFC or
any of its subsidiaries. When the Portfolio buys or sells the same security as
another portfolio,  fund 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 Fund 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 $1,979,701 for the fiscal
year ended Sept. 30, 1997, $2,585,347 for the fiscal year ended 1996, and
$3,312,655 for the fiscal year ended 1995. Substantially all firms through whom
transactions were executed provide research services.
    

   
In fiscal year 1997, transactions amounting to $10,905,000, on which $17,364 in
commissions were imputed or paid, were specifically directed to firms in
exchange for research services.
    

   
As of the fiscal year ended Sept. 30, 1997, 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:
    

                                       9



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<TABLE>
<CAPTION>
                                Value of Securities owned at    
 Name of Issuer                      End of Fiscal Year         
- -----------------               ----------------------------    
<S>                             <C>                             
 Morgan Stanley                         $17,564,981             
 NationsBank                             17,943,750             
 Bank of America                          9,964,797             
 Goldman Sachs                           23,029,408             
 Morgan (J.P.)                           18,180,000             
 Salomon Brothers                        32,858,105             
</TABLE>
    


   
The portfolio turnover rate was 81% in the fiscal year ended Sept. 30, 1997,
and 84% in fiscal year 1996.
    

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:
    

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<TABLE>
<CAPTION>
                                                   For the Fiscal Year Ended Sept. 30,
 
                                                              1997                                            1996
                                    ----------------------------------------------------------------  ---------------------
                                                                                Percent of
                                                                                Aggregate Dollar
                                    Aggregate Dollar                            Amount of             Aggregate Dollar      
                                    Amount of             Percent of            Transactions          Amount of             
                      Nature of     Commissions Paid to   Aggregate Brokerage   Involving Payment     Commissions Paid to   
Broker                Affiliation   Broker                Commissions           of Commissions        Broker                
- ------                ------------  --------------------  --------------------  --------------------  --------------------  
<S>                      <C>            <C>                <C>                   <C>                       <C>              
American Enterprise      (1)            $125,796           6.35%                 12.23%                     $139,258
Investment Service                                                                                                          
Inc.                     
                                                                                                                            
                                                                                                                            
<CAPTION>                                                                                                                   
                     
                             1995
                      --------------------
                      Aggregate Dollar
                      Amount of
                      Commissions Paid to
Broker                Broker
- ------                --------------------
<S>                          <C>
American Enterprise          $86,872
Investment Service   
Inc.                         
</TABLE>
    

(1)  Wholly-owned subsidiary of AEFC.

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:

                                       n
                                 P(1+T)  = 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:

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                                    ERV - P
                                    -------
                                       P


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


ANNUALIZED YIELD

The Fund may calculate an annualized yield for a class by dividing the net
investment income per share deemed earned during a period by the net asset
value per share on the last day of the period and annualizing the results.

Yield is calculated according to the following formula:

                                              6
                            Yield = 2[a-b + 1)  - 1]
                                      ---
                                       cd


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


The Fund's yield, calculated as described above according to the formula
prescribed by the SEC, is a hypothetical return based on market value yield to
maturity for the Portfolio's securities. It is not necessarily indicative of
the amount which was or may be paid to the Fund's shareholders. Actual amounts
paid to Fund shareholders are reflected in the distribution yield.

   
DISTRIBUTION YIELD
    

Distribution yield is calculated according to the following formula:

                                            F
                        D   divided by  POP   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


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The Fund's distribution yield was 3.43% for Class A, 2.87% for Class B and
3.69% for Class Y for the 30-day period ended Sept. 30, 1997.
    

   
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, Morningstar, 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, 1997, 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>
Class A  $1,795,728,573 divided by  172,169,566 equals        $10.43
- ----------------------------------------------------------------------------
Class B     351,100,814              33,662,590                10.43
- ----------------------------------------------------------------------------
Class Y      79,012,966               7,575,548                10.43
- ----------------------------------------------------------------------------
</TABLE>
    

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

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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 and other assets are
valued at fair value as determined in good faith by the board. The board is
responsible for selecting methods it believes provide fair value. When
possible, bonds are valued by a pricing service independent from the 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 the sales charge for
Class A. 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 31,
    

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1997, was determined by dividing the net asset value of one share, $10.43, by
0.95 (1.00-0.05 for a maximum 5% sales charge) for a public offering price of
$10.98. The sales charge is paid to American Express Financial Advisors Inc.
(AEFA) by the person buying the shares.
    

Class A - Calculation of the Sales Charge

Sales charges are determined as follows:

   
<TABLE>
<CAPTION>

                                         Within each increment,
                                    sales charge as a percentage of:
                                   ----------------------------------
                                        Public            Net
                                    Offering Price   Amount invested
                                   ----------------  ----------------
<S>               <C>                    <C>             <C>
Amount of Investment
     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      0.00           0.00
</TABLE>
    

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 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.

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<TABLE>
<CAPTION>
                                             On total investment, sales
                                              charge as a percentage of:
                                          ------------------------------------
                                              Public             Net
                                          Offering Price    Amount Invested
                                          --------------  --------------------
Amount of Investment                                  ranges from:
<S>                <C>                      <C>               <C>
First              $    50,000                   5.00%             5.26%
Next                    50,000 to 100,000   5.00-4.50         5.26-4.71
Next                   100,000 to 500,000   4.50-3.80         4.71-3.95
Next                   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



<TABLE>
<CAPTION>
                               Number of Participants
                               ----------------------

Total Plan Assets                1-99    100 or more
<S>                              <C>     <C>
Less than $1 million              4%         0%
$1 million or more                0%         0%
</TABLE>

Class A - Reducing the Sales Charge

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

                                       16



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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 programs. You decide how often to make
payments - monthly,

                                       17



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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 the same class of another fund in the IDS MUTUAL FUND GROUP 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.

                                       18



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The Fund's investment goals are described in its prospectus along with other
information, including fees and expense ratios. Before exchanging dividends
into another fund, you should read that fund's 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 1940 Act, declares a period of emergency
to exist.
    

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

                                       19



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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 American Express Shareholder Service,
P.O. Box 534, Minneapolis, MN  55440-0534, or call American Express Financial
Advisors Telephone Transaction Service at 800-437-3133 (National/Minnesota) or
612-671-3800 (Mpls./St. Paul). 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

                                       20



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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 redemption 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 redemption 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, 1997, 44.50% of the Fund's net investment
income dividends qualified for the corporate deduction.
    

   
Capital gain distributions, if any, received by corporate shareholders should
be treated as long-term capital gains regardless of how long they owned their
shares. Capital gain distributions, if any, received by individuals should be
treated as long-term if held for more than one year; however, recent tax laws
have divided long-term capital gains into two holding periods: (1) shares held
more than one year but not more than 18 months and (2) shares held more than 18
months. Short-term capital gains earned by the Fund are paid to shareholders as
part of their ordinary income dividend and are taxable.
    

                                       21



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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. The Fund pays its proportionate share of the fee.
    


<TABLE>
<CAPTION>
Assets                  Annual rate at
(billions)             each asset level
- ----------             ----------------
<S>                    <C>
 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
</TABLE>

   
On Sept. 30, 1997, the daily rate applied to the Portfolio's net assets was
equal to 0.494% 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 $9,000,327 for the fiscal year ended Sept. 30, 1997, $6,613,709 for fiscal
year 1996, and $5,291,578 for fiscal year 1995.
    

   
Under the agreement, the Portfolio also pays taxes, brokerage commissions and
nonadvisory expenses, which include custodian fees; audit and certain legal
fees; fidelity
    

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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 by
the Fund and Portfolio were $669,884 for the fiscal year ended Sept. 30, 1997,
$851,067 for fiscal year 1996, and $968,395 for fiscal year 1995.
    

   
In this section, prior to May 13, 1996, the fees and expenses described were
paid directly by the Fund. After that date, the management fees were paid by
the Portfolio.
    

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:


<TABLE>
<CAPTION>
Assets             Annual rate
(billions)       each asset level
- ----------       ----------------
<S>                   <C>
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
</TABLE>

   
On Sept. 30, 1997, the daily rate applied to the Fund's net assets was equal to
0.033% 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 $614,714 for the fiscal year ended Sept. 30. 1997.
    

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 $2,337,208 for the fiscal year ended Sept. 30,
1997.
    




                                     23

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Distribution Agreement

   
Under a Distribution Agreement, sales charges deducted for distributing Fund
shares are paid to AEFA daily. These charges amounted to $6,708,006 for the
fiscal year ended Sept. 30, 1997. After paying commissions to personal
financial advisors, and other expenses, the amount retained was $(160,271). The
amounts were $4,349,285 and $361,555 for fiscal year 1996, and $5,396,014 and
$1,641,448 for fiscal year 1995.
    

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
average daily net assets for Class A and Class B and 0.10% for Class Y.
    

Plan and Agreement of Distribution

   
For Class B shares, to help AEFA defray the cost of distribution and servicing,
not covered by the sales charges received under the Distribution Agreement, the
Fund and AEFA 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, AEFA 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 AEFA. The Plan
(or any agreement related to it) will terminate in the event of its assignment,
as that term is defined in the 1940 Act. The Plan may not be amended to
increase the amount to be spent for distribution without shareholder approval,
and all material amendments to the Plan must be approved by a majority of the
board members, including a majority of the board members who are not interested
persons of the Fund and who do not have a financial interest in the operation
of the Plan or any agreement related to it. The selection and nomination of
disinterested board members is the responsibility of the other disinterested
board members. No board member who is not an interested person, has any direct
or indirect financial interest in the operation of the Plan or any related
agreement. For the fiscal year ended Sept. 30, 1997, under the agreement, the
Fund paid fees of $1,677,884.
    

                                       24

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Custodian Agreement

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 Portfolio's sub-custodian agreement.
    

TOTAL FEES AND EXPENSES

The Fund paid total fees and nonadvisory expenses, net of earnings credits of
$17,338,757 for the fiscal year ended Sept. 30, 1997.

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. They serve 15 Master Trust
portfolios and 47 IDS and IDS Life funds (except for William H. Dudley, who
does not serve on the nine IDS Life fund boards).
    

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

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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, Union Pacific
Resources, and FPL Group, Inc. (holding company for Florida Power and Light).

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

   
Senior advisor to the chief executive officer of AEFC.
    

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

   
President and chief executive officer of AEFC since August 1993, 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.

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

   
Chairman of the board, Board Services Corporation (provides administrative
services to boards). Director, trustee and officer of registered investment
companies whose boards are served by the company. Former vice chairman of the
board, Cargill, Incorporated (commodity merchants and processors).
    

   
ALAN K. SIMPSON'
Born in 1931
1201 Sunshine Ave.
Cody, WY

Former three-term United States Senator for Wyoming. Former Assistant
Republican Leader, U.S. Senate. Director, PacifiCorp (electric power).
    

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, of AEFC.
    

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

Chairman, Whitney Management Company (manages family assets).

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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 chairman of the board and Mr. Thomas, who is
president, the Fund's other officers are:
    

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

   
President, treasurer and corporate secretary of Board Services Corporation.
Vice president, general counsel and secretary for the Fund.
    

Officers who also are officers and/or employees of AEFC

PETER J. ANDERSON
Born in 1942
IDS Tower 10
Minneapolis, MN

   
Director and senior vice president-investments of AEFC. Vice
president-investments for the Fund.
    

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MELINDA S. URION
Born in 1953
IDS Tower 10
Minneapolis, MN

   
Director, senior vice president and chief financial officer of AEFC. Director,
executive vice president and controller of IDS Life Insurance Company.
Treasurer for the Fund.
    

   
COMPENSATION FOR FUND AND PORTFOLIO BOARD MEMBERS
    

   
Members of the Fund board who are not officers of the Fund or of AEFC receive
an annual fee of $200, and the chair of the Contracts Committee receives an
additional $86. 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 $2. Expenses for attending
meetings are reimbursed.
    

   
Members of the Portfolio board who are not officers of the Portfolio or of AEFC
receive an annual fee of $600 and the chair of the Contracts Committee receives
an additional $86. 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 and Personnel Committee $25
and for traveling from out-of-state $6. Expenses for attending meetings are
reimbursed.
    

   
During the fiscal year ended Sept. 30, 1997, the independent members of the
Fund and Portfolio boards, for attending up to 32 meetings, received the
following compensation:
    

                               Compensation Table


   
<TABLE>
<CAPTION>
                                                                                                                     
                                                                      Pension or                                     
                          Aggregate             Aggregate             Retirement benefits   Estimated annual         
                          compensation          compensation          accrued as Fund or    benefit upon             
Board member              from the Fund         from the Portfolio    Portfolio expenses    retirement               
- ------------------------------------------------------------------------------------------------------------
<S>                           <C>                  <C>                      <C>                    <C>
H. Brewster Atwater, Jr.       $ 935                $1,306                    $0                    $0 
(part of the year)                                                             0                     0 
Lynne V. Cheney                  953                 1,373                     0                     0 
Robert F. Froehlke             1,102                 1,506                     0                     0 
Heinz F. Hutter                1,177                 1,581                     0                     0 
Anne P. Jones                  1,182                 1,610                     0                     0 
Melvin R. Laird                  969                 1,389                     0                     0 
Alan K. Simpson                  935                 1,355                     0                     0 
(part of the year)                                                             0                     0 
Edson W. Spencer               1,213                 1,517                     0                     0 
Wheelock Whitney               1,227                 1,631                     0                     0 
C. Angus Wurtele               1,252                 1,656                     0                     0                   
</TABLE>
                                                                              
                                           

<TABLE>
<CAPTION>

                            Total cash
                            compensation from
                            the IDS MUTUAL FUND
                            GROUP and Preferred
Board member                Master Trust Group
- ------------------------------------------------
<S>                                   <C>
H. Brewster Atwater, Jr.                $ 90,300
(part of the year)        
Lynne V. Cheney                           95,800
Robert F. Froehlke                       103,000
Heinz F. Hutter                          107,200
Anne P. Jones                            110,000
Melvin R. Laird                           97,000
Alan K. Simpson                           94,600
(part of the year)        
Edson W. Spencer                         100,700
Wheelock Whitney                         110,400
C. Angus Wurtele                         111,600
</TABLE>
    

   
Sept. 30, 1997, the Fund's board members and officers as a group owned less
than 1% of the outstanding shares of any class.
    

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INDEPENDENT AUDITORS

   
The Fund's and corresponding Portfolio's financial statements contained in the
Annual Report to shareholders for the fiscal year ended Sept. 30, 1997, 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 Annual Report to shareholders for the fiscal year ended Sept.
30, 1997, pursuant to Section 30(d) of the 1940 Act, 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. 28, 1997, is
hereby incorporated in this SAI by reference.
    


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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 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.


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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.

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

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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.

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.


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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 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

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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.


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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.

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

                                       36

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IDS INVESTMENT SERIES
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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 Fund'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.
    

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

If a covered call option is exercised, the security is sold by the 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.


    
                                      37

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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 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.

                                       38

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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 Fund 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 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.


                                       39

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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 Fund.
    

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.


                                       40

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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 Fund's
taxable year, at least 50% of the value of its assets must consist of cash,
government securities and other securities, subject to certain diversification
requirements. Less than 30% of its gross income must be derived from sales of
securities held less than three months.
    

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

                                       41

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IDS INVESTMENT SERIES
 IDS DIVERSIFIED EQUITY INCOME FUND


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.


                                       42

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 IDS DIVERSIFIED EQUITY INCOME FUND


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 technique 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 on a regular basis through changing market conditions,
including times when the price of their shares falls or the market declines, to
accumulate shares in a fund to meet long-term goals.
    

DOLLAR-COST AVERAGING
<TABLE>
<CAPTION>
   REGULAR              MARKET PRICE           SHARES
  INVESTMENT             OF A SHARE           ACQUIRED
- ------------------------------------------------------------
<S>                     <C>                  <C>
    $100                  $ 6.00               16.7
     100                    4.00               25.0
     100                    4.00               25.0
     100                    6.00               16.7
     100                    5.00               20.0
    ----                  ------              -----
    $500                  $25.00              103.4
</TABLE>

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).


                                       43
<PAGE>   165
                          Independent auditors' report

 
                          The board and shareholders
                          IDS Investment Series, Inc.:
 
                          We have audited the accompanying statement of assets
                          and liabilities of IDS Mutual (a series of IDS
                          Investment Series, Inc.) as of September 30, 1997, and
                          the related statement of operations for the year then
                          ended and the statements of changes in net assets for
                          each of the years in the two-year period ended
                          September 30, 1997, and the financial highlights for
                          each of the years in the ten-year period ended
                          September 30, 1997. These financial statements and the
                          financial highlights are the responsibility of fund
                          management. Our responsibility is to express an
                          opinion on these financial statements and the
                          financial highlights based on our audits.
 
                          We conducted our audits in accordance with generally
                          accepted auditing standards. Those standards require
                          that we plan and perform the audit to obtain
                          reasonable assurance about whether the financial
                          statements are free of material misstatement. An audit
                          includes examining, on a test basis, evidence
                          supporting the amounts and disclosures in the
                          financial statements. An audit also includes assessing
                          the accounting principles used and significant
                          estimates made by management, as well as evaluating
                          the overall financial statement presentation. We
                          believe that our audits provide a reasonable basis for
                          our opinion.
 
                          In our opinion, the financial statements referred to
                          above present fairly, in all material respects, the
                          financial position of IDS Mutual at September 30,
                          1997, and the results of its operations, changes in
                          its net assets and the financial highlights for the
                          periods stated in the first paragraph above, in
                          conformity with generally accepted accounting
                          principles.
 




                          KPMG Peat Marwick LLP
                          Minneapolis, Minnesota
                          November 7, 1997
 
                                                                               9
 
<PAGE>   166
                          Financial statements
 
                          STATEMENT OF ASSETS AND LIABILITIES
                          IDS Mutual
                          Year ended Sept. 30, 1997
 
<TABLE>
<S>                                                                        <C>                          
                         ASSETS
 Investment in Balanced Portfolio (Note 1)                                 $4,852,365,922
                                                                           --------------
 Total assets                                                               4,852,365,922
                                                                           --------------
                         LIABILITIES                                                     
 Accrued distribution fees                                                          5,390
 Accrued service fee                                                               20,412
 Accrued transfer agency fee                                                        5,935
 Accrued administrative services fee                                                4,136
 Other accrued expenses                                                           381,960
                                                                           --------------
 Total liabilities                                                                417,833
                                                                           --------------
 Net assets applicable to outstanding capital stock                        $4,851,948,089
                                                                           ==============
                         REPRESENTED BY                                                  
 Capital stock -- of $.01 par value (Note 1)                               $    3,168,004
 Additional paid-in capital                                                 3,688,609,504
 Undistributed net investment income                                           10,135,000
 Accumulated net realized gain (loss)                                         515,983,124
 Unrealized appreciation (depreciation) on investments and on translation                
  of assets and liabilities in foreign currencies                             634,052,457
                                                                           --------------
 Total -- representing net assets applicable to outstanding capital stock  $4,851,948,089
                                                                           ==============
 Net assets applicable to outstanding shares: Class A                      $3,251,343,237
                                              Class B                      $  263,556,984
                                              Class Y                      $1,337,047,868
 Net asset value per share of outstanding
  capital stock:                              Class A shares  212,243,846  $        15.32
                                              Class B shares   17,282,662  $        15.25
                                              Class Y shares   87,273,907  $        15.32
</TABLE>
 
See accompanying notes to financial statements.
 
 10           
<PAGE>   167
 
                          STATEMENT OF OPERATIONS
                          IDS Mutual
                          Year ended Sept. 30, 1997
 
<TABLE>
<CAPTION>
                              INVESTMENT INCOME
<S>                                                           <C>          
 Income:                                                                   
 Dividends                                                    $ 96,685,223 
 Interest                                                      117,938,232 
  Less: Foreign taxes withheld                                  (1,369,298)
                                                              ------------ 
 Total income                                                  213,254,157 
                                                              ------------ 
 Expenses (Note 2):                                                        
 Expenses allocated from Balanced Portfolio                     21,959,414 
 Distribution fee -- Class B                                     1,456,221 
 Transfer agency fee                                             5,179,452 
 Incremental transfer agency fee -- Class B                         19,856 
 Service fee                                                               
    Class A                                                      5,081,568 
    Class B                                                        338,116 
    Class Y                                                        517,007 
 Administrative services fees and expenses                       1,434,260 
 Compensation of board members                                      21,266 
 Compensation of officers                                           11,104 
 Postage                                                           117,868 
 Registration fees                                                 270,610 
 Reports to shareholders                                            67,203 
 Audit fees                                                          9,875 
                                                              ------------ 
 Total expenses                                                 36,483,820 
    Earnings credits on cash balances (Note 2)                    (311,481)
                                                              ------------ 
 Total net expenses                                             36,172,339 
                                                              ------------ 
 Investment income (loss) -- net                               177,081,818 
                                                              ------------ 
                         REALIZED AND UNREALIZED GAIN (LOSS) -- NET        
 Net realized gain (loss) on:                                              
    Security transactions                                      538,984,415 
    Foreign currency transactions                               (3,885,513)
                                                              ------------ 
 Net realized gain (loss) on investments                       535,098,902 
 Net change in unrealized appreciation (depreciation) on investments       
    and on translation of assets and liabilities in foreign                
      securities                                               270,677,545 
                                                              ------------ 
 Net gain (loss) on investments and foreign currencies         805,776,447 
                                                              ------------ 
 Net increase (decrease) in net assets resulting from                      
  operations                                                  $982,858,265 
                                                                           
                                                              ============
</TABLE>
 
See accompanying notes to financial statements.
 
                                                                              11
<PAGE>   168
 
                          STATEMENTS OF CHANGES IN NET ASSETS
                          IDS Mutual
                          Year ended Sept. 30,
 
<TABLE>
<CAPTION>
         OPERATIONS AND DISTRIBUTIONS                 1997                1996
<S>                                              <C>                 <C>            <C>
 Investment income (loss) -- net                 $  177,081,818      $  156,379,206
 Net realized gain (loss) on investments            535,098,902         220,369,417
 Net change in unrealized appreciation or
    (depreciation) on investments and on
  translation
    of assets and liabilities in foreign
  currencies                                        270,677,545          52,687,677
                                                 --------------      -------------- ---
 Net increase (decrease) in net assets
  resulting from
    operations                                      982,858,265         429,436,300
                                                 --------------      -------------- ---
 Distributions to shareholders from:
    Net investment income
      Class A                                      (112,647,933)       (105,659,488)
      Class B                                        (6,407,726)         (3,138,330)
      Class Y                                       (48,077,728)        (43,985,217)
    Net realized gain
      Class A                                      (168,695,556)        (27,149,800)
      Class B                                        (9,374,819)           (554,840)
      Class Y                                       (68,558,106)        (10,528,422)
                                                 --------------      -------------- ---
 Total distributions                               (413,761,868)       (191,016,097)
                                                 --------------      -------------- ---
                         CAPITAL SHARE TRANSACTIONS (NOTE 5)
 Proceeds from sales
    Class A shares (Note 2)                         230,401,790         223,241,565
    Class B shares                                  115,020,723         102,302,034
    Class Y shares                                  376,665,066         486,820,247
 Reinvestment of distributions at net asset
  value
    Class A shares                                  246,260,292         114,008,369
    Class B shares                                   15,422,380           3,581,024
    Class Y shares                                  116,635,834          54,513,639
 Payments for redemptions
    Class A shares                                 (380,264,514)       (331,999,353)
    Class B shares (Note 2)                         (26,018,445)        (10,136,983)
    Class Y shares                                 (428,165,936)       (368,740,312)
                                                 --------------      -------------- ---
 Increase (decrease) in net assets from capital
  share transactions                                265,957,190         273,590,230
                                                 --------------      -------------- ---
 Total increase (decrease) in net assets            835,053,587         512,010,433
 Net assets at beginning of year                  4,016,894,502       3,504,884,069
                                                 --------------      -------------- ---
 Net assets at end of year                       $4,851,948,089      $4,016,894,502
                                                                                      =
                                                 =================   =================
 Undistributed net investment income             $   10,135,000      $    5,692,748
                                                 --------------      -------------- ---
</TABLE>
 
See accompanying notes to financial statements.
 
 12           
 Financial statements
<PAGE>   169

                          Notes to financial statements
 
                          IDS Mutual
 
- --------------------------------------------------------------------------------
1

SUMMARY OF
SIGNIFICANT
ACCOUNTING POLICIES       IDS Mutual (a series of IDS Investment Series, Inc.)
                          is registered under the Investment Company Act of 1940
                          (as amended) as a diversified, open-end management
                          investment company. IDS Investment Series, Inc. has 10
                          billion authorized shares of capital stock that can be
                          allocated among the separate series as designated by
                          the board. The Fund offers Class A, Class B and Class
                          Y shares. Class A shares are sold with a front-end
                          sales charge. Class B shares may be subject to a
                          contingent deferred sales charge and such shares
                          automatically convert to Class A shares during the
                          ninth calendar year of ownership. Class Y shares have
                          no sales charge and are offered only to qualifying
                          institutional investors.
 
                          All classes of shares have identical voting, dividend,
                          liquidation and other rights, and the same terms and
                          conditions, except that the level of distribution fee,
                          transfer agency fee and service fee (class specific
                          expenses) differs among classes. Income, expenses
                          (other than class specific expenses) and realized and
                          unrealized gains or losses on investments are
                          allocated to each class of shares based upon its
                          relative net assets.
 
                          INVESTMENT IN BALANCED PORTFOLIO
 
                          Effective May 13, 1996, the Fund began investing all
                          of its assets in Balanced Portfolio (the Portfolio), a
                          series of Growth and Income Trust, an open-end
                          investment company that has the same objectives as the
                          Fund. This was accomplished by transferring the Fund's
                          assets to the Portfolio in return for a proportionate
                          ownership interest in the Portfolio. The Portfolio
                          divides its investments between common stocks and
                          senior securities (bonds and preferred stocks).
 
                          The Fund records daily its share of the Portfolio's
                          income, expenses and realized and unrealized gains and
                          losses. The financial statements of the Portfolio are
                          included elsewhere in this report and should be read
                          in conjunction with the Fund's financial statements.
 
                                                                              13

<PAGE>   170
                          Notes to financial statements
 
                          IDS Mutual
 
                          The Fund records its investment in the Portfolio at
                          the value that is equal to the Fund's proportionate
                          ownership interest in the net assets of the Portfolio.
                          The percentage of the Portfolio owned by the Fund at
                          Sept. 30, 1997 was 99.98%. Valuation of securities
                          held by the Portfolio is discussed in Note 1 of the
                          Portfolio's "Notes to financial statements," which are
                          included elsewhere in this report.
 
                          USE OF ESTIMATES
 
                          The preparation of financial statements in conformity
                          with generally accepted accounting principles requires
                          management to make estimates and assumptions that
                          affect the reported amounts of assets and liabilities
                          and disclosure of contingent assets and liabilities at
                          the date of the financial statements and the reported
                          amounts of increase and decrease in net assets from
                          operations during the period. Actual results could
                          differ from those estimates.
 
                          FEDERAL TAXES
 
                          Since the Fund's policy is to comply with all sections
                          of the Internal Revenue Code applicable to regulated
                          investment companies and to distribute all of its
                          taxable income to the shareholders, no provision for
                          income or excise taxes is required.
 
                          Net investment income (loss) and net realized gains
                          (losses) allocated from the Portfolio may differ for
                          financial statement and tax purposes primarily because
                          of the deferral of losses on certain futures
                          contracts, the recognition of certain foreign currency
                          gains (losses) as ordinary income (loss) for tax
                          purposes, and losses deferred due to "wash sale"
                          transactions. The character of distributions made
                          during the year from net investment income or net
                          realized gains may differ from their ultimate
                          characterization for federal income tax purposes.
                          Also, due to the timing of dividend distributions, the
                          fiscal year in which amounts are distributed may
                          differ from the year that the income or realized gains
                          (losses) were recorded by the Fund.
 
14                     
<PAGE>   171
 
                          On the statement of assets and liabilities, as a
                          result of permanent book-to-tax differences,
                          undistributed net investment income has been decreased
                          by $5,506,179 and accumulated net realized gain has
                          been increased by $5,506,179.
 
                          DIVIDENDS TO SHAREHOLDERS
 
                          Dividends from net investment income, declared and
                          paid each calendar quarter, are reinvested in
                          additional shares of the Fund at net asset value or
                          payable in cash. Capital gains, when available, are
                          distributed along with the last income dividend of the
                          calendar year.
- --------------------------------------------------------------------------------
  2
EXPENSES AND
SALES CHARGES             In addition to the expenses allocated from the
                          Portfolio, the Fund accrues its own expenses as
                          follows:
 
                          Effective March 20, 1995, the Fund entered into
                          agreements with American Express Financial Corporation
                          (AEFC) for providing administrative services and
                          serving as transfer agent. Under its Administrative
                          Services Agreement, the Fund pays AEFC a fee for
                          administration and accounting services at a percentage
                          of the Fund's average daily net assets in reducing
                          percentages from 0.04% to 0.02% annually. Additional
                          administrative service expenses paid by the Fund are
                          office expenses, consultants' fees and compensation of
                          officers and employees. Under this agreement, the Fund
                          also pays taxes, audit and certain legal fees,
                          registration fees for shares, compensation of board
                          members, corporate filing fees, organizational
                          expenses, and any other expenses properly payable by
                          the Fund and approved by the board.
 
                          Under a separate Transfer Agency Agreement, AEFC
                          maintains shareholder accounts and records. The Fund
                          pays AEFC an annual fee per shareholder account for
                          this service as follows:
 
                         -Class A $15
 
                         -Class B $16
 
                         -Class Y $15
 
                                                                              15
<PAGE>   172
                          Notes to financial statements
 
                          IDS Mutual
 
                          Also effective March 20, 1995, the Fund entered into
                          agreements with American Express Financial Advisors
                          Inc. for distribution and shareholder
                          servicing-related services. Under a Plan and Agreement
                          of Distribution, the Fund pays a distribution fee at
                          an annual rate of 0.75% of the Fund's average daily
                          net assets attributable to Class B shares for
                          distribution-related services.
 
                          Under a 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 and commencing on May 9, 1997, the fee is
                          calculated at a rate of 0.10% of the Fund's average
                          daily net assets attributable to Class Y shares.
 
                          Sales charges received by American Express Financial
                          Advisors, Inc. for distributing Fund shares were
                          $4,782,926 for Class A and $162,371 for Class B for
                          the year ended Sept. 30, 1997.
 
                          During the year ended Sept. 30, 1997, the Fund's
                          transfer agency fees were reduced by $311,481 as a
                          result of earnings credits from overnight cash
                          balances.
 
16                
<PAGE>   173
 
- --------------------------------------------------------------------------------
  3
CAPITAL SHARE
TRANSACTIONS              Transactions in shares of capital stock for the
                          periods indicated are as follows:
<TABLE>
<CAPTION>
                                                            YEAR ENDED SEPT. 30, 1997
                                                         CLASS A       CLASS B        CLASS Y
                         --------------------------------------------------------------------
                         <S>                         <C>            <C>           <C>
                         Sold                         16,177,572     8,102,822     26,414,352
                         Issued for reinvested
                           distributions              17,752,256     1,112,719      8,400,857
                         Redeemed                    (26,678,714)   (1,825,256)   (29,981,793)
                         --------------------------------------------------------------------
                         Net increase (decrease)       7,251,114     7,390,285      4,833,416
                         --------------------------------------------------------------------
 
<CAPTION>
                                                            YEAR ENDED SEPT. 30, 1996
                                                         CLASS A       CLASS B        CLASS Y
                              ---------------------------------------------------------------
                         <S>                         <C>            <C>           <C>
                         Sold                         16,903,358     7,776,927     37,176,071
                         Issued for reinvested
                           distributions               8,620,489       270,455      4,120,124
                         Redeemed                    (25,127,441)     (766,410)   (27,902,875)
                         --------------------------------------------------------------------
                         Net increase (decrease)         396,406     7,280,972     13,393,320
                         --------------------------------------------------------------------
</TABLE>
 
- --------------------------------------------------------------------------------
  4
FINANCIAL
HIGHLIGHTS                "Financial highlights" showing per share data and
                          selected information is presented on pages 8 and 9 of
                          the prospectus.
 
                                                                              17
<PAGE>   174
                          Independent auditors' report
 
                          The board of trustees and unitholders
                          Growth and Income Trust:
 
                          We have audited the accompanying statement of assets
                          and liabilities, including the schedule of investments
                          in securities, of Balanced Portfolio (a series of
                          Growth and Income Trust) as of September 30, 1997, and
                          the related statement of operations for the year then
                          ended and the statements of changes in net assets for
                          the year ended September 30, 1997 and for the period
                          from May 13, 1996 (commencement of operations) to
                          September 30, 1996. These financial statements are the
                          responsibility of portfolio management. Our
                          responsibility is to express an opinion on these
                          financial statements based on our audits.
 
                          We conducted our audits in accordance with generally
                          accepted auditing standards. Those standards require
                          that we plan and perform the audit to obtain
                          reasonable assurance about whether the financial
                          statements are free of material misstatement. An audit
                          includes examining, on a test basis, evidence
                          supporting the amounts and disclosures in the
                          financial statements. Investment securities held in
                          custody are confirmed to us by the custodian. As to
                          securities purchased and sold but not received or
                          delivered, and securities on loan, we request
                          confirmations from brokers, and where replies are not
                          received, we carry out other appropriate auditing
                          procedures. An audit also includes assessing the
                          accounting principles used and significant estimates
                          made by management, as well as evaluating the overall
                          financial statement presentation. We believe that our
                          audits provide a reasonable basis for our opinion.
 
                          In our opinion, the financial statements referred to
                          above present fairly, in all material respects, the
                          financial position of Balanced Portfolio at September
                          30, 1997, and the results of its operations and the
                          changes in its net assets for the periods stated in
                          the first paragraph above, in conformity with
                          generally accepted accounting principles.
 




                          KPMG Peat Marwick LLP
                          Minneapolis, Minnesota
                          November 7, 1997
 
  18          
<PAGE>   175
                          Financial statements
 
                          STATEMENT OF ASSETS AND LIABILITIES
                          Balanced Portfolio
                          Year ended September 30, 1997
 
<TABLE>
<S>                                                           <C>            
                         ASSETS                                              
 Investments in securities, at value (Note 1)                                
    (identified cost $4,273,232,620)                          $4,906,047,462 
 Dividends and accrued interest receivable                        36,438,261 
 Receivable for investment securities sold                        11,842,052 
 U.S. government securities held as collateral (Note 5)           84,333,637 
 Unrealized appreciation on foreign currency contracts held,                 
  at value (Notes 1 and 4)                                         1,335,390 
                                                              -------------- 
 Total assets                                                  5,039,996,802 
                                                              -------------- 
                         LIABILITIES                                         
 Disbursements in excess of cash on demand deposit                           
  (including bank overdraft of $11,925,022)                       16,210,197 
 Payable for investment securities purchased                      18,370,329 
 Payable upon return of securities loaned (Note 5)               151,890,137 
 Accrued investment management services fee                           64,470 
 Other accrued expenses                                              141,771 
                                                              -------------- 
 Total liabilities                                               186,676,904 
                                                              -------------- 
 Net assets applicable to capital stock                       $4,853,319,898 
                                                              ==============
</TABLE>
 
See accompanying notes to financial statements.
 
                                                                              19
<PAGE>   176
                          Financial statements
 
                          STATEMENT OF OPERATIONS
                          Balanced Portfolio
                          Year ended September 30, 1997
 
<TABLE>
<CAPTION>
                            INVESTMENT INCOME
<S>                                                           <C>          
 Income:
 Dividends                                                    $ 96,702,260
 Interest                                                      117,904,845
    Less: Foreign taxes withheld                                (1,369,557)
                                                              ------------ 
 Total income                                                  213,237,548
                                                              ------------ 
 Expenses (Note 2):
 Investment management services fee                             21,571,200
 Compensation of board members                                      23,697
 Custodian fees                                                    284,831
 Audit fees                                                         29,625
 Other                                                              65,327
                                                              ------------ 
 Total expenses                                                 21,974,680
    Earnings credits on cash balances (Note 2)                     (11,407)
                                                              ------------ 
 Total net expenses                                             21,963,273
                                                              ------------ 
 Investment income (loss) -- net                               191,274,275
                                                              ------------ 
           REALIZED AND UNREALIZED GAIN (LOSS) -- NET
 Net realized gain (loss) on:
    Security transactions (Note 3)                             539,048,011
    Foreign currency transactions                               (3,886,400)
                                                              ------------ 
 Net realized gain (loss) on investments                       535,161,611
 Net change in unrealized appreciation (depreciation) on
  investments and on translation of assets and liabilities 
  in foreign currencies                                        270,752,151
                                                              ------------ 
 Net gain (loss) on investments and foreign currencies         805,913,762
                                                              ------------ 
 Net increase (decrease) in net assets resulting from
  operations                                                  $997,188,037
                                                              ============
</TABLE>
 
See accompanying notes to financial statements.
 
 20           
<PAGE>   177
 
                          STATEMENTS OF CHANGES IN NET ASSETS
                          Balanced Portfolio
<TABLE>
<CAPTION>
 
                         OPERATIONS AND DISTRIBUTIONS
 
                                                               FOR THE PERIOD FROM
                                                  YEAR ENDED      MAY 13, 1996* TO
                 OPERATIONS                   SEPT. 30, 1997        SEPT. 30, 1996
<S>                                           <C>                   <C>                 
 Investment income (loss) -- net              $  191,274,275        $   69,251,201
 Net realized gain (loss) on investments         535,161,611            58,304,995
 Net change in unrealized appreciation
   (depreciation) on investments and on 
   translation of assets and liabilities 
   in foreign currencies                         270,752,151            26,384,443
                                              --------------        --------------
 Net increase (decrease) in net assets
   resulting from operations                     997,188,037           153,940,639
                                              --------------        --------------
 Net contributions (withdrawals) from
   partners                                     (161,960,911)        3,864,127,133
                                              --------------        --------------
 Total increase (decrease) in net assets         835,227,126         4,018,067,772
 Net assets at beginning of period (Note 1)    4,018,092,772                25,000
                                              --------------        --------------
 Net assets at end of period                  $4,853,319,898        $4,018,092,772
                                              ==============        ==============
</TABLE>
 
* Commencement of operations
 
See accompanying notes to financial statements.
 
                                                                              21
<PAGE>   178
                          Notes to financial statements
 
                          Balanced Portfolio
- --------------------------------------------------------------------------------
  1
SUMMARY OF
SIGNIFICANT
ACCOUNTING POLICIES       Balanced Portfolio (the Portfolio) is a series of
                          Growth and Income Trust (the Trust) and is registered
                          under the Investment Company Act of 1940 (as amended)
                          as a diversified, open-end management investment
                          company. Balanced Portfolio seeks to provide a balance
                          of growth of capital and current income by investing
                          in common stocks and senior securities (preferred
                          stocks and debt securities) issued by U.S. and foreign
                          companies. The Portfolio also may invest in derivative
                          instruments and money market instruments. The
                          Declaration of Trust permits the Trustees to issue
                          non-transferable interests in the Portfolio. On April
                          15, 1996, American Express Financial Corporation
                          (AEFC) contributed $25,000 to the Portfolio.
                          Operations did not formally commence until May 13,
                          1996, at which time an existing fund transferred its
                          assets to the Portfolio in return for an ownership
                          percentage of the Portfolio.
 
                          Significant accounting polices followed by the
                          Portfolio are summarized below:
 
                          USE OF ESTIMATES
 
                          The preparation of financial statements in conformity
                          with generally accepted accounting principles requires
                          management to make estimates and assumptions that
                          affect the reported amounts of assets and liabilities
                          and disclosure of contingent assets and liabilities at
                          the date of the financial statements and the reported
                          amounts of increase and decrease in net assets from
                          operations during the period. Actual results could
                          differ from those estimates.
 
22            
<PAGE>   179
 
                          VALUATION OF SECURITIES
 
                          All securities are valued at the close of each
                          business day. Securities traded on national securities
                          exchanges or included in national market systems are
                          valued at the last quoted sales price. Debt securities
                          are generally traded in the over-the-counter market
                          and are valued at a price deemed best to reflect fair
                          value as quoted by dealers who make markets in these
                          securities or by an independent pricing service.
                          Securities for which market quotations are not readily
                          available are valued at fair value according to
                          methods selected in good faith by the board.
                          Short-term securities maturing in more than 60 days
                          from the valuation date are valued at the market price
                          or approximate market value based on current interest
                          rates; those maturing in 60 days or less are valued at
                          amortized cost.
 
                                                                              23
<PAGE>   180
                          Notes to financial statements
 
                          Balanced Portfolio
 
                          OPTION TRANSACTIONS
 
                          In order to produce incremental earnings, protect
                          gains and facilitate buying and selling of securities
                          for investment purposes, the Portfolio may buy and
                          write options traded on any U.S. or foreign exchange
                          or in the over-the-counter market where the completion
                          of the obligation is dependent upon the credit
                          standing of the other party. The Portfolio also may
                          buy and sell put and call options and write covered
                          call options on portfolio securities and may write
                          cash-secured put options. The risk in writing a call
                          option is that the Portfolio gives up the opportunity
                          of profit if the market price of the security
                          increases. The risk in writing a put option is that
                          the Portfolio may incur a loss if the market price of
                          the security decreases and the option is exercised.
                          The risk in buying an option is that the Portfolio
                          pays a premium whether or not the option is exercised.
                          The Portfolio also has the additional risk of not
                          being able to enter into a closing transaction if a
                          liquid secondary market does not exist.
 
                          Option contracts are valued daily at the closing
                          prices on their primary exchanges and unrealized
                          appreciation or depreciation is recorded. The
                          Portfolio will realize a gain or loss upon expiration
                          or closing of the option transaction. When an option
                          is exercised, the proceeds on sales for a written call
                          option, the purchase cost for a written put option or
                          the cost of a security for a purchased put or call
                          option is adjusted by the amount of premium received
                          or paid.
 
24             
<PAGE>   181
 
                          FUTURES TRANSACTIONS
 
                          In order to gain exposure to or protect itself from
                          changes in the market, the Portfolio may buy and sell
                          financial futures contracts traded on any U.S. or
                          foreign exchange. The Portfolio also may buy and write
                          put and call options on these futures contracts. Risks
                          of entering into futures contracts and related options
                          include the possibility that there may be an illiquid
                          market and that a change in the value of the contract
                          or option may not correlate with changes in the value
                          of the underlying securities.
 
                          Upon entering into a futures contract, the Portfolio
                          is required to deposit either cash or securities in an
                          amount (initial margin) equal to a certain percentage
                          of the contract value. Subsequent payments (variation
                          margin) are made or received by the Portfolio each
                          day. The variation margin payments are equal to the
                          daily changes in the contract value and are recorded
                          as unrealized gains and losses. The Portfolio
                          recognizes a realized gain or loss when the contract
                          is closed or expires.
 
                                                                              25
<PAGE>   182
                          Notes to financial statements
 
                          Balanced Portfolio
 
                          FOREIGN CURRENCY TRANSLATIONS
                          AND FOREIGN CURRENCY CONTRACTS
 
                          Securities and other assets and liabilities
                          denominated in foreign currencies are translated daily
                          into U.S. dollars at the closing rate of exchange.
                          Foreign currency amounts related to the purchase or
                          sale of securities and income and expenses are
                          translated at the exchange rate on the transaction
                          date. The effect of changes in foreign exchange rates
                          on realized and unrealized security gains or losses is
                          reflected as a component of such gains or losses. In
                          the statement of operations, net realized gains or
                          losses from foreign currency transactions may arise
                          from sales of foreign currency, closed forward
                          contracts, exchange gains or losses realized between
                          the trade date and settlement dates on securities
                          transactions, and other translation gains or losses on
                          dividends, interest income and foreign withholding
                          taxes.
 
                          The Portfolio may enter into forward foreign currency
                          exchange contracts for operational purposes and to
                          protect against adverse exchange rate fluctuation. The
                          net U.S. dollar value of foreign currency underlying
                          all contractual commitments held by the Portfolio and
                          the resulting unrealized appreciation or depreciation
                          are determined using foreign currency exchange rates
                          from an independent pricing service. The Portfolio is
                          subject to the credit risk that the other party will
                          not complete the obligations of the contract.
 
26           
<PAGE>   183
 
                          ILLIQUID SECURITIES
 
                          Investments in securities include issues that are
                          illiquid. The Portfolio currently limits investments
                          in illiquid securities to 10% of the net assets, at
                          market value, at the time of purchase. The aggregate
                          value of such securities at Sept. 30, 1997 was
                          $4,116,960 representing 0.08% of the net assets.
                          Pursuant to guidelines adopted by the board, certain
                          unregistered securities are determined to be liquid
                          and are not included within the 10% limitation
                          specified above.
 
                          FEDERAL TAXES
 
                          For federal income tax purposes the Portfolio
                          qualifies as a partnership and each investor in the
                          Portfolio is treated as the owner of its proportionate
                          share of the net assets, income, expenses and realized
                          and unrealized gains and losses of the Portfolio.
                          Accordingly, as a "pass-through" entity, the Portfolio
                          does not pay any income dividends or capital gain
                          distributions.
 
                          OTHER
 
                          Security transactions are accounted for on the date
                          securities are purchased or sold. Dividend income is
                          recognized on the ex-dividend date and interest
                          income, including level-yield amortization of premium
                          and discount, is accrued daily.
 
                                                                              27
<PAGE>   184
                          Notes to financial statements
 
                          Balanced Portfolio
 
- --------------------------------------------------------------------------------
  2
FEES AND
EXPENSES                  The Trust, on behalf of the Portfolio, has entered
                          into an Investment Management Services Agreement with
                          AEFC for managing its portfolio. Under this agreement,
                          AEFC determines which securities will be purchased,
                          held or sold. The management fee is a percentage of
                          the Portfolio's average daily net assets in reducing
                          percentages from 0.53% to 0.43% annually. The fees may
                          be increased or decreased by a performance adjustment
                          based on a comparison of the performance of Class A
                          shares of IDS Mutual 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. The adjustment decreased the fee by $31,926 for
                          the year ended Sept. 30, 1997.
 
28             
<PAGE>   185
 
                          Under the agreement, the Trust also pays taxes,
                          brokerage commissions and nonadvisory expenses, which
                          include custodian fees, audit and certain legal fees,
                          fidelity bond premiums, registration fees for units,
                          office expenses, consultants' fees, compensation of
                          trustees, corporate filing fees, expenses incurred in
                          connection with lending securities of the Portfolio,
                          and any other expenses properly payable by the Trust
                          or Portfolio and approved by the board.
 
                          During the year ended Sept. 30, 1997, the Portfolio's
                          custodian fees were reduced by $11,407 as a result of
                          earnings credits from overnight cash balances.
 
                          Pursuant to a Placement Agency Agreement, American
                          Express Financial Advisors Inc. acts as placement
                          agent of the units of the Trust.
 
                                                                              29
<PAGE>   186
                          Notes to financial statements
 
                          Balanced Portfolio
 
- --------------------------------------------------------------------------------
  3
SECURITIES
TRANSACTIONS              Cost of purchases and proceeds from sales of
                          securities (other than short-term obligations)
                          aggregated $1,968,011,015 and $2,297,550,674,
                          respectively, for the year ended Sept. 30, 1997. For
                          the same period, the portfolio turnover rate was 49%.
                          Realized gains and losses are determined on an
                          identified cost basis.
 
                          Brokerage commissions paid to brokers affiliated with
                          AEFC were $24,783 during this period.
 
 30           
<PAGE>   187
 
- --------------------------------------------------------------------------------
4

FOREIGN CURRENCY
CONTRACTS                 At Sept. 30, 1997, the Portfolio had entered into a
                          foreign currency exchange contract that obligates the
                          Portfolio to deliver currency at a specified future
                          date. The unrealized appreciation and/or depreciation
                          on this contract is included in the accompanying
                          financial statements. See Summary of significant
                          accounting policies. The terms of the open contract
                          are as follows:
 
<TABLE>
<CAPTION>
                                Currency to be    Currency to be     Unrealized      Unrealized
       Exchange date              delivered          received       appreciation    depreciation
- ------------------------------------------------------------------------------------------------
<S>                             <C>               <C>               <C>             <C>
Nov. 7, 1997                     123,418,698        200,000,000      $1,335,390      $       --
                                British Pound       U.S. Dollar
</TABLE>
 














                                                                              31
<PAGE>   188
                          Notes to financial statements
 
                          Balanced Portfolio
 
- --------------------------------------------------------------------------------
  5
LENDING OF
PORTFOLIO SECURITIES      At Sept. 30, 1997, securities valued at $148,051,469
                          were on loan to brokers. For collateral, the Portfolio
                          received $67,556,500 in cash and U.S. government
                          securities valued at $84,333,637. Income from
                          securities lending amounted to $458,584 for the year
                          ended Sept. 30, 1997. The risks to the Portfolio of
                          securities lending are that the borrower may not
                          provide additional collateral when required or return
                          the securities when due.
 
 32           
<PAGE>   189
INVESTMENTS IN SECURITIES

                          INVESTMENTS IN SECURITIES

 
                          Balanced Portfolio     (Percentages represent value of
                          Sept. 30, 1997     investments compared to net assets)
 
<TABLE>
<CAPTION>
               COMMON STOCKS (53.8%)

       ISSUER           SHARES       VALUE(A)
<S>                    <C>         <C>          
 AEROSPACE & DEFENSE (0.8%)
 Rockwell Intl           625,000   $ 39,335,937
 AUTOMOTIVE & RELATED (0.9%)
 Genuine Parts         1,050,000     32,353,125
 TRW                     250,000     13,718,750
 Total                               46,071,875
 BANKS AND SAVINGS & LOANS (3.6%)
 Banc One                350,000     19,534,375
 First Union             800,000     40,050,000
 Morgan (JP)             350,000     39,768,750
 Natl City               700,000     43,093,750
 NationsBank             400,000     24,750,000
 Norwest                 157,700      9,659,125
 Total                              176,856,000
 BEVERAGES & TOBACCO (1.9%)
 Anheuser-Busch          950,000     42,868,750
 Philip Morris           850,000     35,328,125
 UST                     500,000     15,281,250
 Total                               93,478,125
 BUILDING MATERIALS & CONSTRUCTION (0.9%)
 Weyerhaeuser            700,000     41,562,500
 CHEMICALS (3.0%)
 ARCO Chemical           575,000     26,162,500
 Dow Chemical            500,000     45,343,750
 Lubrizol                850,000     35,700,000
 Nalco Chemical          950,000     38,059,375
 Total                              145,265,625
 ENERGY (4.9%)
 Amoco                   475,000     45,778,125
 Atlantic Richfield      450,000     38,446,875
 Chevron                 525,000     43,673,438
 Mobil                   600,000     44,400,000
 Texaco                  600,000     36,862,500
 Ultramar Diamond
     Shamrock            925,000     29,889,063
 Total                              239,050,001
 FOOD (1.7%)
 General Mills           275,000     18,957,813
 Heinz (HJ)              775,000     35,795,313
 Sara Lee                500,000     25,750,000
 Total                               80,503,126
 HEALTH CARE (1.5%)
 American Home
  Products               525,000     38,325,000
 Baxter Intl             625,000     32,656,250
 Total                               70,981,250
 HOUSEHOLD PRODUCTS (0.6%)
 Kimberly-Clark          600,000     29,362,500
</TABLE>
 
<TABLE>
<CAPTION>
<S>                    <C>         <C>          
       ISSUER           SHARES       VALUE(A)
 INDUSTRIAL EQUIPMENT & SERVICES (0.5%)
 Waste Management        650,000   $ 22,709,375
 INSURANCE (3.2%)
 Marsh & McLennan        320,000     24,520,000
 SAFECO                  850,000     45,050,000
 St. Paul Cos            525,000     42,820,312
 Transamerica            425,000     42,287,500
 Total                              154,677,812
 MEDIA (2.6%)
 Dun & Bradstreet      1,175,000     33,340,625
 Gannett                 375,000     40,476,563
 Knight-Ridder           600,000     32,775,000
 McGraw-Hill Cos         325,000     21,998,438
 Total                              128,590,626
 METALS (0.3%)
 Aluminum Co of
  America                186,450     15,288,900
 MULTI-INDUSTRY CONGLOMERATES (1.7%)
 Eastman Kodak           525,000     34,092,188
 Emerson Electric        850,000     48,981,250
 Total                               83,073,438
 PAPER & PACKAGING (1.1%)
 Union Camp              600,000     37,012,500
 Unisource Worldwide     750,000     14,250,000
 Total                               51,262,500
 REAL ESTATE INVESTMENT TRUST (4.2%)
 Amli Residential
     Properties          425,000      9,881,250
 CBL & Associates
     Properties          550,000     14,265,625
 Developers
  Diversified
     Realty              325,000     13,000,000
 FelCor Suite Hotels     300,000     12,318,750
 Gables Residential
     Trust               475,000     12,884,375
 Liberty Property
     Trust               575,000     15,489,062
 LTC Properties          532,700     10,121,300
 Meditrust               500,000     20,750,000
 Merry Land &
     Investment          550,000     12,134,375
 Nationwide Health
     Properties          550,000     13,234,375
 OMEGA Healthcare
     Investors           300,000     10,800,000
 Security Capital
     Industrial Trust    700,000     16,318,750
 Simon DeBartolo
  Group                  700,000     23,100,000
 United Dominion
  Realty
     Trust             1,175,000     17,625,000
 Total                              201,922,862
</TABLE>
 
See accompanying notes to investments in securities.
 
                                                                              33
 
<PAGE>   190
 INVESTMENTS IN SECURITIES

 
                          Balanced Portfolio     (Percentages represent value of
                          Sept. 30, 1997     investments compared to net assets)
 
   
<TABLE>
<CAPTION>
 
       ISSUER           SHARES       VALUE(A)
<S>                    <C>         <C>          
 RESTAURANTS & LODGING (0.7%)
 McDonald's              675,000   $ 32,146,875
 RETAIL (2.2%)
 Jostens                 800,000     21,700,000
 May Dept Stores         800,000     43,600,000
 Penney (JC)             750,000     43,687,500
 Total                              108,987,500
 TRANSPORTATION (0.4%)
 Union Pacific           344,000     21,543,000
 UTILITIES -- ELECTRIC (3.7%)
 Baltimore Gas &
  Electric               500,000     13,875,000
 Dominion Resources      600,000     22,725,000
 DTE Energy              700,000     21,306,250
 Entergy               1,000,000     26,062,500
 GPU                     825,000     29,596,875
 Northern States
  Power                  550,000     27,362,500
 Southern Co           1,100,000     24,818,750
 Union Electric          400,000     15,375,000
 Total                              181,121,875
 UTILITIES -- TELEPHONE (3.8%)
 Ameritech               600,000     39,900,000
 Bell Atlantic           370,000     29,761,875
 BellSouth               950,000     43,937,500
 GTE                     875,000     39,703,125
 SBC Communications      480,000     29,460,000
 Total                              182,762,500
</TABLE>
    
 
   
<TABLE>
<CAPTION>

       ISSUER           SHARES       VALUE(A)
<S>                    <C>         <C>          
 FOREIGN (9.6%)(H)
 Anglian Water         1,050,000    $ 13,853,872
 B.A.T. Inds           3,750,000(b)   32,824,211
 British Petroleum
  ADR                    525,000      47,676,562
 BTR                   7,000,000      28,379,134
 Gallaher Group ADR      750,000(b)   14,390,625
 Grand Metropolitan    1,500,000      14,314,499
 Natl Westminster
  Bank                 2,150,000      32,457,079
 Nestle                   15,000      20,896,651
 Rank Group            3,250,000      19,148,464
 Royal & Sun Alliance
     Insurance Group   3,000,000      28,459,740
 Royal Dutch
  Petroleum              525,000      29,137,500
 Royal PTT Nederland
  ADR                    750,000      29,296,875
 Safeway               3,750,000      24,331,020
 Severn Trent Water      724,864      10,744,135
 Tele Danmark ADR      1,050,000      28,021,875
 Tenneco                 600,000      28,725,000
 Thames Water          1,473,893      20,741,654
 Tomkins               7,194,444      40,532,892
 Total                               463,931,788
 TOTAL COMMON STOCKS
 (Cost:
  $2,041,916,072)                 $2,610,485,990

PREFERRED STOCKS (--%)
   ISSUER                 SHARES        VALUE(A)
 Virginia-American
  Water
    5.05%                  2,000(i)  $   180,160
 Western Resources
    4.25%                 10,000         611,500
 TOTAL PREFERRED STOCKS
 (Cost: $1,200,000)                  $   791,660
</TABLE>
    
 
See accompanying notes to investments in securities.
 
 34           
 
<PAGE>   191
   
<TABLE>
<CAPTION>
 
BONDS (32.6%)
 
<CAPTION>
                                 COUPON        MATURITY        PRINCIPAL
            ISSUER                RATE           YEAR           AMOUNT             VALUE(A)
<S>                              <C>           <C>            <C>               <C>            
 U.S. GOVERNMENT OBLIGATIONS (9.6%)
 U.S. Treasury                      5.875%      1999-02       $50,000,000       $   49,891,500
                                    6.25           2000        30,000,000(c)        30,291,600
                                    6.50           2002        25,000,000           25,479,250
                                    6.625          2001        25,000,000           25,551,000
                                    6.75           2000        15,000,000           15,314,400
                                    6.875          2000        20,000,000           20,465,600
                                    7.125          1999        62,650,000           64,193,696
                                    7.50           2001        50,000,000           52,716,500
                                    7.75           2000        25,000,000           26,013,500
                                    8.125          2019        60,000,000           71,368,800
 Govt Trust Certificates Israel     9.25           2001         8,378,308            8,814,986
 Overseas Private Investment        6.99           2009        17,500,000           17,981,250
 Resolution Funding Corp.           8.125          2019        50,000,000           58,919,000
 Total                                                                             467,001,082
 MORTGAGE-BACKED SECURITIES (8.3%)
 Collateralized Mtge Obligation
  Trust                             9.95           2014         4,038,490            4,372,473
 Federal Home Loan Mtge Corp        5.50           2009         4,782,364            4,626,363
                                    6.75           2008         2,112,409            2,144,983
                                    6.50        2007-11        41,402,397           41,249,718
                                    7.00           2003         6,067,119            6,158,914
                                    8.00           2024         7,637,348            7,922,984
                                    8.50           2026        11,659,237           12,199,643
    Collateralized Mtge
  Obligation                        7.50           2003         7,800,000            7,985,952
                                    8.50           2022         7,000,000            7,645,470
    Inverse Floater                 3.77           1997         3,529,545(e)         3,394,929
    Trust Series Z                  6.50           2023        22,057,763(f)        19,964,907
                                    8.25           2024         6,618,107(f)         7,090,375
 Federal Natl Mtge Assn             5.50           2009         7,069,615            6,841,196
                                    6.50        2023-24        29,591,641           29,044,943
                                    7.00           2011        23,074,106           23,312,000
                                    7.40           2004        33,750,000           35,798,962
                                    7.50        2002-25        23,138,545           23,593,641
                                    8.50        2025-26        12,161,455           12,713,829
                                    9.00           2024         6,935,834            7,461,085
    Collateralized Mtge
  Obligation                        4.50           2007        11,900,000           10,644,550
                                    5.00           2024         6,696,552            6,369,158
                                    7.50           2014         1,856,012            1,913,901
    Trust Series Z                  6.00           2024         7,433,038(f)         6,207,256
                                    6.50           2023        18,311,530(f)        16,128,727
                                    7.00        2016-22        40,114,967(f)        39,293,215
                                    7.50           2014         8,991,662(f)         9,175,372
                                    8.00        2006-20        21,773,134(f)        22,907,988
 Govt Natl Mtge Assn                6.50           2027        24,876,295           25,295,957
 Total                                                                             401,458,491
 AEROSPACE & DEFENSE (0.2%)
 United Technologies                8.875          2019         9,500,000           11,317,920
 AUTOMOTIVE & RELATED (0.3%)
 Ford Motor Credit Corp             6.55           2001        13,000,000           13,108,290
</TABLE>
    
 
See accompanying notes to investments in securities.
 
                                                                              35
<PAGE>   192
 INVESTMENTS IN SECURITIES
 
                          Balanced Portfolio     (Percentages represent value of
                          Sept. 30, 1997     investments compared to net assets)
 
<TABLE>
<CAPTION>
                                        BONDS (CONTINUED)
                                 COUPON        MATURITY        PRINCIPAL
            ISSUER                RATE           YEAR           AMOUNT             VALUE(A)
<S>                              <C>           <C>            <C>               <C>            <C>
 BANKS AND SAVINGS & LOANS
  (1.6%)
 Asian Development Bank             9.125%         2000       $17,700,000       $   19,066,263
 BankAmerica                        7.70           2026        10,000,000(g)         9,929,100
 First Bank System                  6.875          2007         5,750,000            5,780,475
 Interamer Development Bank
  Euro                              9.50           2000         5,000,000            5,381,250
 Mellon Capital                     7.72           2026         3,850,000            3,844,918
 Morgan (JP)                        4.00           2012        15,000,000(k)        14,449,500
 Union Planters Trust               8.20           2026        10,000,000           10,199,900
 U.S. Capital Trust A               8.41           2027        10,000,000(g)        10,452,100
 Total                                                                              79,103,506
 BEVERAGES & TOBACCO (0.1%)
 Coca-Cola                          7.375          2093         3,000,000            3,137,670
 BUILDING MATERIALS & CONSTRUCTION
  (0.1%)
 Owens-Corning Fiberglass           9.35           2012         3,500,000            4,012,540
 COMMUNICATIONS EQUIPMENT & SERVICES (0.4%)
 BellSouth Telecommunications       6.50           2005         9,000,000(c)         9,004,230
                                    7.00           1995        10,000,000            9,970,200
 Total                                                                              18,974,430
 COMPUTERS & OFFICE EQUIPMENT (0.1%)
 IBM                                6.375          2000         5,100,000            5,135,088
 ELECTRONICS (0.1%)
 Harris                            10.375          2018         4,000,000            4,361,800
 ENERGY (0.3%)
 Occidental Petroleum               6.25           2000         6,500,000            6,496,880
 Petronas                           7.75           2015        10,000,000           10,153,600
 Total                                                                              16,650,480
 FINANCIAL SERVICES (1.1%)
 Equitable IBM                      7.33           2009         5,500,000            5,755,235
 Associates                         6.00           2000         6,000,000            5,978,220
 Avco Financial Services            7.25           1999         6,500,000            6,645,600
 Corporate Property Investors       7.18           2013         1,500,000(g)         1,476,435
 Intl Lease Finance                 5.99           1998         5,000,000            5,011,700
 KFW Intl Finance                   8.00           2010         6,750,000            7,555,950
 Property Trust America REIT        7.50           2014         5,000,000            4,962,150
 Salomon Brothers                   6.75           2006         7,000,000            6,985,860
 Standard Credit Card Trust         5.95           2004         8,550,000            8,370,108
 Total                                                                              52,741,258
 HEALTH CARE (0.2%)
 Lilly (Eli)                        6.77           2036         5,000,000            4,898,900
 Kaiser Foundation                  9.55           2005         6,000,000            7,031,280
 Total                                                                              11,930,180
 HOUSEHOLD PRODUCTS (0.1%)
 Procter & Gamble                   8.00           2024         3,000,000            3,429,270
</TABLE>
 
See accompanying notes to investments in securities.
 
 36           
<PAGE>   193
 
<TABLE>
<CAPTION>
BONDS (CONTINUED)

                                   COUPON      MATURITY         PRINCIPAL
            ISSUER                   RATE          YEAR            AMOUNT             VALUE(A)
<S>                                <C>           <C>          <C>               <C>            
 INSURANCE (0.9%)
 American United Life               7.75%          2026       $ 4,000,000(i)    $    3,936,800
 Nationwide Mutual Insurance        7.50           2023        11,500,000(g)        11,432,840
 Nationwide Trust                   9.875          2025        15,500,000(g)        17,674,030
 Principal Mutual                   8.00           2044         7,150,000(g)         7,410,117
 SunAmerica                         8.125          2023         5,150,000            5,544,232
 Total                                                                              45,998,019

 PAPER & PACKAGING (0.4%)
 Crown Cork & Seal                  8.00           2023         6,000,000            6,125,040
 Intl Paper                         5.125          2012        13,400,000           11,176,940
 Total                                                                              17,301,980

 RETAIL (0.3%)
 Wal-Mart Stores                    7.00           2006        14,014,294(g)        14,279,444
 TRANSPORTATION (0.3%)
 Burlington Northern Santa Fe       7.00           2025        10,200,000            9,929,700
 Canadian Natl Railway              7.625          2023         6,000,000            6,118,500
 Total                                                                              16,048,200

 UTILITIES -- ELECTRIC (1.1%)
 Wisconsin Electric Power           7.75           2023         5,500,000            5,724,180
 Arizona Public Service             8.00           2015         5,400,000            5,781,780
 China Light & Power                7.50           2006         7,000,000            7,258,090
 Pacific Gas & Electric             8.25           2022         4,600,000            4,846,376
 Public Service Electric & Gas      6.75           2016        13,000,000           12,771,070
 Texas Utilities Electric           8.175          2037        10,000,000           10,232,500
 Wisconsin Electric Power           6.875          2095         8,000,000            7,606,480
 Total                                                                              54,220,476

 UTILITIES -- TELEPHONE (1.3%)
 Bell Telephone Pennsylvania        7.375          2033         5,000,000            4,953,100
 GTE                                9.375          2000         4,600,000            4,992,150
 GTE                                8.75           2021         5,000,000            5,847,750
 Illinois Bell Telephone            4.375          2003         4,600,000            4,176,202
 New York Telephone                 4.875          2006        13,000,000           11,651,380
 Pacific Bell Telephone             6.625          2034         6,100,000            5,662,813
                                    7.375          2043         7,500,000            7,523,325
 U S WEST                           6.625          2005         7,000,000            7,057,610
 Worldcom                           7.75           2007        10,000,000           10,549,200
 Total                                                                              62,413,530

 MISCELLANEOUS (0.2%)
 M & I Capital Trust                7.65           2026        10,000,000            9,940,600

 MUNICIPAL BONDS (0.5%)
 Los Angeles County Pension
  Obligation Taxable Revenue 
    Bonds Series 1994C Zero 
    Coupon (MBIA Insured)           7.05           2008         9,440,000(d,l)       4,557,443
 Los Angeles County Pension
  Obligation Taxable Revenue 
    Bonds Series 1995D 
    (MBIA Insured)                  6.97           2008        10,500,000(l)        10,713,255
 Orange County Pension
  Obligation Taxable Revenue 
    Bonds                           7.31           2009         5,000,000            5,231,800
 Yale University                    7.375          2096         4,000,000            4,160,440
 Total                                                                              24,662,938
</TABLE>
 
See accompanying notes to investments in securities.
 
                                                                              37
<PAGE>   194
                          Investments in securities
 
                          Balanced Portfolio     (Percentages represent value of
                          Sept. 30, 1997     investments compared to net assets)
 
<TABLE>
<CAPTION>
BONDS (CONTINUED)
                                   COUPON      MATURITY        PRINCIPAL
            ISSUER                  RATE           YEAR           AMOUNT             VALUE(A)
<S>                                 <C>           <C>         <C>               <C>            
 FOREIGN (5.1%)(H)
 ABN Amro Bank
    (U.S. Dollar)                   7.125%         2093       $ 7,000,000       $    6,952,890
 American General Institute
    (U.S. Dollar)                   7.57           2045        15,000,000(g)        14,639,700
 Bat-Crave-800
    (U.S. Dollar)                   6.68           2000         7,000,000(g)         7,026,180
 Belo (A.H.)
    (U.S. Dollar)                   7.125          2007        15,000,000           15,328,500
 Cleveland Electric/Toledo
  Edison
    (U.S. Dollar)                   7.19           2000         5,000,000(g)         5,052,250
    (U.S. Dollar)                   7.67           2004        10,000,000           10,288,800
 CSX
    (U.S. Dollar)                   7.25           2027        10,000,000(g)        10,497,200
 Dao Heng Bank
    (U.S. Dollar)                   7.75           2007        10,000,000(g)        10,090,400
 EES Coke Battery
    (U.S. Dollar)                   7.125          2002         9,050,000(g)         9,099,775
 Global Marine
    (U.S. Dollar)                   7.125          2007        10,000,000(g)        10,158,700
 Govt of Poland PDI Euro
    (U.S. Dollar)                   4.00           2014        15,000,000           13,143,750
 Grand Metropolitan
    (U.S. Dollar) CV                6.50           2000        20,000,000(g)        27,750,000
 Hyundai Semiconductor
    (U.S. Dollar)                   8.25           2004        10,000,000(g)        10,211,200
 Israel Electric
    (U.S. Dollar)                   7.25           2006        10,000,000           10,131,500
 Railcar Leasing
    (U.S. Dollar)                   7.125          2013        15,000,000(g)        15,415,950
 Ras Laffan
    (U.S. Dollar)                   8.29           2014        10,000,000(g)        10,713,100
 Republic of Slovenia
    (U.S. Dollar)                   7.00           2001         7,200,000(g)         7,341,264
 Safeco Capital Trust
    (U.S. Dollar)                   8.07           2037        10,000,000(g)        10,181,200
 Swiss Bank
    (U.S. Dollar)                   7.50           2025         4,700,000            4,872,208
    (U.S. Dollar)                   7.75           2026        11,000,000           11,713,570
 U.S.A. Waste Services
    (U.S. Dollar)                   7.125          2007        11,000,000           11,168,520
 Washington Mutual Capital
    (U.S. Dollar)                   8.375          2027         5,800,000(g)         6,071,440
 Zurich Capital Trust
    (U.S. Dollar)                   8.38           2037         7,500,000(g)         8,035,575
 Total                                                                             245,883,672
 TOTAL BONDS
 (Cost: $1,513,425,063)                                                         $1,583,110,864
</TABLE>

<TABLE>
<CAPTION>
OPTION PURCHASED (0.2%)

                             NUMBER OF        EXERCISE         EXPIRATION
          ISSUER             CONTRACTS           PRICE               DATE             VALUE(A)
<S>                          <C>               <C>              <C>                <C>         
 PUT
 S&P 500                       6,000             $900           Dec. 1997          $11,625,000
 TOTAL OPTION PURCHASED
 (Cost: $16,615,013)                                                               $11,625,000
</TABLE>
 
See accompanying notes to investments in securities.
 
 38           
<PAGE>   195
 
   
<TABLE>
<CAPTION>
                  Short-term securities (14.4%)
                      ANNUALIZED
                       YIELD ON      AMOUNT
                       DATE OF     PAYABLE AT
       ISSUER          PURCHASE     MATURITY      VALUE(A)
<S>                   <C>          <C>         <C>            
 U.S. GOVERNMENT AGENCY (--%)
 Federal Home Loan Mtge Corp Disc Nt
  10-14-97               5.42%     $ 1,400,000    $ 1,397,270
 COMMERCIAL PAPER (14.4%)
 ABB Treasury Center (USA)
  10-07-97               5.55       17,100,000(j)  17,083,684
 ABN Amro
  10-16-97               5.92       12,400,000     12,370,303
 A.I. Credit
  10-01-97               5.53        6,700,000      6,700,000
 American General Finance
  10-31-97               5.54       10,000,000      9,954,083
 Associates Corp North America
  10-14-97               5.54       11,500,000     11,477,118
  10-21-97               5.54        5,600,000      5,582,858
 AT&T
  10-27-97               5.54       12,600,000     12,549,859
 Avco Financial Services
  10-09-97               5.55       19,500,000     19,471,481
  10-14-97               5.65       10,000,000      9,976,744
  11-25-97               5.58       10,500,000     10,408,180
 Barclays US Funding
  10-28-97               5.53       15,000,000     14,938,125
 Beneficial
  10-10-97               5.53        4,800,000      4,793,400
 BHP Finance (USA)
  10-23-97               5.54        4,900,000      4,883,471
  10-24-97               5.54        9,700,000      9,665,791
 BOC Group
  10-09-97               5.53        4,900,000(j)   4,894,000
 CAFCO
  11-05-97               5.56        7,900,000(j)   7,857,527
  11-13-97               5.57        3,800,000(j)   3,774,945
  11-19-97               5.56        8,200,000(j)   8,138,391
 Cargill
  10-01-97               5.52        5,100,000      5,100,000
  10-14-97               5.66       15,000,000     14,966,785
 Ciesco LP
  10-27-97               5.55        8,300,000      8,266,851
 CIT Group Holdings
  10-29-97               5.54       10,000,000      9,957,144
  10-29-97               5.55       19,300,000     19,217,289
 Commerzbank U.S. Finance
  10-28-97               5.55       10,000,000      9,958,525
 CPC Intl
  10-27-97               5.55        9,900,000(j)   9,856,521
  11-19-97               5.57        8,700,000(j)   8,632,461
 Deutsche Finance
  10-29-97               5.53        8,600,000      8,563,211
 Fleet Funding
  10-22-97               5.54        3,100,000(j)   3,090,036
  10-31-97               5.55       11,131,000(j)  11,079,797
 Ford Motor Credit
  10-06-97               5.53       15,000,000     14,988,521
  10-22-97               5.53       11,100,000     11,064,323
  10-30-97               5.54       10,000,000      9,953,794
 Gannett
  10-03-97               5.51       10,100,000(j)  10,096,925
  10-15-97               5.52        4,600,000(j)   4,590,197
  11-06-97               5.54        3,700,000(j)   3,679,650
 General Electric Capital
  10-21-97               5.54       15,900,000     15,851,328
</TABLE>
    
 
   
<TABLE>
<CAPTION>
                      ANNUALIZED
                       YIELD ON      AMOUNT
                       DATE OF     PAYABLE AT
       ISSUER          PURCHASE     MATURITY      VALUE(A)
<S>                   <C>          <C>         <C>            
 Goldman Sachs Group
  10-24-97               5.53%     $16,100,000   $ 16,043,324
  10-24-97               5.55        6,400,000      6,377,388
  11-14-97               5.55       12,100,000     12,018,513
  11-25-97               5.56        4,500,000      4,462,119
 Household Finance
  10-22-97               5.54       15,000,000     14,951,787
 Kredietbank North America Finance
  10-08-97               5.52       11,100,000     11,088,129
  10-08-97               5.53       10,800,000     10,788,429
 Lincoln Natl
  10-02-97               5.55        4,200,000(j)   4,199,231
 May Department Stores
  10-28-97               5.55        5,100,000      5,077,708
 MCI Communications
  11-20-97               5.70        8,200,000(j)   8,135,117
 Metlife Funding
  10-08-97               5.54        8,800,000      8,789,948
  10-17-97               5.55       13,300,000     13,265,019
  10-24-97               5.54        9,424,000      9,390,765
 Morgan Stanley Group
  10-15-97               5.56       10,000,000      9,976,851
  10-20-97               5.54        8,000,000      7,976,778
  10-21-97               5.56        5,700,000      5,682,520
 Motorola
  10-23-97               5.52        7,000,000      6,976,472
 Natl Australia Funding (Delaware)
  10-07-97               5.52       12,000,000     11,989,020
  10-10-97               5.52       10,100,000     10,086,113
  11-03-97               5.57       20,000,000     19,893,257
 New Center Asset Trust
  10-17-97               5.54       13,400,000     13,367,185
 Paccar Financial
  10-07-97               5.52        4,850,000      4,845,554
  10-21-97               5.53       11,100,000     11,066,022
  10-27-97               5.54        3,200,000      3,187,243
 Reed Elsevier
  11-03-97               5.54       10,000,000(j)   9,949,583
  11-18-97               5.56        5,300,000(j)   5,260,992
 SBC Communications
  10-23-97               5.55       10,000,000(j)   9,966,389
 Societe Generale North America
  10-07-97               5.53       28,900,000     28,873,460
 Sysco
  11-06-97               5.55        2,100,000(j)   2,088,408
 UBS Finance (Delaware)
  10-06-97               5.52       15,000,000     14,988,542
  10-16-97               5.53        6,400,000      6,385,307
 USAA Capital
  10-01-97               5.64       12,200,000     12,200,000
  10-06-97               5.53        8,100,000      8,093,801
  10-22-97               5.53        5,900,000      5,881,036
  12-02-97               5.58       12,000,000     11,881,350
Total                                             698,636,678
 TOTAL SHORT-TERM SECURITIES
 (Cost: $700,076,472)                          $  700,033,948
 TOTAL INVESTMENT IN SECURITIES
 (Cost: $4,273,232,620)(m)                     $4,906,047,462
                                               ==============
</TABLE>
    
 
See accompanying notes to investments in securities.
 
                                                                              39
<PAGE>   196
                          Investments in securities
 
                          Balanced Portfolio
                          Sept. 30, 1997

 
                          NOTES TO INVESTMENTS IN SECURITIES

                          (A) Securities are valued by procedures described in 
                          Note 1 to the financial statements.
                          (B) Non-income producing.
                          (C) Security is partially or fully on loan. See Note 
                          5 to the financial statements.
                          (D) For zero coupon bonds, the interest rate disclosed
                          represents the annualized effective yield on the date
                          of acquisition.
                          (E) Inverse floaters represent securities that pay 
                          interest at a rate that increases (decreases) in the 
                          same magnitude as, or in a multiple of, a decline 
                          (increase) in the LIBOR (London InterBank Offering 
                          Rate) Index. Interest rate disclosed is the rate in 
                          effect on Sept. 30, 1997.
                          (F) This security is a collateralized mortgage 
                          obligation that pays no interest or principal during 
                          its initial accrual period until payment of previous 
                          series within the trust have been paid off. Interest 
                          is accrued at an effective yield; similar to a zero 
                          coupon bond.
                          (G) Represents a security sold under Rule 144A, which
                          is exempt from registration under the Securities Act 
                          of 1933, as amended. This security has been 
                          determined to be liquid under guidelines established 
                          by the board.
                          (H) Foreign security values are stated in U.S. 
                          dollars. For debt securities, principal amounts are 
                          denominated in the currency indicated.
                          (I) Identifies issues considered to be illiquid (see 
                          Note 1 to the financial statements). Information 
                          concerning such security holdings at Sept. 30, 1997, 
                          is as follows:
 
<TABLE>
<CAPTION>
                                                              ACQUISITION
                          SECURITY                               DATE           COST
                          -------------------------------------------------------------
                          <S>                                   <C>          <C>           
                          American United Life*                 02/13/96     $4,000,000
                            7.75% 2026
                          Virginia-American Water               07/13/56        220,000
                            5.05% Cm
</TABLE>

                          * Represents a security sold under Rule 144A, which is
                          exempt from registration under the Securities Act of 
                          1933, as amended.
                          (J) Commercial paper sold within terms of a private
                          placement memorandum, exempt from registration under
                          Section 4(2) of the Securities Act of 1933, as 
                          amended, and may be sold only to dealers in that 
                          program or other "accredited investors." This 
                          security has been determined to be liquid under 
                          guidelines established by the board.
                          (K) Interest rate varies to reflect current market
                          conditions, rate shown is the effective rate on 
                          Sept. 30, 1997.
                          (L) The following abbreviation is used in portfolio
                          descriptions to identify the insurer of the issue:
                          MBIA--Municipal Bond Investors Assurance
                          (M) At Sept. 30, 1997, the cost of securities for 
                          federal income tax purposes was $4,268,721,986 and 
                          the aggregate gross unrealized appreciation and 
                          depreciation based on that cost was:

                          Unrealized appreciation................  $662,128,842
                          Unrealized depreciation................   (24,803,366)
                          -----------------------------------------------------
                          Net unrealized appreciation............  $637,325,476
                          -----------------------------------------------------
 
40           
<PAGE>   197
      Independent auditors' report

      The board and shareholders 
      IDS Investment Series, Inc.

      We have audited the  accompanying  statement of assets and  liabilities of
      IDS  Diversified  Equity Income Fund (a series of IDS  Investment  Series,
      Inc.) as of September  30, 1997,  and the related  statement of operations
      for the year then ended,  the statements of changes in net assets for each
      of the  years  in  the  two-year  period  then  ended  and  the  financial
      highlights  for each of the years in the six-year  period ended  September
      30,  1997,  and for the period  from  October 15,  1990  (commencement  of
      operations),  to September 30, 1991.  These  financial  statements and the
      financial  highlights  are  the  responsibility  of fund  management.  Our
      responsibility is to express an opinion on these financial  statements and
      the financial highlights based on our audits.

      We conducted our audits in accordance  with  generally  accepted  auditing
      standards.  Those standards  require that we plan and perform the audit to
      obtain reasonable assurance about whether the financial statements and the
      financial highlights are free of material misstatement.  An audit includes
      examining,   on  a  test  basis,   evidence  supporting  the  amounts  and
      disclosures in the financial statements.  An audit also includes assessing
      the  accounting   principles  used  and  significant   estimates  made  by
      management,   as  well  as  evaluating  the  overall  financial  statement
      presentation.  We believe that our audits  provide a reasonable  basis for
      our opinion.

      In our opinion, the financial statements referred to above present fairly,
      in all material respects, the financial position of IDS Diversified Equity
      Income Fund at  September  30,  1997,  and the results of its  operations,
      changes in its net assets and the  financial  highlights  for the  periods
      stated in the first paragraph above, in conformity with generally accepted
      accounting principles.





      KPMG Peat Marwick LLP
      Minneapolis, Minnesota
      November 7, 1997





<PAGE>   198

      Financial statements

      Statement of assets and liabilities
      IDS Diversified Equity Income Fund
      Sept. 30, 1997


<TABLE>
<CAPTION>
                                  Assets

<S>                                                                                             <C>           
 Investment in Equity Income Portfolio (Note 1)                                                 $2,219,724,700
                                                                                                --------------
 Total assets                                                                                    2,219,724,700
                                                                                                --------------

                                  Liabilities

 Dividends payable to shareholders                                                                   1,358,075
 Accrued distribution fee                                                                                7,142
 Accrued service fee                                                                                    12,191
 Accrued transfer agency fee                                                                               834
 Accrued administrative services fee                                                                     1,993
 Other accrued expenses                                                                                264,702
                                                                                                --------------
 Total liabilities                                                                                   1,644,937
                                                                                                --------------
 Net assets applicable to outstanding capital stock                                             $2,218,079,763
                                                                                                ==============

                                  Represented by

 Capital stock-- $.01 par value (Note 1)                                                        $    2,134,077
 Additional paid-in capital                                                                      1,680,504,972
 Undistributed net investment income                                                                 1,899,134
 Accumulated net realized gain (loss)                                                              207,225,172
 Unrealized appreciation (depreciation) on investments and on translation
      of assets and liabilities in foreign currencies                                              326,316.408
                                                                                                --------------
 Total-- representing net assets applicable to outstanding capital stock                        $2,218,079,763
                                                                                                ==============
 Net assets applicable to outstanding shares:             Class A                               $1,789,438,196
                                                          Class B                               $  349,858,844
                                                          Class Y                               $   78,782,723
 Net asset value per share of outstanding capital stock:  Class A shares     172,169,566        $        10.39
                                                          Class B shares      33,662,590        $        10.39
                                                          Class Y shares       7,575,548        $        10.40

</TABLE>

See accompanying notes to financial statements.




<PAGE>   199


      Statement of operations
      IDS Diversified Equity Income Fund
      Year ended Sept. 30, 1997



<TABLE>
<CAPTION>
                                  Investment income:

<S>                                                                                              <C>          
 Dividends                                                                                       $  56,615,321
 Interest                                                                                           24,438,194
      Less: Foreign taxes withheld                                                                    (235,252)
                                                                                                 ------------- 
 Total income                                                                                       80,818,263
                                                                                                 ------------- 
 Expenses (Note 2):
 Expenses allocated from Equity Income Portfolio                                                     9,160,467
 Distribution fee-- Class B                                                                          1,677,884
 Transfer agency fee                                                                                 2,311,423
 Incremental transfer agency fee-- Class B                                                              25,785
 Service fee
      Class A                                                                                        2,627,198
      Class B                                                                                          390,225
      Class Y                                                                                           25,006
 Administrative services fees and expenses                                                             614,714
 Compensation of board members                                                                           9,522
 Compensation of officers                                                                                2,116
 Postage                                                                                               175,578
 Registration fees                                                                                     349,492
 Reports to shareholders                                                                                66,607
 Audit fees                                                                                              7,250
 Other                                                                                                   7,918
                                                                                                 ------------- 
 Total expenses                                                                                     17,451,185
      Earnings credits on cash balances (Note 2)                                                      (112,428)
                                                                                                 ------------- 
 Total net expenses                                                                                 17,338,757
                                                                                                 ------------- 
 Investment income (loss) -- net                                                                    63,479,506
                                                                                                 ------------- 

                                  Realized and unrealized gain (loss) -- net

 Net realized gain (loss) on:
      Security transactions                                                                        212,200,299
      Foreign currency transactions                                                                 (1,394,204)
                                                                                                 ------------- 
 Net realized gain (loss) on investments                                                           210,806,095
 Net change in unrealized appreciation (depreciation) on investments
      and on translation of assets and liabilities in foreign currencies                           167,609,218
                                                                                                 ------------- 
 Net gain (loss) on investments and foreign currencies                                             378,415,313
                                                                                                 ------------- 
 Net increase (decrease) in net assets resulting from operations                                 $ 441,894,819
                                                                                                 =============
</TABLE>

See accompanying notes to financial statements.


<PAGE>   200

      Financial statements

      Statements of changes in net assets
      IDS Diversified Equity Income Fund
      Year ended Sept. 30,


<TABLE>
<CAPTION>
                              Operations and distributions                      1997                  1996

<S>                                                                        <C>                   <C>          
 Investment income (loss)-- net                                            $  63,479,506         $  40,899,762
 Net realized gain (loss) on investments                                     210,806,095           121,028,665
 Net change in unrealized appreciation (depreciation) on investments
      and on translation of assets and liabilities in foreign currencies     167,609,218            41,610,005
                                                                          --------------        --------------
 Net increase (decrease) in net assets resulting from operations             441,894,819           203,538,432
                                                                          --------------        --------------
 Distributions to shareholders from:
      Net investment income
          Class A                                                            (52,847,821)          (37,093,606)
          Class B                                                             (6,401,017)           (1,766,252)
          Class Y                                                             (1,926,320)           (1,023,280)
      Net realized gain
          Class A                                                            (89,873,767)                   --
          Class B                                                            (10,467,031)                   --
          Class Y                                                             (2,712,936)                   --
                                                                          --------------        --------------
 Total distributions                                                        (164,228,892)          (39,883,138)
                                                                          --------------        --------------

                                  Capital share transactions (Note 3)

 Proceeds from sales
      Class A shares (Note 2)                                                370,773,023           257,566,986
      Class B shares                                                         197,003,406            90,334,601
      Class Y shares                                                          45,868,611            14,137,057
 Reinvestment of distributions at net asset value
      Class A shares                                                         137,604,537            34,511,320
      Class B shares                                                          16,532,448             1,659,754
      Class Y shares                                                           4,615,632               998,821
 Payments for redemptions
      Class A shares                                                        (243,648,909)         (242,692,273)
      Class B shares (Note 2)                                                (25,827,767)           (7,145,048)
      Class Y shares                                                         (16,887,734)           (7,846,192)
                                                                          --------------        --------------
 Increase (decrease) in net assets from capital share transactions           486,033,247           141,525,026
                                                                          --------------         -------------
 Total increase (decrease) in net assets                                     763,699,174           305,180,320
 Net assets at beginning of year                                           1,454,380,589         1,149,200,269
                                                                          --------------        --------------
 Net assets at end of year                                                $2,218,079,763        $1,454,380,589
                                                                          ==============        ==============
 Undistributed net investment income                                      $    1,899,134        $    1,451,957
                                                                          --------------        --------------

</TABLE>

See accompanying notes to financial statements.



<PAGE>   201


      Notes to financial statements

      IDS Diversified Equity Income Fund


  1

Summary of
significant
accounting policies

      IDS  Diversified  Equity Income Fund (a series of IDS  Investment  Series,
      Inc.) is registered under the Investment  Company Act of 1940 (as amended)
      as a diversified,  open-end management  investment company. IDS Investment
      Series, Inc. has 10 billion authorized shares of capital stock that can be
      allocated among the separate  series as designated by the board.  The Fund
      offers Class A, Class B and Class Y shares. Class A shares are sold with a
      front-end  sales  charge.  Class B shares may be  subject to a  contingent
      deferred  sales  charge and such shares  automatically  convert to Class A
      shares during the ninth calendar year of ownership. Class Y shares have no
      sales charge and are offered only to qualifying institutional investors.

      All classes of shares have identical  voting,  dividend,  liquidation  and
      other rights, and the same terms and conditions,  except that the level of
      distribution  fee,  transfer  agency fee and service  fee (class  specific
      expenses)  differs  among  classes.  Income,  expenses  (other  than class
      specific  expenses)  and  realized  and  unrealized  gains  or  losses  on
      investments  are allocated to each class of shares based upon its relative
      net assets.

      Investment in Equity Income Portfolio

      Effective  May 13,  1996,  the Fund began  investing  all of its assets in
      Equity Income  Portfolio  (the  Portfolio),  a series of Growth and Income
      Trust, an open-end  investment company that has the same objectives as the
      Fund.  This was  accomplished  by  transferring  the Fund's  assets to the
      Portfolio  in  return  for  a  proportionate  ownership  interest  in  the
      Portfolio.  Equity Income Portfolio seeks to provide  shareholders  with a
      high level of current  income and, as a secondary  goal,  steady growth of
      capital by investing primarily in dividend-paying stocks.

      The Fund records daily its share of the Portfolio's  income,  expenses and
      realized and unrealized gains and losses. The financial  statements of the
      Portfolio  are  included  elsewhere  in this  report and should be read in
      conjunction with the Fund's financial statements.

      The Fund  records its  investment  in the  Portfolio  at the value that is
      equal to the Fund's proportionate  ownership interest in the net assets of
      the Portfolio.  The percentage of the Portfolio owned by the Fund at Sept.
      30, 1997 was 99.96%.  Valuation  of  securities  held by the  Portfolio is
      discussed in Note 1 of the  Portfolio's  "Notes to financial  statements,"
      which are included elsewhere in this report.

      Use of estimates

      The  preparation  of financial  statements  in conformity  with  generally
      accepted  accounting  principles requires management to make estimates and
      assumptions that affect the reported amounts of assets and liabilities and
      disclosure  of  contingent  assets  and  liabilities  at the  date  of the
      financial  statements and the reported amounts of increase and decrease in
      net assets from operations during the period.  Actual results could differ
      from those estimates.

<PAGE>   202


      Federal taxes

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

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

      On the  statements  of assets and  liabilities,  as a result of  permanent
      book-to-tax  differences,  undistributed  net  investment  income has been
      decreased  by  $1,857,171  and  accumulated  net  realized  gain  has been
      increased by $1,857,171.

      Dividends to shareholders

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

  2

Expenses and
sales charges

      In addition to the expenses allocated from the Portfolio, the Fund accrues
      its own expenses as follows:

      Effective  March 20, 1995, the Fund entered into  agreements with American
      Express Financial Corporation (AEFC) for providing administrative services
      and  serving  as  transfer  agent.  Under  its   Administrative   Services
      Agreement,  the Fund pays  AEFC a fee for  administration  and  accounting
      services  at a  percentage  of the  Fund's  average  daily  net  assets in
      reducing   percentages   from   0.04%   to  0.02%   annually.   Additional
      administrative  service  expenses  paid by the Fund are  office  expenses,
      consultants'  fees and compensation of officers and employees.  Under this
      agreement,  the Fund  also  pays  taxes,  audit and  certain  legal  fees,
      registration  fees for shares,  compensation  of board members,  corporate
      filing  fees,  organizational  expenses  and any other  expenses  properly
      payable by the Fund and approved by the board.

      Under a separate  Transfer Agency  Agreement,  AEFC maintains  shareholder
      accounts  and  records.  The Fund pays AEFC an annual fee per  shareholder
      account for this service as follows:

    - Class A $15
    - Class B $16
    - Class Y $15

      Also  effective  March 20, 1995,  the Fund entered  into  agreements  with
      American Express Financial  Advisors Inc. for distribution and shareholder
      servicing-related  services.  Under a Plan and Agreement of  Distribution,
      the Fund pays a distribution  fee at an annual rate of 0.75% of the Fund's

<PAGE>   203

      average daily net assets attributable to Class B shares for
      distribution-related services. 

      Under a  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 and commencing on May 9,
      1997, the fee is calculated at a rate of 0.10% of the Fund's average daily
      net assets attributed to Class Y shares.

      Sales charges  received by American  Express  Financial  Advisors Inc. for
      distributing  Fund shares were  $6,550,223  for Class A and  $157,783  for
      Class B for the year ended Sept. 30, 1997.

      During the year ended Sept. 30, 1997, the Fund's transfer agency fees were
      reduced by $112,428 as a result of earnings  credits from  overnight  cash
      balances.

  3

Capital share
transactions



      Transactions in shares of capital stock for the years indicated are as
      follows:


<TABLE>
<CAPTION>
                                         Year ended Sept. 30, 1997
                                     Class A        Class B     Class Y

      <S>                        <C>            <C>          <C>
      Sold                        38,856,816     20,583,228   4,648,685

      Issued for reinvested
        distributions             14,804,550      1,770,123     493,943

      Redeemed                   (25,579,148)    (2,676,635) (1,724,974)
                                 -----------     ----------  ---------- 

      Net increase (decrease)     28,082,218     19,676,716   3,417,654

                                       Year ended Sept. 30, 1996
                                     Class A        Class B     Class Y

      Sold                        30,304,664     10,622,976   1,658,239

      Issued for reinvested
        distributions              3,994,897        190,413     115,483

      Redeemed                   (28,559,451)      (834,647)   (931,450)
                                 -----------     ----------  ---------- 

      Net increase (decrease)      5,740,110      9,978,742     842,272


</TABLE>

  4

Financial
highlights

      "Financial  highlights" showing per share data and selected information is
      presented on pages 9 and 10 of the prospectus.




<PAGE>   204


      Independent auditors' report

      The board of trustees and unitholders 
      Growth and Income Trust:

      We have  audited the  accompanying  statement  of assets and  liabilities,
      including  the schedule of  investments  in  securities,  of Equity Income
      Portfolio (a series of Growth and Income  Trust) as of September 30, 1997,
      the  related  statement  of  operations  for the year  then  ended and the
      statements of changes in net assets for the year ended  September 30, 1997
      and for the period  from May 13,  1996  (commencement  of  operations)  to
      September 30, 1996. These financial  statements are the  responsibility of
      portfolio management. Our responsibility is to express an opinion on these
      financial statements based on our audits.

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

      In our opinion, the financial statements referred to above present fairly,
      in  all  material  respects,  the  financial  position  of  Equity  Income
      Portfolio at September 30, 1997, and the results of its operations and the
      changes in its net assets for the  periods  stated in the first  paragraph
      above, in conformity with generally accepted accounting principles.





      KPMG Peat Marwick LLP
      Minneapolis, Minnesota
      November 7, 1997


      

<PAGE>   205

      Financial statements

      Statement of assets and liabilities
      Equity Income Portfolio
      Sept. 30, 1997


<TABLE>
<CAPTION>
                                  Assets

 Investments in securities, at value (Note 1)
<S>                                                                                             <C>           
      (identified cost $1,897,012,312)                                                          $2,223,436,124
 Dividends and accrued interest receivable                                                          11,452,466
 Receivable for investment securities sold                                                           2,419,781
 U.S. government securities held as collateral (Note 4)                                              5,581,115
                                                                                                --------------
 Total assets                                                                                    2,242,889,486
                                                                                                --------------

                                  Liabilities

 Disbursement in excess of cash on demand deposit (including bank overdraft of $580,682)             3,854,181
 Payable upon return of securities loaned (Note 4)                                                  18,396,315
 Accrued investment management services fee                                                             29,994
 Other accrued expenses                                                                                 24,232
                                                                                                --------------
 Total liabilities                                                                                  22,304,722
                                                                                                --------------
 Net assets                                                                                     $2,220,584,764
                                                                                                ==============

</TABLE>

 See accompanying notes to financial statements.


 
<PAGE>   206
<TABLE>
<CAPTION>

      Financial statements

      Statement of operations
      Equity Income Portfolio
      Year ended Sept. 30, 1997

                                  Investment income

 Income:
<S>                                                                                              <C>          
 Dividends                                                                                       $  56,638,090
 Interest                                                                                           24,431,586
      Less: Foreign taxes withheld                                                                    (235,345)
                                                                                                --------------
 Total income                                                                                       80,834,331
                                                                                                --------------
 Expenses (Note 2):
 Investment management services fee                                                                  9,000,327
 Compensation of board members                                                                          13,093
 Custodian fees                                                                                         96,721
 Audit fees                                                                                             21,750
 Other                                                                                                  40,370
                                                                                                --------------
 Total expenses                                                                                      9,172,261
      Earnings credits on cash balances (Note 2)                                                        (8,105)
                                                                                                --------------
 Total net expenses                                                                                  9,164,156
                                                                                                --------------
 Investment income (loss) -- net                                                                    71,670,175
                                                                                                --------------

                                  Realized and unrealized gain (loss) -- net

 Net realized gain (loss) on:
      Security transactions (Note 3)                                                               212,265,522
      Foreign currency transactions                                                                 (1,394,798)
                                                                                                --------------
 Net realized gain (loss) on investments                                                           210,870,724
 Net change in unrealized appreciation (depreciation) on investments
      and on translation of assets and liabilities in foreign currencies                           167,694,853
                                                                                                --------------
 Net gain (loss) on investments and foreign currencies                                             378,565,577
                                                                                                --------------
 Net increase (decrease) in net assets resulting from operations                                $  450,235,752
                                                                                                ==============
</TABLE>

See accompanying notes to financial statements.



<PAGE>   207

      Statements of changes in net assets
      Equity Income Portfolio


<TABLE>
<CAPTION>
                                  Operations

                                                                              Year ended   For the period from
                                                                          Sept. 30, 1997      May 13, 1996* to
                                                                                                Sept. 30, 1996
<S>                                                                       <C>                   <C>           
 Investment income (loss)-- net                                           $   71,670,175        $   22,182,820
 Net realized gain (loss) on investments                                     210,870,724            16,088,401
 Net change in unrealized appreciation (depreciation ) on investments
      and on translation of assets and liabilities in foreign currencies     167,694,853            40,690,701
                                                                          --------------        --------------
 Net increase (decrease) in net assets resulting from operations             450,235,752            78,961,922
 Net contributions (withdrawals) from partners                               314,194,640         1,377,167,450
                                                                          --------------        --------------
 Total increase (decrease) in net assets                                     764,430,392         1,456,129,372
 Net assets at beginning of period (Note 1)                                1,456,154,372                25,000
                                                                          --------------        --------------
 Net assets at end of period                                              $2,220,584,764        $1,456,154,372
                                                                          ==============        ==============
</TABLE>

*Commencement of operations.
See accompanying notes to financial statements.


<PAGE>   208



      Notes to financial statements

      Equity Income Portfolio

 1

Summary of
significant
accounting policies

      Equity Income  Portfolio (the  Portfolio) is a series of Growth and Income
      Trust (the Trust) and is registered  under the  Investment  Company Act of
      1940  (as  amended)  as  a  diversified,  open-end  management  investment
      company.  Equity Income Portfolio seeks to provide a high level of current
      income and, as a secondary  goal,  steady  growth of capital by  investing
      primarily in dividend-paying  stocks. The Declaration of Trust permits the
      Trustees to issue  non-transferable  interests in the Portfolio.  On April
      15,  1996,  American  Express  Financial  Corporation  (AEFC)  contributed
      $25,000 to the Portfolio.  Operations did not formally  commence until May
      13, 1996, at which time, an existing  fund  transferred  its assets to the
      Portfolio in return for an ownership percentage of the Portfolio.

      Significant  accounting  policies followed by the Portfolio are summarized
      below:

      Use of estimates

      The  preparation  of financial  statements  in conformity  with  generally
      accepted  accounting  principles requires management to make estimates and
      assumptions that affect the reported amounts of assets and liabilities and
      disclosure  of  contingent  assets  and  liabilities  at the  date  of the
      financial  statements and the reported amounts of increase and decrease in
      net assets from operations during the period.  Actual results could differ
      from those estimates.

      Valuation of securities

      All  securities  are valued at the close of each business day.  Securities
      traded on national  securities  exchanges  or included in national  market
      systems are valued at the last quoted sales  price.  Debt  securities  are
      generally  traded in the over-the counter market and are valued at a price
      deemed best to reflect fair value as quoted by dealers who mark markets in
      these  securities or by an  independent  pricing  service.  Securities for
      which market quotations are not readily available are valued at fair value
      according  to methods  selected  in good  faith by the  board.  Short-term
      securities  maturing  in more  than 60 days  from the  valuation  date are
      valued at the market  price or  approximate  market value based on current
      interest rates;  those maturing in 60 days or less are valued at amortized
      cost.

      Option transactions

      In order to produce  incremental  earnings,  protect gains and  facilitate
      buying and selling of securities  for investment  purposes,  the Portfolio
      may buy and write options traded on any U.S. or foreign exchange or in the
      over-the-counter   market  where  the  completion  of  the  obligation  is
      dependent upon the credit standing of the other party.  The Portfolio also
      may buy and sell put and call  options and write  covered  call options on
      portfolio  securities and may write cash-secured put options.  The risk in
      writing a call option is that the Portfolio  gives up the  opportunity  of
      profit if the market price of the security increases.  The risk in writing



<PAGE>   209

      a put option is that the Portfolio may incur a loss if the market price of
      the security decreases and the option is exercised.  The risk in buying an
      option is that the Portfolio  pays a premium  whether or not the option is
      exercised. The Portfolio also has the additional risk of not being able to
      enter into a closing  transaction  if a liquid  secondary  market does not
      exist.

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

      Futures transactions

      In order to gain exposure to or protect itself from changes in the market,
      the Portfolio may buy and sell financial  futures  contracts traded on any
      U.S. or foreign  exchange.  The  Portfolio  also may buy and write put and
      call options on these  futures  contracts.  Risks of entering into futures
      contracts and related options include the possibility that there may be an
      illiquid  market and that a change in the value of the  contract or option
      may not correlate with changes in the value of the underlying securities.

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

      Foreign currency translations and foreign currency contracts

      Securities  and  other  assets  and  liabilities  denominated  in  foreign
      currencies are translated  daily into U.S.  dollars at the closing rate of
      exchange.  Foreign  currency  amounts  related to the  purchase or sale of
      securities  and income and expenses are translated at the exchange rate on
      the transaction  date. The effect of changes in foreign  exchange rates on
      realized  and  unrealized  security  gains or  losses  is  reflected  as a
      component of such gains or losses.  In the  statement of  operations,  net
      realized gains or losses from foreign currency transactions may arise from
      sales of foreign  currency,  closed forward  contracts,  exchange gains or
      losses realized  between the trade date and settlement dates on securities
      transactions, and other translation gains or losses on dividends, interest
      income and foreign withholding taxes.

      The Portfolio may enter into forward foreign currency  exchange  contracts
      for  operational  purposes and to protect  against  adverse  exchange rate
      fluctuation.  The net U.S. dollar value of foreign currency underlying all
      contractual commitments held by the Portfolio and the resulting unrealized
      appreciation  or  depreciation   are  determined  using  foreign  currency
      exchange  rates from an  independent  pricing  service.  The  Portfolio is
      subject to the credit  risk that the other  party  will not  complete  the
      obligations of the contracts.

      Federal taxes

      For federal  income tax purposes the Portfolio  qualifies as a partnership
      and  each  investor  in the  Portfolio  is  treated  as the  owner  of its
      proportionate share of the net assets,  income,  expenses and realized and
      unrealized  gains  and  losses  of  the  Portfolio.   Accordingly,   as  a
      "pass-through"  entity, the Portfolio does not pay any income dividends or
      capital gain distributions.


<PAGE>   210

      Other

      Security  transactions  are  accounted  for on  the  date  securities  are
      purchased or sold.  Dividend income is recognized on the ex-dividend  date
      and interest  income  including  level-yield  amortization  of premium and
      discount is accrued daily.

  2

Fees and
expenses

      The Trust,  on behalf of the  Portfolio,  has entered  into an  Investment
      Management Services Agreement with AEFC for managing its portfolio.  Under
      this agreement,  AEFC determines which securities will be purchased,  held
      or sold.  The management  fee is a percentage of the  Portfolio's  average
      daily net assets in reducing percentages from 0.53% to 0.4% annually.

      Under the agreement,  the Trust also pays taxes, brokerage commissions and
      nonadvisory  expenses,  which include  custodian  fees,  audit and certain
      legal fees,  fidelity bond premiums,  registration fees for units,  office
      expenses,  consultants' fees,  compensation of trustees,  corporate filing
      fees,  expenses  incurred in  connection  with lending  securities  of the
      Portfolio  and  any  other  expenses  properly  payable  by the  Trust  or
      Portfolio and approved by the board.

      During the year ended Sept. 30, 1997, the Portfolio's  custodian fees were
      reduced by $8,105 as a result of  earnings  credits  from  overnight  cash
      balances.

      Pursuant to a  Placement  Agency  Agreement,  American  Express  Financial
      Advisors Inc. acts as placement agent of the units of the Trust.

  3

Securities
transactions

      Cost of  purchases  and  proceeds  from sales of  securities  (other  than
      short-term  obligations)  aggregated  $1,234,036,651  and  $1,361,519,799,
      respectively,  for the year ended Sept.  30, 1997.  For the same year, the
      portfolio  turnover rate was 81%. Realized gains and losses are determined
      on an identified cost basis.

      Brokerage  commissions paid to brokers  affiliated with AEFC were $125,796
      for the year ended Sept. 30, 1997.

  4

Lending of
portfolio
securities

      At Sept.  30,  1997,  securities  valued  at  $18,396,315  were on loan to
      brokers.  For collateral,  the Portfolio received  $12,815,200 in cash and
      U.S.  government  securities valued at $5,581,115.  Income from securities
      lending  amounted to $738,484 for the year ended Sept. 30, 1997. The risks
      to the  Portfolio  of  securities  lending are that the  borrower  may not
      provide additional  collateral when required or return the securities when
      due.




<PAGE>   211

      Investments in securities

      Equity Income Portfolio                  (Percentages represent value of
      Sept. 30, 1997                        investments compared to net assets)
 

<TABLE>
<CAPTION>
 Common stocks (58.2%)
 Issuer                                        Shares        Value(a)  
 <S>                                          <C>       <C>            
                                                                       
 Automotive & related (1.7%)                                           
 Chrysler                                     505,000   $  18,590,313  
 Ford Motor                                   420,000      19,005,000  
 Total                                                     37,595,313  
                                                                       
 Banks and savings & loans (7.9%)                    
 BankBoston                                   265,000      23,435,937  
 First Union                                  610,000      30,538,125  
 KeyCorp                                      410,000      26,086,250  
 Mellon Bank                                  345,000      18,888,750  
 Morgan (JP)                                  160,000      18,180,000  
 NationsBank                                  290,000(c)   17,943,750  
 Norwest                                      280,000      17,150,000  
 Washington Mutual                            340,000      23,715,000  
 Total                                                    175,937,812  
                                                                       
 Beverages & tobacco (2.4%)                                            
 Anheuser-Busch                               480,000      21,660,000  
 Philip Morris                                735,000      30,548,437  
 Total                                                     52,208,437  

 Building materials & construction (1.1%)
 Martin Marietta Materials                    395,000      14,220,000
 Weyerhaeuser                                 165,000       9,796,875
 Total                                                     24,016,875
                                                                     
 Chemicals (0.5%)                                                    
 Dow Chemical                                 120,000      10,882,500
                                                                     
 Electronics (1.3%)                                                  
 Thomas & Betts                               545,000      29,770,625
                                                                     
 Energy (4.1%)                                                       
 Amoco                                        185,000      17,829,375
 Atlantic Richfield                           240,000      20,505,000
 Chevron                                      190,000      15,805,625
 Mobil                                        225,000      16,650,000
 Texaco                                       320,000      19,660,000
 Total                                                     90,450,000

 Financial services (0.6%)
 Fannie Mae                                   300,000      14,100,000
                                                                     
 Food (2.3%)                                                         
 Heinz (HJ)                                   305,000      14,087,187
 Quaker Oats                                  440,000      22,165,000
 Sara Lee                                     300,000      15,450,000
 Total                                                     51,702,187
                                                                     
 Health care (1.9%)                                                  
 American Home Products                       265,000      19,345,000
 Baxter Intl                                  435,000      22,728,750
 Total                                                     42,073,750

 Industrial equipment & services (0.7%)
</TABLE>

<PAGE>   212

<TABLE>
<S>                                           <C>          <C>       
 General Signal                               350,000      15,137,500
                                                                     
 Insurance (1.8%)                                                    
 Lincoln Natl                                 200,000      13,925,000
 SAFECO                                       470,000      24,910,000
 Total                                                     38,835,000
                                                                     
 Media (1.9%)                                                        
 Dun & Bradstreet                             850,000      24,118,750
 McGraw-Hill                                  265,000      17,937,188
 Total                                                     42,055,938
                                                                     
 Paper & packaging (4.8%)                                            
 Intl Paper                                   195,000      10,737,188
 Kimberly-Clark                               400,000      19,575,000
 Tenneco                                      480,000      22,980,000
 Union Camp                                   380,000      23,441,250
 Unisource Worldwide                        1,615,000      30,685,000
 Total                                                    107,418,438

 Real estate investment trust (5.4%)
 Alexandria Real Estate
    Equities                                  120,000       3,427,500
 Duke Realty                                  300,000       6,843,750
 Equity Residential                           105,000       5,729,062
 FelCor Suite Hotels                          200,000       8,212,500
 Gable Residential Trust                      220,000       5,967,500
 Innkeepers USA Trust                         460,000       7,906,250
 Kilroy Realty                                170,000       4,590,000
 LTC Properties                               210,000       3,990,000
 Merry Land & Investment                      245,000       5,405,312
 Mid-America Apartment                                               
    Communities                               275,000       8,164,063
 Oasis Residential                            162,500       3,960,938
 OMEGA Healthcare Investors                   125,000       4,500,000
 Patriot American                                                    
    Hospitality                               280,004       8,925,138
 Prentiss Properties Trust                    270,000       7,796,250
 Reckson Associates Realty                    220,000       5,857,500
 RFS Hotel Investors                          255,000       4,972,500
 Security Capital Industrial                                         
    Trust                                     216,366       5,043,962
 Simon DeBartolo Group                        140,000       4,620,000
 Storage Trust Realty                         200,000       5,225,000
 Storage USA                                  105,000       4,265,625
 Sun Communities                              140,000       5,022,500
 Total                                                    120,425,350
                                                                     
 Retail (1.9%)                                                       
 May Dept Stores                              370,000      20,165,000
 Penney (JC)                                  370,000      21,552,500
 Total                                                     41,717,500
                                                                     
 Utilities -- electric (4.0%)                      
 DPL                                          590,000      14,455,000
 Duke Power                                   275,000      13,595,313
 FPL Group                                    290,000      14,862,500
 New Century Energies                         385,000      16,001,562
 Northern States Power                        315,000      15,671,250
 Southern Co.                                 665,000      15,004,063
 Total                                                     89,589,688
                                                                     
 Utilities -- gas (1.3%)                                             
 Enron                                        735,000      28,297,500
</TABLE>

<PAGE>   213


<TABLE>
 <S>                                        <C>          <C>
 Utilities -- telephone (5.0%)
 Ameritech                                    310,000      20,615,000
 Bell Atlantic                                510,040(c)   41,026,343
 BellSouth                                    490,000      22,662,500
 GTE                                          585,000      26,544,375
 Total                                                    110,848,218
                                                                     
 Foreign (7.6%) (d)                                                  
 British Petroleum ADR                        270,000      24,519,375
 BTR                                        4,900,000      19,865,394
 EXEL                                         300,000      17,868,750
 Imperial Chemical Inds                       375,000(c)   24,796,875
 Mid Ocean                                    540,000      34,222,500
 Royal Dutch Petroleum                        185,000      10,267,500
 SmithKline Beecham ADR                       220,000      10,752,500
 Tomkins                                    4,770,000      26,873,779
 Total                                                    169,166,673
                                                                     
 Total common stocks                                                 
 (Cost: $986,242,054)                                  $1,292,229,304
                                                                     
 Preferred stocks (9.6%)                                             
 Issuer                                       Shares        Value(a)

 AirTouch Communications                                             
    4% Cv                                     450,000(h)$  13,950,000
    6% Cv                                     500,000      16,281,250
 AutoZone                                                            
    5.50% Cv                                  715,100      19,472,173
 Circuit City Stores                                                 
    5.50% Cv                                  357,143(e,i) 13,303,577
 ConAgra                                                             
    4.50% Cv                                  325,000      19,703,125
 Crown Cork & Seal                                                   
    4.50% Cv                                  700,000      31,150,000
 Gannett                                                             
    4.50% Cv                                  200,000      19,038,000
 Ikon Office Solutions                                               
    $5.04 Cv                                  475,000(c)   30,815,625
 Intel                                                               
    5% Cv                                     128,000(i)   20,930,560
 Service Corp Intl                                                   
    5% Cv                                     475,000(h)   15,318,750
 SunAmerica                                                          
    $3.18 Cv                                  300,000(i)   13,762,500

 Total preferred stocks
 (Cost: $196,815,952)                                    $213,725,560

</TABLE>

<PAGE>   214

<TABLE>
<CAPTION>
 Bonds (6.3%)
 Issuer                                  Coupon              Maturity             Principal            Value (a)
                                          rate                  year                amount
 U.S. government obligations (4.3%)
<S>                                      <C>                  <C>               <C>              <C>           
 U.S. Treasury                           8.125%               2019-21           $79,400,000      $   94,669,172


 Aerospace & defense (0.6%)
 Salomon Brothers United Technologies
    Cv                                   5.00                   1998            15,356,625(f)        14,072,016
                                                                                                 
 Chemicals (0.6%)
 USA Waste Services
    Cv                                   4.00                   2002            12,000,000           13,170,000

 Multi-industry conglomerates (0.8%)
 Salomon Brothers Emerson Electric
    Cv                                   5.00                   1997            19,496,657(f)        18,786,089

 Total bonds
 (Cost: $133,328,312)                                                                              $140,697,277

</TABLE>


See accompanying notes to investments in securities.



<PAGE>   215


<TABLE>
<CAPTION>
 Options purchased (0.4%)
 Issuer                    Number of   Exercise   Expiration      Value (a)     
                           contracts      price         date
 <S>                         <C>         <C>       <C>         <C>
 Put
 S&P 500                       3,500       $900    Dec. 1997    $6,781,250
                               1,000        925    Dec. 1997     2,662,500

 Total options purchased
 (Cost: $13,251,765)                                            $9,443,750

</TABLE>



<TABLE>
<CAPTION>       
 Short-term securities (25.5%)
 Issuer                              Annualized       Amount       Value(a)
                                      yield on      payable at
                                      date of        maturity
                                      purchase

<S>                                      <C>       <C>         <C>
 U.S. government agencies (0.3%)
 Federal Home Loan Mtge Corp Disc Nt
    10-14-97                             5.42%     $ 5,000,000 $  4,990,250
 Federal Natl Mtge Assn Disc Nt
    10-08-97                             5.48        2,000,000    1,997,869
 Total                                                            6,988,119

 Commercial paper (24.4%)
 American General Finance
    10-20-97                             5.55        6,800,000    6,780,225
    10-30-97                             5.54        8,700,000    8,661,384
    11-04-97                             5.55       15,200,000   15,120,901
 Ameritech Capital Funding
    10-28-97                             5.54        6,900,000(g) 6,871,434
 Associates Corp North America
    10-02-97                             5.55       10,000,000    9,998,049
    10-14-97                             5.54       10,000,000    9,980,103
 Avco Financial Services
    12-03-97                             5.59        6,500,000    6,434,711
 BBV Finance (Delaware)
    10-30-97                             5.55        7,300,000    7,267,480
 Beneficial
    11-10-97                             5.55       10,000,000    9,938,778
 BHP Finance
    10-07-97                             5.54        9,700,000    9,691,108
 BOC Group
    10-09-97                             5.53       10,200,000(g)10,187,511
 CAFCO
    10-30-97                             5.56        6,100,000(g) 6,072,777
 Cargill Global
    11-03-97                             5.56        8,500,000(g) 8,454,752
 Ciesco LP
    10-10-97                             5.55       10,000,000(g) 9,984,660
    11-07-97                             5.54        6,100,000    6,065,455
 CIT Group Holdings
    10-16-97                             5.55       15,000,000   14,965,500
    11-04-97                             5.54       11,100,000   11,042,237
 Commercial Credit
    11-06-97                             5.58        6,900,000    6,859,376
 Commerzbank U.S. Finance
    10-03-97                             5.53       11,800,000   11,796,388
    10-16-97                             5.54       18,900,000   18,856,609
    10-29-97                             5.55        9,200,000    9,160,430

</TABLE>

<PAGE>   216

<TABLE>
<S>                                      <C>       <C>          <C>
 Fleet Funding
    10-02-97                             5.55       15,100,000(g)15,097,689
 Gannett
    10-14-97                             5.56%       9,800,000(g) 9,780,501
 Gateway Fuel
    10-27-97                             5.54        7,000,000    6,970,960
 General Electric
    11-13-97                             5.57       10,900,000   10,828,002
 Goldman Sachs Group
    10-03-97                             5.52        8,800,000    8,797,306
    10-24-97                             5.55        8,600,000    8,569,616
    11-13-97                             5.55        5,700,000    5,662,486
 Household Finance
    10-30-97                             5.56        6,300,000    6,271,986
 Kredietbank North America Finance
    10-08-97                             5.53       10,000,000    9,989,286
    11-25-97                             5.57        7,000,000    6,938,787
 May Dept Stores
    11-10-97                             5.56        8,200,000    8,149,798
 Metlife Funding
    10-16-97                             5.53       12,868,000   12,838,511
    10-17-97                             5.55       11,184,000   11,154,585
 Morgan Stanley Group
    10-14-97                             5.54       17,600,000   17,564,981
 Natl Australia Funding (Delaware)
    10-10-97                             5.52       11,500,000   11,484,187
 NBD Bank Canada
    10-15-97                             5.53       14,700,000   14,668,501
    10-24-97                             5.56        7,400,000    7,370,739
 Nestle Capital
    10-06-97                             5.53        4,400,000    4,396,633
 New Center Asset Trust
    10-21-97                             5.54       10,700,000   10,667,246
    10-23-97                             5.53       15,000,000   14,949,583
 Paccar Financial
    10-01-97                             5.52        3,500,000    3,500,000
 Pacific Mutual
    10-02-97                             5.53       10,000,000    9,998,469
 Reed Elsevier
    11-07-97                             5.56        7,100,000(g) 9,937,992
 St. Paul Companies
    10-08-97                             5.54       13,900,000(g)13,885,108
 SBC Communications Capital
    10-23-97                             5.55        8,200,000(g) 8,172,439
    10-28-97                             5.55        5,000,000(g) 4,976,516
    11-03-97                             5.56        8,000,000(g) 7,955,466
    12-12-97                             5.60        7,000,000(g) 6,919,801
 Societe Generale North America
    10-15-97                             5.54%      18,000,000   17,961,430
    10-16-97                             5.54       10,000,000    9,977,042
 Southern California Gas
    10-06-97                             5.53        6,600,000    6,594,949
 Toyota Motor Credit
    10-21-97                             5.55        2,900,000    2,891,123
 USAA Capital
    10-22-97                             5.55        5,400,000    5,382,643
 UBS Finance (Delaware)
    10-06-97                             5.52        4,500,000    4,496,563
    10-06-97                             5.53       15,000,000   14,988,521
    10-09-97                             5.52        7,500,000    7,490,833
 Total                                                          541,470,146

 Letters of credit (0.8%)
 Bank of America-
 AES Barber Point

</TABLE>

<PAGE>   217



<TABLE>
<S>                                     <C>        <C>          <C>
    10-24-97                             5.54%     $10,000,000  $ 9,964,797
 Student Loan Mtge Assn-
 Nebraska Higher Education
    10-30-97                             5.56        8,957,000    8,917,171
 Total                                                           18,881,968


 Total short-term securities
 (Cost: $567,374,229)                                           567,340,233


Total investments in securities
 (Cost: $1,897,012,312) (j)                                  $2,223,436,124

</TABLE>


See accompanying notes to investments in securities.



<PAGE>   218

Notes to investments in securities

(a)  Securities  are valued by  procedures  described in Note 1 to the financial
statements.

(b) Non-income producing.

(c)  Security  is  partially  or  fully on  loan.  See  Note 4 to the  financial
statements.

(d) Foreign security values are stated in U.S. dollars.

(e)  Represents  a  security  sold  under  Rule  144A,   which  is  exempt  from
registration  under the  Securities  Act of 1933, as amended.  This security has
been determined to be liquid under guidelines established by the board.

(f) ELKS are equity-linked securities that are structured as an interest-bearing
debt  security and linked to the common stock of another  company.  The terms of
ELKS differ from those of ordinary debt securities in that the principal  amount
received at maturity is not fixed but is based on the price of the common  stock
the ELK is  linked  to.  The  principal  amount  disclosed  equals  the  current
estimated future value of the amount to be received upon maturity.

(g) Commercial paper sold within terms of a private placement memorandum, exempt
from registration  under Section 4(2) of the Securities Act of 1933, as amended,
and may be sold only to dealers in that program or other "accredited investors."
This security has been determined to be liquid under the guidelines  established
by the board.

(h) PRIDES (Preferred  Redeemable  Increased  Dividend Equity Securities) -- are
structured as convertible  preferred  securities.  Investors receive an enhanced
yield but based upon a specific  formula,  potential  appreciation  is  limited.
PRIDES pay dividends have voting  rights,  are  noncallable  for three years and
upon maturity, convert into shares of common stock.

(i) PERCS (Preferred-Equity Redeemable Cumulative Securities) -- are convertible
preferred  securities.  PERCS are like  buying an  underlying  common  stock and
selling a call option against the position.

(j) At Sept.  30, 1997,  the cost of securities  for federal income tax purposes
was  $1,895,476,541   and  the  aggregate  gross  unrealized   appreciation  and
depreciation based on that cost was:



<TABLE>
<S>                                                             <C>
 Unrealized appreciation........................................$337,838,519
 Unrealized depreciation..........................................(9,878,936)
                                                                  ---------- 
 Net unrealized appreciation....................................$327,959,583

</TABLE>





<PAGE>   219
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 Mutual:

   -   Independent auditors' report dated Nov. 7, 1997.
   -   Statement of assets and liabilities, Sept. 30, 1997.
   -   Statement of operations, year ended Sept. 30, 1997.
   -   Statement of changes in net assets, for the 
       year ended Sept. 30, 1997 and Sept. 30, 1996.
   -   Notes to financial statements.

   For Balanced Portfolio:

   -   Independent auditors' report dated Nov. 7, 1997.
   -   Statement of assets and liabilities, Sept. 30, 1997.
   -   Statement of operations, year ended Sept. 30, 1997.
   -   Statement of changes in net assets, for the year
       ended Sept. 30, 1997 and period from
       May 13, 1996 to Sept. 30, 1996.
   -   Notes to financial statements.
   -   Investments in securities, Sept. 30, 1997.
   -   Notes to investments in securities.
                                                       
   For IDS Diversified Equity                             
   Income Fund:                                      
                                                       
   -   Independent auditors' report dated Nov. 7, 1997. 

   -   Statement of assets and liabilities, Sept. 30, 1997.
   -   Statement of operations, year ended Sept. 30, 1997. 
   -   Statements of changes in net assets, for the year
       ended Sept. 30, 1997 and Sept. 30, 1996. 
   -   Notes to financial statements.                  
                                                       
   For Equity Income Portfolio:                        
                                                       
   -   Independent auditors' report dated Nov. 7, 1997.
   -   Statement of assets and liabilities, Sept. 30, 1997. 
   -   Statement of operations, year ended             
       Sept. 30, 1997.                                 
   -   Statement of changes in net assets, for the     
       year ended Sept. 30, 1997 and period from       
       May 13, 1996 to Sept. 30, 1996.                 
   -   Notes to financial statements.                  
   -   Investments in securities, Sept. 30, 1997.      
   -   Notes to investments in securities.             
    

<PAGE>   220
    (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 herein by reference.                    
                                                                 
    2.      By-laws, as amended January 1O, 1996, filed          
            electronically as Exhibit 2 to Registrant's 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 herein by reference.                 
                                                                 
    5.      Copy of Investment Management Services               
            Agreement between Registrant and American            
            Express Financial Corporation, dated March 20,       
            1995, filed electronically as Exhibit 5 to           
            Registrant's Post-Effective Amendment No. 97         
            to Registration Statement No. 2-11328 is             
            incorporated herein by reference. 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, filed
            electronically as Exhibit 6  to Registrant's 
            Post-Effective Amendment No. 97 to Registration
            Statement No. 2-11328 is incorporated herein
            by reference.

    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, filed electronically as Exhibit 8(a)
            to Registrant's Post-Effective Amendment No. 97 to 
            Registration Statement No 2-11328 is incorporated
            herein by reference.

    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 herein 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 filed electronically as Exhibit 8(c)
           to Registrant's Post-Effective Amendment No. 97 to 
           Registration Statement No 2-11328 is incorporated
           herein by reference.

   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 herein 
           by reference.
 
   9(b).   Copy of Transfer Agency Agreement between
           Registrant and American Express Financial
           Corporation, dated March 20, 1995, filed
           electronically as Exhibit 9(b)
           to Registrant's Post-Effective Amendment No. 97 to 
           Registration Statement No 2-11328 is incorporated
           herein by reference.

   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 herein by
           reference.
 
   9(d).   Copy of Shareholder Service Agreement between
           Registrant and American Express Financial
           Advisors Inc., dated March 20, 1995, filed
           electronically as Exhibit 9(d)
           to Registrant's Post-Effective Amendment No. 97 to 
           Registration Statement No 2-11328 is incorporated
           herein by reference.
  
   9(e).   Copy of Administrative Service Agreement
           between Registrant and American Express
           Financial Corporation, dated March 20, 1995, 
           filed electronically as Exhibit 9(e)
           to Registrant's Post-Effective Amendment No. 97 to 
           Registration Statement No 2-11328 is incorporated
           herein by reference.

   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, filed
           electronically as Exhibit 9(f)
           to Registrant's Post-Effective Amendment No. 97 to 
           Registration Statement No 2-11328 is incorporated
           herein by reference.
 
   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, filed electronically as Exhibit 9(g)
           to Registrant's Post-Effective Amendment No. 97 to 
           Registration Statement No 2-11328 is incorporated
           herein by reference.
   
   9(h).   Copy of Class Y Shareholder Service Agreement
           between IDS Precious Metals Fund, Inc. and American 
           Express Financial Advisors Inc., dated May 9, 1997 filed
           electronically on or about May 27, 1997 as Exhibit 9(e) to 
           IDS Precious Metals Fund, Inc.'s Amendment No. 30 to 
           Registration Statement No. 2-93745, is incorporated
           herein by reference.
  
           Registrant's Class Y Shareholder Service Agreement differs
           from the one incorporated by reference only by the 
           fact that Registrant is one executing party.
  
   10.     Opinion and consent of counsel as to the
           legality of the securities being registered is
           filed electronically herewith.
  
   11.     Independent Auditors' Consent is filed
           electronically herewith.
 
   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 herein by reference.
  
   15.     Copy of Plan and Agreement of Distribution
           between Registrant and American Express
           Financial Advisors Inc., dated March 20, 1995,
           filed electronically as Exhibit 15 to Post-
           Effective Amendment No. 97 to Registration
           Statement No. 2-11328, is incorporated herein
           by reference.
 
   16(a).  Schedule for computation of each performance
           quotation provided in the Registration Statement
           in response to Item 22 for IDS Mutual, filed                   
           electronically as Exhibit 16(a) to Post-Effective
           Amendment No. 88 to Registration No. 2-11328 is
           incorporated herein by reference.
  
   16(b).  Schedule for computation of each performance
           quotation provided in the Registration Statement in
           response to Item 22 for IDS Diversified Equity Income
           Fund, filed electronically as Exhibit 16(b) to
           Post-Effective Amendment No. 88 to Registration
           No. 2-11328 is incorporated herein by reference.
 
   17.     Financial Data Schedules are filed
           electronically herewith.
  
   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 herein by reference.
    

   
   19(a).  Directors' Power of Attorney 
           to sign Amendments to this Registration
           Statement, dated January 8, 1997, is filed
           electronically herewith.
    

<PAGE>   221
   

 19(b).  Officers' Power of Attorney, to sign
         Amendments to this Registration
         Statement, dated Nov. 1, 1995, 
         filed electronically as Exhibit 19(b) 
         to Registrant Post-Effective Amendment 
         No. 96 to Registration Statement No. 
         2-11328, is incorporated herein 
         by reference.

 19(c).  Trustees' Power of Attorney to sign Amendments
         to this Registration Statement, dated January 8,
         1997, is filed electronically herewith.

 19(d).  Officers' Power of Attorney to sign Amendments
         to this Registration Statement, dated April 11,
         1996, filed electronically as Exhibit 19(d)
         to Registrant's Post-Effective Amendment
         No. 97 to Registration Statement No. 2-11328
         is incorporated herein by reference.

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           November 6, 1997
   
              IDS Mutual
              Common Stock
              Class A                       165,846
              Class B                        25,312
              Class Y                       157,209
    
   
              IDS Diversified Equity
              Income Common Stock
              Class A                       135,649
              Class B                        39,710
              Class Y                         8,525
    
 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 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>   222
   
                                   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 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 State of Minnesota on the 25th day of November, 1997.

 IDS INVESTMENT SERIES, INC.
    

<PAGE>   223

   
 By     Matthew N. Karstetter, Treasurer
    


 By /s/ William R. Pearce**
        William R. Pearce, Chief Executive Officer

   
 Pursuant to the requirements of the Securities Act of 1933, this Amendment to
 its Registration Statement has been signed below by the following persons in
 the capacities indicated on the 25th day of November, 1997.
    

 Signature                           Capacity

   
 /s/ William R. Pearce*              Chairman of the Board
    
     William R. Pearce                                

 /s/ John R. Thomas*                 Director
     John R. Thomas

 /s/ H. Brewster Atwater, Jr.*       Director  
     H. Brewster Atwater, Jr.


 /s/ Lynne V. Cheney*                Director
     Lynne V. Cheney


 /s/ William H. Dudley*              Director
     William H. Dudley


 /s/ David R. Hubers*                Director
     David R. Hubers


 /s/ Heinz F. Hutter*                Director  
     Heinz F. Hutter                 


 /s/ Anne P. Jones*                  Director
     Anne P. Jones


 /s/ Alan K. Simpson*                Director
     Alan K. Simpson


 /s/ Edson W. Spencer*               Director
     Edson W. Spencer


 /s/ Wheelock Whitney*               Director
     Wheelock Whitney


 /s/ C. Angus Wurtele*               Director
     C. Angus Wurtele


  *Signed pursuant to Directors' Power of Attorney, dated January 8, 1997,
 filed electronically herewith:


- -----------------
 Leslie L. Ogg

 
<PAGE>   224

 **Signed pursuant to Officers' Power of Attorney, dated November 1, 1995, filed
 electronically as Exhibit 19(b) to Registrant's Post-Effective Amendment No. 96
 to Registration Statement No. 2-11328, by:



 ____________________
 Leslie L. Ogg

                                   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 signed on its behalf by the
 undersigned, thereunto duly authorized, in the City of Minneapolis and State
 of Minnesota on the 25th November, 1997. 
    

                                           GROWTH AND INCOME TRUST


                                           By
   
                                              Matthew N. Karstetter
                                              Treasurer
    


                                           By /s/ William R. Pearce**
                                                  William R. Pearce, Chief
                                                  Executive Officer
                                                 

 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 [day signed] day of November, 1997.

 Signature                                      Capacity

 /s/  William R. Pearce*                        Chairman of the Board
      William R. Pearce
 
  /s/ John R. Thomas*                           Trustee
      John R. Thomas

 /s/  H. Brewster Atwater, Jr.                  Trustee
      H. Brewster Atwater, Jr.  

 /s/  Lynne V. Cheney*                          Trustee
      Lynne V. Cheney

 /s/  William H. Dudley*                        Trustee
      William H. Dudley

 /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/  Alan K. Simpson*                          Trustee
      Alan K. Simpson

 /s/  Edson W. Spencer                          Trustee
      Edson W. Spencer 
 
 /s/  Wheelock Whitney                          Trustee
      Wheelock Whitney  
 
<PAGE>   225

 /s/  C. Angus Wurtele*                         Trustee
      C. Angus Wurtele


 *Signed pursuant to Trustee Power of Attorney, dated
 January 8, 1997, filed electronically herewith by:



 _____________________________
 Leslie L. Ogg

 **Signed pursuant to Officers' Power of Attorney, dated
 April 11, 1996, filed electronically as Exhibit 19(d) to 
 Registrant's Post-Effective Amendment No. 97 to Registration
 Statement No. 2-11328, by:



 _____________________________
 Leslie L. Ogg

                    CONTENTS OF THIS
            POST-EFFECTIVE AMENDMENT NO. 98
         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.

 The signatures.
                
<PAGE>   226
                                EXHIBIT INDEX

 10.     Opinion and consent of counsel as to the
         legality of the securities being registered is
         filed electronically herewith.

 11.     Independent Auditors' Consent is filed
         electronically herewith.

 17.     Financial Data Schedules are filed
         electronically herewith.

 19(a).  Directors' Power of Attorney 
         to sign Amendments to this Registration
         Statement, dated January 8, 1997, filed
         electronically herewith.

<PAGE>   227

   
    

 19(c).  Trustees' Power of Attorney to sign Amendments
         to this Registration Statement, dated January 8,
         1997, is filed electronically herewith.

   
    



<PAGE>   1
Opinion of Counsel                                                    EXHIBIT 10


   
November 25, 1997
    


   
IDS Investment Series, Inc.
IDS Tower 10
Minneapolis, Minnesota 55440-0010
    

Gentlemen:

I have examined the Articles of Incorporation and the By-Laws of the Company
and all necessary certificates, permits, minute books, documents and records of
the Company, and the applicable statutes of the State of Minnesota, and it is
my opinion:

(a)     That the Company is a corporation duly organized and existing under the
        laws of the State of Minnesota with an authorized capital stock
        of 10,000,000,000 shares, all of $.01 par value, that such shares may
        be issued as full or fractional shares;

(b)     That all such authorized shares are, under the laws of the State of
        Minnesota, redeemable as provided in the Articles of
        Incorporation of the Company and upon redemption shall have the status
        of authorized shares and unissued shares;
   
(c)     That the Company registered on November 29, 1992 an indefinite number of
        shares pursuant to Rule 24f-2; and
    

(d)     That shares which were sold at not less than their par value and in
        accordance with applicable federal and state securities laws were 
        legally issued, fully paid and nonassessable.

I hereby consent that the foregoing opinion may be used in connection with this
Post-Effective Amendment.


   
Leslie L. Ogg
Attorney at Law
901 S. Marquette Ave, Suite 2810
Minneapolis, Minnesota   55402-3268
    



BOARD OF DIRECTORS SIGNATURE

<PAGE>   1

Independent auditors' consent
- -----------------------------------------------------------------               
The board and shareholders IDS Investment Series, Inc.:
    IDS Diversified Equity Income Fund
    IDS Mutual

The board of trustees and unitholders Growth and Income Trust:
    Equity Income Portfolio
    Balanced Portfolio

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    , 1997


<PAGE>   1
[ARTICLE] 6
[SERIES]
   [NUMBER]5
   [NAME] IDS MUTUAL FUND CLASS A
<TABLE>
<S>                                        <C>
[PERIOD-TYPE]                              YEAR
[FISCAL-YEAR-END]                          SEP-30-1997
[PERIOD-END]                               SEP-30-1997
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                              4852365922
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              4852365922
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                       417833
[TOTAL-LIABILITIES]                             417833
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    3691777508
[SHARES-COMMON-STOCK]                        212243846
[SHARES-COMMON-PRIOR]                        204992732
[ACCUMULATED-NII-CURRENT]                     10135000
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                      515983124
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     634052457
[NET-ASSETS]                                3251343237
[DIVIDEND-INCOME]                             95315925
[INTEREST-INCOME]                            117938232
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                36172339
[NET-INVESTMENT-INCOME]                      177081818
[REALIZED-GAINS-CURRENT]                     535098902
[APPREC-INCREASE-CURRENT]                    270677545
[NET-CHANGE-FROM-OPS]                        982858265
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                  (112647933)
[DISTRIBUTIONS-OF-GAINS]                   (168695556)
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                       16177572
[NUMBER-OF-SHARES-REDEEMED]                   26678714
[SHARES-REINVESTED]                           17752256
[NET-CHANGE-IN-ASSETS]                       835053587
[ACCUMULATED-NII-PRIOR]                        5692748
[ACCUMULATED-GAINS-PRIOR]                    222006524
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                         21959414
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                               36483820
[AVERAGE-NET-ASSETS]                        2998365965
[PER-SHARE-NAV-BEGIN]                            13.51
[PER-SHARE-NII]                                    .57
[PER-SHARE-GAIN-APPREC]                           2.61
[PER-SHARE-DIVIDEND]                             (.53)
[PER-SHARE-DISTRIBUTIONS]                        (.84)
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              15.32
[EXPENSE-RATIO]                                    .83
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>

<PAGE>   2
[ARTICLE] 6
[SERIES]
   [NUMBER]6
   [NAME] IDS MUTUAL FUND CLASS B
<TABLE>
<S>                                         <C>
[PERIOD-TYPE]                               YEAR
[FISCAL-YEAR-END]                           SEP-30-1997
[PERIOD-END]                                SEP-30-1997
[INVESTMENTS-AT-COST]                                 0
[INVESTMENTS-AT-VALUE]                                0
[RECEIVABLES]                                         0
[ASSETS-OTHER]                               4852365922
[OTHER-ITEMS-ASSETS]                                  0
[TOTAL-ASSETS]                               4852365922
[PAYABLE-FOR-SECURITIES]                              0
[SENIOR-LONG-TERM-DEBT]                               0
[OTHER-ITEMS-LIABILITIES]                        417833
[TOTAL-LIABILITIES]                              417833
[SENIOR-EQUITY]                                       0
[PAID-IN-CAPITAL-COMMON]                     3691777508
[SHARES-COMMON-STOCK]                          17282662
[SHARES-COMMON-PRIOR]                           9892377
[ACCUMULATED-NII-CURRENT]                      10135000
[OVERDISTRIBUTION-NII]                                0
[ACCUMULATED-NET-GAINS]                       515983124
[OVERDISTRIBUTION-GAINS]                              0
[ACCUM-APPREC-OR-DEPREC]                      634052457
[NET-ASSETS]                                  263556984
[DIVIDEND-INCOME]                              95315925
[INTEREST-INCOME]                             117938232
[OTHER-INCOME]                                        0
[EXPENSES-NET]                                 36172339
[NET-INVESTMENT-INCOME]                       177081818
[REALIZED-GAINS-CURRENT]                      535098902
[APPREC-INCREASE-CURRENT]                     270677545
[NET-CHANGE-FROM-OPS]                         982858265
[EQUALIZATION]                                        0
[DISTRIBUTIONS-OF-INCOME]                     (6407726)
[DISTRIBUTIONS-OF-GAINS]                      (9374819)
[DISTRIBUTIONS-OTHER]                                 0
[NUMBER-OF-SHARES-SOLD]                         8102822
[NUMBER-OF-SHARES-REDEEMED]                     1825256
[SHARES-REINVESTED]                             1112719
[NET-CHANGE-IN-ASSETS]                        835053587
[ACCUMULATED-NII-PRIOR]                         5692748
[ACCUMULATED-GAINS-PRIOR]                     222006524
[OVERDISTRIB-NII-PRIOR]                               0
[OVERDIST-NET-GAINS-PRIOR]                            0
[GROSS-ADVISORY-FEES]                          21959414
[INTEREST-EXPENSE]                                    0
[GROSS-EXPENSE]                                36483820
[AVERAGE-NET-ASSETS]                          194265746
[PER-SHARE-NAV-BEGIN]                             13.47
[PER-SHARE-NII]                                     .46
[PER-SHARE-GAIN-APPREC]                            2.59
[PER-SHARE-DIVIDEND]                              (.43)
[PER-SHARE-DISTRIBUTIONS]                         (.84)
[RETURNS-OF-CAPITAL]                                  0
[PER-SHARE-NAV-END]                               15.25
[EXPENSE-RATIO]                                    1.59
[AVG-DEBT-OUTSTANDING]                                0
[AVG-DEBT-PER-SHARE]                                  0
</TABLE>

<PAGE>   3
[ARTICLE] 6
[SERIES]
   [NUMBER]7
   [NAME] IDS MUTUAL FUND CLASS Y
<TABLE>
<S>                                       <C>
[PERIOD-TYPE]                             YEAR
[FISCAL-YEAR-END]                         SEP-30-1997
[PERIOD-END]                              SEP-30-1997
[INVESTMENTS-AT-COST]                               0
[INVESTMENTS-AT-VALUE]                              0
[RECEIVABLES]                                       0
[ASSETS-OTHER]                             4852365922
[OTHER-ITEMS-ASSETS]                                0
[TOTAL-ASSETS]                             4852365922
[PAYABLE-FOR-SECURITIES]                            0
[SENIOR-LONG-TERM-DEBT]                             0
[OTHER-ITEMS-LIABILITIES]                      417833
[TOTAL-LIABILITIES]                            417833
[SENIOR-EQUITY]                                     0
[PAID-IN-CAPITAL-COMMON]                   3691777508
[SHARES-COMMON-STOCK]                        87273907
[SHARES-COMMON-PRIOR]                        82440491
[ACCUMULATED-NII-CURRENT]                    10135000
[OVERDISTRIBUTION-NII]                              0
[ACCUMULATED-NET-GAINS]                     515983124
[OVERDISTRIBUTION-GAINS]                            0
[ACCUM-APPREC-OR-DEPREC]                    634052457
[NET-ASSETS]                               1337047868
[DIVIDEND-INCOME]                            95315925
[INTEREST-INCOME]                           117938232
[OTHER-INCOME]                                      0
[EXPENSES-NET]                               36172339
[NET-INVESTMENT-INCOME]                     177081818
[REALIZED-GAINS-CURRENT]                    535098902
[APPREC-INCREASE-CURRENT]                   270677545
[NET-CHANGE-FROM-OPS]                       982858265
[EQUALIZATION]                                      0
[DISTRIBUTIONS-OF-INCOME]                  (48077728)
[DISTRIBUTIONS-OF-GAINS]                   (68558106)
[DISTRIBUTIONS-OTHER]                               0
[NUMBER-OF-SHARES-SOLD]                      26414352
[NUMBER-OF-SHARES-REDEEMED]                  29981793
[SHARES-REINVESTED]                           8400857
[NET-CHANGE-IN-ASSETS]                      835053587
[ACCUMULATED-NII-PRIOR]                       5692748
[ACCUMULATED-GAINS-PRIOR]                   222006524
[OVERDISTRIB-NII-PRIOR]                             0
[OVERDIST-NET-GAINS-PRIOR]                          0
[GROSS-ADVISORY-FEES]                        21959414
[INTEREST-EXPENSE]                                  0
[GROSS-EXPENSE]                              36483820
[AVERAGE-NET-ASSETS]                       1226967334
[PER-SHARE-NAV-BEGIN]                           13.51
[PER-SHARE-NII]                                   .59
[PER-SHARE-GAIN-APPREC]                          2.61
[PER-SHARE-DIVIDEND]                            (.55)
[PER-SHARE-DISTRIBUTIONS]                       (.84)
[RETURNS-OF-CAPITAL]                                0
[PER-SHARE-NAV-END]                             15.32
[EXPENSE-RATIO]                                   .70
[AVG-DEBT-OUTSTANDING]                              0
[AVG-DEBT-PER-SHARE]                                0
</TABLE>
<PAGE>   4
[ARTICLE] 6
[SERIES]
   [NUMBER]8
   [NAME] BALANCED PORTFOLIO
<TABLE>
<S>                                            <C>
[PERIOD-TYPE]                                  YEAR
[FISCAL-YEAR-END]                              SEP-30-1997
[PERIOD-END]                                   SEP-30-1997
[INVESTMENTS-AT-COST]                           4273232620
[INVESTMENTS-AT-VALUE]                          4906047462
[RECEIVABLES]                                     48280313
[ASSETS-OTHER]                                    85669027
[OTHER-ITEMS-ASSETS]                                     0
[TOTAL-ASSETS]                                  5039996802
[PAYABLE-FOR-SECURITIES]                          18370329
[SENIOR-LONG-TERM-DEBT]                                  0
[OTHER-ITEMS-LIABILITIES]                        168306575
[TOTAL-LIABILITIES]                              186676904
[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]                                    4853319898
[DIVIDEND-INCOME]                                 95332703
[INTEREST-INCOME]                                117904845
[OTHER-INCOME]                                           0
[EXPENSES-NET]                                    21963273
[NET-INVESTMENT-INCOME]                          191274275
[REALIZED-GAINS-CURRENT]                         535161611
[APPREC-INCREASE-CURRENT]                        270752151
[NET-CHANGE-FROM-OPS]                            997188037
[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]                           835227126
[ACCUMULATED-NII-PRIOR]                                  0
[ACCUMULATED-GAINS-PRIOR]                                0
[OVERDISTRIB-NII-PRIOR]                                  0
[OVERDIST-NET-GAINS-PRIOR]                               0
[GROSS-ADVISORY-FEES]                             21571200
[INTEREST-EXPENSE]                                       0
[GROSS-EXPENSE]                                   21974680
[AVERAGE-NET-ASSETS]                            4421367636
[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>   5
[ARTICLE] 6
[SERIES]
   [NUMBER] 1
   [NAME] IDS DIVERSIFIED EQUITY INCOME FUND CLASS A
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   YEAR
[FISCAL-YEAR-END]                          SEP-30-1997
[PERIOD-END]                               SEP-30-1997
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                              2219724700
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              2219724700
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      1644937
[TOTAL-LIABILITIES]                            1644937
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    1682639049
[SHARES-COMMON-STOCK]                        172169566
[SHARES-COMMON-PRIOR]                        144087348
[ACCUMULATED-NII-CURRENT]                      1899134
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                      207225172
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     326316408
[NET-ASSETS]                                1789438196
[DIVIDEND-INCOME]                             56615321
[INTEREST-INCOME]                             24202942
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                17338757
[NET-INVESTMENT-INCOME]                       63479506
[REALIZED-GAINS-CURRENT]                     210806095
[APPREC-INCREASE-CURRENT]                    167609218
[NET-CHANGE-FROM-OPS]                        441894819
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                     52847821
[DISTRIBUTIONS-OF-GAINS]                      89873767
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                       38856816
[NUMBER-OF-SHARES-REDEEMED]                   25579148
[SHARES-REINVESTED]                           14804550
[NET-CHANGE-IN-ASSETS]                       763699174
[ACCUMULATED-NII-PRIOR]                        1451957
[ACCUMULATED-GAINS-PRIOR]                     97615640
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          9160467
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                               17451185
[AVERAGE-NET-ASSETS]                        1515525969
[PER-SHARE-NAV-BEGIN]                             8.96
[PER-SHARE-NII]                                    .34
[PER-SHARE-GAIN-APPREC]                           2.04
[PER-SHARE-DIVIDEND]                               .33
[PER-SHARE-DISTRIBUTIONS]                          .62
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              10.39
[EXPENSE-RATIO]                                      0
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>
<PAGE>   6
[ARTICLE] 6
[SERIES]
   [NUMBER] 2
   [NAME] IDS DIVERSIFIED EQUITY INCOME FUND CLASS B
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   YEAR
[FISCAL-YEAR-END]                          SEP-30-1997
[PERIOD-END]                               SEP-30-1997
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                              2219724700
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              2219724700
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      1644937
[TOTAL-LIABILITIES]                            1644937
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    1682639049
[SHARES-COMMON-STOCK]                         33662590
[SHARES-COMMON-PRIOR]                         13985874
[ACCUMULATED-NII-CURRENT]                      1899134
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                      207225172
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     326316408
[NET-ASSETS]                                 349858844
[DIVIDEND-INCOME]                             56615321
[INTEREST-INCOME]                             24202942
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                17338757
[NET-INVESTMENT-INCOME]                       63479506
[REALIZED-GAINS-CURRENT]                     210806095
[APPREC-INCREASE-CURRENT]                    167609218
[NET-CHANGE-FROM-OPS]                        441894819
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                      6401017
[DISTRIBUTIONS-OF-GAINS]                      10467031
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                       20583228
[NUMBER-OF-SHARES-REDEEMED]                    2676635
[SHARES-REINVESTED]                            1770123
[NET-CHANGE-IN-ASSETS]                       763699174
[ACCUMULATED-NII-PRIOR]                        1451957
[ACCUMULATED-GAINS-PRIOR]                     97615640
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          9160467
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                               17451185
[AVERAGE-NET-ASSETS]                         223815261
[PER-SHARE-NAV-BEGIN]                             8.96
[PER-SHARE-NII]                                    .27
[PER-SHARE-GAIN-APPREC]                           2.04
[PER-SHARE-DIVIDEND]                               .26
[PER-SHARE-DISTRIBUTIONS]                          .62
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              10.39
[EXPENSE-RATIO]                                      0
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>
<PAGE>   7
[ARTICLE] 6
[SERIES]
   [NUMBER] 3
   [NAME] IDS DIVERSIFIED EQUITY INCOME FUND CLASS Y
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   YEAR
[FISCAL-YEAR-END]                          SEP-30-1997
[PERIOD-END]                               SEP-30-1997
[INVESTMENTS-AT-COST]                                0
[INVESTMENTS-AT-VALUE]                               0
[RECEIVABLES]                                        0
[ASSETS-OTHER]                              2219724700
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              2219724700
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                      1644937
[TOTAL-LIABILITIES]                            1644937
[SENIOR-EQUITY]                                      0
[PAID-IN-CAPITAL-COMMON]                    1682639049
[SHARES-COMMON-STOCK]                          7575548
[SHARES-COMMON-PRIOR]                          4157894
[ACCUMULATED-NII-CURRENT]                      1899134
[OVERDISTRIBUTION-NII]                               0
[ACCUMULATED-NET-GAINS]                      207225172
[OVERDISTRIBUTION-GAINS]                             0
[ACCUM-APPREC-OR-DEPREC]                     326316408
[NET-ASSETS]                                  78782723
[DIVIDEND-INCOME]                             56615321
[INTEREST-INCOME]                             24202942
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                17338757
[NET-INVESTMENT-INCOME]                       63479506
[REALIZED-GAINS-CURRENT]                     210806095
[APPREC-INCREASE-CURRENT]                    167609218
[NET-CHANGE-FROM-OPS]                        441894819
[EQUALIZATION]                                       0
[DISTRIBUTIONS-OF-INCOME]                      1926320
[DISTRIBUTIONS-OF-GAINS]                       2712936
[DISTRIBUTIONS-OTHER]                                0
[NUMBER-OF-SHARES-SOLD]                        4648685
[NUMBER-OF-SHARES-REDEEMED]                    1724974
[SHARES-REINVESTED]                             493943
[NET-CHANGE-IN-ASSETS]                       763699174
[ACCUMULATED-NII-PRIOR]                        1451957
[ACCUMULATED-GAINS-PRIOR]                     97615640
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          9160467
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                               17451185
[AVERAGE-NET-ASSETS]                          51745191
[PER-SHARE-NAV-BEGIN]                             8.96
[PER-SHARE-NII]                                    .35
[PER-SHARE-GAIN-APPREC]                           2.05
[PER-SHARE-DIVIDEND]                               .34
[PER-SHARE-DISTRIBUTIONS]                          .62
[RETURNS-OF-CAPITAL]                                 0
[PER-SHARE-NAV-END]                              10.40
[EXPENSE-RATIO]                                      0
[AVG-DEBT-OUTSTANDING]                               0
[AVG-DEBT-PER-SHARE]                                 0
</TABLE>
<PAGE>   8
[ARTICLE] 6
[SERIES]
   [NUMBER] 4
   [NAME] EQUITY INCOME PORTFOLIO
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   YEAR
[FISCAL-YEAR-END]                          SEP-30-1997
[PERIOD-END]                               SEP-30-1997
[INVESTMENTS-AT-COST]                       1897012312
[INVESTMENTS-AT-VALUE]                      2223436124
[RECEIVABLES]                                 13872247
[ASSETS-OTHER]                                 5581115
[OTHER-ITEMS-ASSETS]                                 0
[TOTAL-ASSETS]                              2242889486
[PAYABLE-FOR-SECURITIES]                             0
[SENIOR-LONG-TERM-DEBT]                              0
[OTHER-ITEMS-LIABILITIES]                     22304722
[TOTAL-LIABILITIES]                           22304722
[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]                                2220584764
[DIVIDEND-INCOME]                             56638090
[INTEREST-INCOME]                             24196241
[OTHER-INCOME]                                       0
[EXPENSES-NET]                                 9164156
[NET-INVESTMENT-INCOME]                       71670175
[REALIZED-GAINS-CURRENT]                     210870724
[APPREC-INCREASE-CURRENT]                    167694853
[NET-CHANGE-FROM-OPS]                        450235752
[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]                       764430392
[ACCUMULATED-NII-PRIOR]                              0
[ACCUMULATED-GAINS-PRIOR]                            0
[OVERDISTRIB-NII-PRIOR]                              0
[OVERDIST-NET-GAINS-PRIOR]                           0
[GROSS-ADVISORY-FEES]                          9000327
[INTEREST-EXPENSE]                                   0
[GROSS-EXPENSE]                                9172261
[AVERAGE-NET-ASSETS]                        1799556318
[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>   1
                                                                   EXHIBIT 19(a)


                     DIRECTORS/TRUSTEES POWER OF ATTORNEY



City of Minneapolis

State of Minnesota


     Each of the undersigned, as directors and 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 Securities Act of 1933 and the Investment Company Act of 1940 with the
Securities and Exchange Commission:


<TABLE>
<CAPTION>
                                                        1933 Act                1940 Act        
                                                      Reg. Number             Reg. Number       
                                                      -----------             -----------       
<S>                                                     <C>                     <C>             
          IDS Bond Fund, Inc.                            2-51586                 811-2503       
          IDS California Tax-Exempt Trust                33-5103                 811-4646       
          IDS Discovery Fund, Inc.                       2-72174                 811-3178       
          IDS Equity Select Fund, Inc.                   2-13188                 811-772        
          IDS Extra Income Fund, Inc.                    2-86637                 811-3848       
          IDS Federal Income Fund, Inc.                  2-96512                 811-4260       
          IDS Global Series, Inc.                        33-25824                811-5696       
          IDS Growth Fund, Inc.                          2-38355                 811-2111       
          IDS High Yield Tax-Exempt Fund, Inc.           2-63552                 811-2901       
          IDS International Fund, Inc.                   2-92309                 811-4075       
          IDS Investment Series, Inc.                    2-11328                 811-54         
          IDS Managed Retirement Fund, Inc.              2-93801                 811-4133       
          IDS Market Advantage Series, Inc.              33-30770                811-5897       
          IDS Money Market Series, Inc.                  2-54516                 811-2591       
          IDS New Dimensions Fund, Inc.                  2-28529                 811-1629       
          IDS Precious Metals Fund, Inc.                 2-93745                 811-4132       
          IDS Progressive Fund, Inc.                     2-30059                 811-1714       
          IDS Selective Fund, Inc.                       2-10700                 811-499        
          IDS Special Tax-Exempt Series Trust            33-5102                 811-4647       
          IDS Stock Fund, Inc.                           2-11358                 811-498        
          IDS Strategy Fund, Inc.                        2-89288                 811-3956       
          IDS Tax-Exempt Bond Fund, Inc.                 2-57328                 811-2686       
          IDS Tax-Free Money Fund, Inc.                  2-66868                 811-3003       
          IDS Utilities Income Fund, Inc.                33-20872                811-5522       
                                                                                                  
</TABLE>

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 Acts and any rules and


                                      -1-
<PAGE>   2
                                                        EXHIBIT 19(a)
                                                         [CONTINUED]        

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 8th day of January, 1997.
   

     /s/ H. Brewster Atwater, Jr.                    /s/ Melvin R. Laird
     ------------------------------                  ------------------------
         H. Brewster Atwater, Jr.                        Melvin R. Laird


     /s/ Lynne V. Cheney                             /s/ William R. Pearce
     ------------------------------                  ------------------------
         Lynne V. Cheney                                 William R. Pearce


     /s/ William H. Dudley                           /s/ Alan K. Simpson
     ------------------------------                  ------------------------
         William H. Dudley                               Alan K. Simpson


     /s/ Robert F. Froehlke                          /s/ Edson W. Spencer
     ------------------------------                  ------------------------
         Robert F. Froehlke                              Edson W. Spencer


     /s/ David R. Hubers                             /s/ John R. Thomas
     ------------------------------                  ------------------------
         David R. Hubers                                 John R. Thomas

                                           
     /s/ Heinz F. Hutter                             /s/ Wheelock Whitney
     ------------------------------                  ------------------------
         Heinz F. Hutter                                 Wheelock Whitney


     /s/ Anne P. Jones                               /s/ C. Angus Wurtele
     ------------------------------                  ------------------------
         Anne P. Jones                                   C. Angus Wurtele      

    




                                      -2-




<PAGE>   1
                                                                EXHIBIT 19(c)


                           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:

                                                        1940 Act
                                                       Reg. Number
                                                       -----------

                Growth Trust                            811-07395
                Growth and Income Trust                 811-07393
                Income Trust                            811-07307
                Tax-Free Income Trust                   811-07397
                World Trust                             811-07399


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 8th day of January, 1997.
   

     /s/ H. Brewster Atwater, Jr.                    /s/ Melvin R. Laird
     ------------------------------                  ------------------------
         H. Brewster Atwater, Jr.                        Melvin R. Laird


     /s/ Lynne V. Cheney                             /s/ William R. Pearce
     ------------------------------                  ------------------------
         Lynne V. Cheney                                 William R. Pearce


     /s/ William H. Dudley                           /s/ Alan K. Simpson
     ------------------------------                  ------------------------
         William H. Dudley                               Alan K. Simpson


     /s/ Robert F. Froehlke                          /s/ Edson W. Spencer
     ------------------------------                  ------------------------
         Robert F. Froehlke                              Edson W. Spencer


     /s/ David R. Hubers                             /s/ John R. Thomas
     ------------------------------                  ------------------------
         David R. Hubers                                 John R. Thomas


     /s/ Heinz F. Hutter                             /s/ Wheelock Whitney
     ------------------------------                  ------------------------
         Heinz F. Hutter                                 Wheelock Whitney


     /s/ Anne P. Jones                               /s/ C. Angus Wurtele
     ------------------------------                  ------------------------
         Anne P. Jones                                   C. Angus Wurtele
     



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