IDS LIFE INSURANCE CO
POS AM, 2000-05-11
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-1
                         POST-EFFECTIVE AMENDMENT NO. 9
                     TO REGISTRATION STATEMENT No. 33-50968

                                      Under

                           The Securities Act of 1933


                           IDS Life Insurance Company
- -------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

                                    Minnesota
- -------------------------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)

                                       63
- -------------------------------------------------------------------------------
            (Primary Standard Industrial Classification Code Number)

                                   41-0823832
- -------------------------------------------------------------------------------
                      (I.R.S. Employer Identification No.)

         200 AXP Financial Center, Minneapolis, MN 55474 (612) 671-3131
- -------------------------------------------------------------------------------
               (Address, including zip code, and telephone number,
                 including area code, of registrant's principal
                               executive offices)

                               Bruce Kohn, Counsel
                           IDS Life Insurance Company
             200 AXP Financial Center, Minneapolis, Minnesota 55474
                                 (612) 671-2221
- -------------------------------------------------------------------------------
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

If any of the  securities  being  registered on this Form are to be offered on a
delayed or continuous  basis  pursuant to Rule 415 under the  Securities  Act of
1933, check the following box. [X]

<PAGE>

                                     Calculation of Registration Fee
<TABLE>
<S>                                   <C>               <C>                      <C>                     <C>
- ------------------------------------- ----------------- ------------------------ ----------------------- -------------------
Title of each class of securities       Amount to be       Proposed maximum         Proposed maximum         Amount of
to be registered                         registered     offering price per unit    aggregate offering     registration fee
                                                                                         price
- ------------------------------------- ----------------- ------------------------ ----------------------- -------------------
Interests  in a flexible  premium           N/A
group market  value  annuity
contract and individual market
value annuity contracts for
non-tax qualified  purchases.
</TABLE>

<PAGE>

                                     PART I.

                       INFORMATION REQUIRED IN PROSPECTUS

            Attached hereto and made a part hereof is the Prospectus.

<PAGE>


American Express
Flexible Payment Market Value Annuity
Prospectus, May 12, 2000

IDS Life  Insurance  Company  (IDS Life)  issues and offers this  annuity in two
ways:


o    a group market value annuity contract, and

o    individual market value annuity contracts

To buy this  annuity,  you must  send IDS Life a  purchase  payment  of at least
$5,000 with an  application  for a contract.  You may make  additional  purchase
payments of at least $2,000.

IDS Life Account MGA
Group and Individual Flexible Premium Market
Value Annuity Contracts


Issued and sold by:
IDS Life Insurance Company
200 AXP Financial Center
Minneapolis, MN 55474
Telephone: 800-862-7919


If you choose not to hold these securities until the end of a guarantee  period,
they  may  be  subject  to  a  substantial  surrender  charge  or  market  value
adjustment. As a result, you could get less than your purchase payment back.

Interest  rates for  future  guarantee  periods  may be higher or lower than the
previous  guaranteed interest rate. The minimum guaranteed renewal interest rate
is 3%. IDS Life guarantees this rate.


The  Securities  and Exchange  Commission  (SEC) has not approved or disapproved
these  securities  or  passed  upon  the  adequacy  of  this   prospectus.   Any
representation to the contrary is a criminal offense.


IDS Life is not a bank or financial  institution,  and the  securities it offers
are not deposits or obligations of, backed or guaranteed or endorsed by any bank
or financial  institution nor are they insured by the Federal Deposit  Insurance
Corporation,  the Federal Reserve Board or any other agency. Investments in this
annuity involve investment risk including the possible loss of principal.

<PAGE>

Table of contents                                                         Page


The Flexible Payment Market Value Annuity in Brief............................


Key terms.....................................................................

Description of contracts......................................................
General.......................................................................
Application and purchase payment..............................................
Right to cancel...............................................................
Guarantee periods.............................................................
Surrenders, free withdrawals and systematic withdrawals.......................
Surrender charge..............................................................
Transfers.....................................................................
Market value adjustment.......................................................
Premium taxes.................................................................
Death benefit prior to settlement.............................................
Death benefit after settlement................................................
Statement.....................................................................
Choosing the settlement date and annuity payment plan.........................

Amendment, distribution and assignment of contracts...........................
Amendment of contracts........................................................
Distribution of contracts.....................................................
Assignment of contracts

Federal tax considerations....................................................

The Company...................................................................
Business......................................................................
Investments by IDS Life.......................................................
Selected financial data.......................................................
Management's discussion and analysis of consolidated
financial condition and results of operations.................................

Directors and executive officers..............................................
Executive compensation........................................................
Security ownership of management..............................................

Legal proceedings.............................................................

Experts.......................................................................

Appendix A - Partial surrender illustration...................................

Appendix B - Market value adjustment illustration.............................


IDS Life Insurance Company financial information..............................


<PAGE>


The Flexible Payment Market Value Annuity in Brief


In this  prospectus,  "we",  "us" and  "IDS  Life"  refer to IDS Life  Insurance
Company and "you" and "yours" refer to an owner who has been issued a contract.

This summary is incomplete. Do not rely on it as a description of your contract.
For more complete information, you must read the entire prospectus. You can find
more  information  about a topic in the  summary by  turning  to the  discussion
beginning at the page listed after that topic in the summary.


Contracts:  We are offering  qualified  and  nonqualified  group and  individual
flexible  premium  market  value  annuity  contracts  to the general  public for
non-tax  qualified and tax  qualified  purchases.  A qualified  annuity will not
provide  any  necessary  or  additional  tax  deferral  if it is  used to fund a
retirement plan that is tax-deferred.  However,  the contract has features other
than tax-deferral that may make it an appropriate investment for your retirement
plan. You should  compare these  features and their costs with other  investment
options before deciding to purchase this contract.

Each  subaccount  of the  contracts  has a guaranteed  rate of interest  that we
credit  to the  purchase  payment  when it is held to the end of the  subaccount
guarantee  period.  Surrenders  or  transfers  before  the  end of a  subaccount
guarantee period are subject to a market value adjustment and, if it applies,  a
surrender  charge.  Surrenders or transfers are available  without  market value
adjustment on the last day of each  subaccount  guarantee  period and during the
first ten days of each new subaccount guarantee period. A free withdrawal amount
is available under each subaccount.


Guarantee  periods:   When  you  make  an  initial  purchase  payment  under  an
application,  or an  additional  purchase  payment or transfer  you allocate the
payment or  transfer  to one or more  subaccounts  that we offer when we receive
your application and payment.  We establish a subaccount for each combination of
guarantee  period and guarantee rate to which you allocate a purchase payment or
transfer.  The purchase  payment or transfer  allocated to each subaccount earns
interest  at the rate  for  that  subaccount  that we have  guaranteed  for your
contract. We credit interest daily. Credited interest earns interest at the rate
we established. The guarantee rate we establish will always be at least 3%. (p.)

When a subaccount  guarantee  period ends, a new guarantee period will begin. We
will transfer the subaccount  accumulation value without market value adjustment
to a new subaccount.  The new subaccount  guarantee  period will be for one year
unless you choose a different  period from those we offer at that time.  The new
guarantee period may never extend beyond the settlement date. (p.)


Surrenders, free withdrawals and systematic withdrawals: Each contract year, you
may surrender or transfer free withdrawal amounts. These free withdrawal amounts
are not  subject  to either a  surrender  charge or a market  value  adjustment.
However,  they are subject to federal income tax and may be subject to a federal
penalty  tax and,  under  certain  tax-deferred  annuities,  to 20%  income  tax
withholding.   Free  withdrawal  amounts  are  calculated  separately  for  each
subaccount.  From the time we establish a subaccount for you as a result of your
payment or transfer,  up to the next contract  anniversary,  the free withdrawal
amount is 10% of the subaccount  payment or transfer.  During each contract year
after that, the free withdrawal amount is 10% of the prior contract  anniversary
subaccount  accumulation value. You also may establish systematic withdrawals of
amounts up to the free withdrawal amount. (p.)


With some  restrictions,  we permit  partial or total  surrenders.  We may delay
payment of any surrender for up to six months from the date we receive notice of
surrender or for the period permitted by state law, if less. We will not delay a
payment for more than seven days except under extraordinary circumstances. If we
choose to  exercise  this right,  then  during  this  delay,  we will pay annual
interest of at least 3% of any amounts delayed for more than thirty days. (p.)

<PAGE>

Surrender charge:  Surrenders may be subject to a surrender charge. We calculate
surrender charges  separately for each subaccount.  The surrender charge depends
on the number of contract years a purchase payment allocated to a subaccount has
been in the contract.  If you surrender  from a subaccount  before your purchase
payments in that  subaccount have been in the contract for eight contract years,
a surrender  charge,  beginning at a maximum of 7% of the market  adjusted value
surrendered  will be  subtracted  from that  subaccount.  There are no surrender
charges for payments  that have been in the contract for eight or more  contract
years or if the  surrender  occurs  on the last  day of a  subaccount  guarantee
period or during the first ten days of the new subaccount  guarantee  period. We
will waive the surrender charge in certain instances. (p.)

Transfers:  You may transfer the accumulation value from an existing  subaccount
to a new  subaccount at any time before the  settlement  date as long as the old
subaccount  existed  for at least one  calendar  year before the  transfer.  The
minimum  accumulation  value  the  owner may  transfer  is $2,000 or the  entire
subaccount  accumulation  value,  if less.  For  transfers  before  the end of a
subaccount  guarantee  period,  there will be a market value  adjustment  to the
accumulation value in excess of the free withdrawal amount. (p.)

Market value adjustment: A market value adjustment applies when the surrender or
transfer occurs before the end of a subaccount  guarantee period. A market value
adjustment is a change in the  subaccount  accumulation  value.  Therefore,  the
amount  distributed  from a  subaccount  on surrender or transfer may be more or
less than the total purchase payments or transfers made to that subaccount (plus
accrued  interest).  We find the market value  adjustment using the rate we then
are paying on purchase  payments or transfers made to new  subaccounts for about
the same time as the time remaining in your subaccount guarantee period. (p.)

Premium taxes: We may deduct premium taxes from the  accumulation  value of your
contract.  State  premium  taxes  range  from 0 to 3.5% of your  gross  purchase
payments. (p.)

Death benefit prior to settlement:  The contract provides for a guaranteed death
benefit.  If the annuitant or owner dies before the settlement date, we will pay
to the owner or  beneficiary  the death  benefit  in place of any other  payment
under the contract.  The amount of the death benefit will equal the accumulation
value. (p.)


Choosing the settlement date and annuity payment plan:  Beginning at a specified
time in the future picked by the owner called the  settlement  date, we will pay
the  owner a lump sum  payment  or start to pay a series  of  payments.  You may
choose a series of payments under some annuity payment plans. (p.)


<PAGE>

Key terms

In this prospectus "we", "us" and "IDS Life" refer to IDS Life Insurance Company
and "you" and "yours" refer to an owner who has been issued a contract.

These terms can help you understand details about your annuity:

Accumulation  value - The value of the net purchase and transfer  payments  plus
interest credited,  adjusted for any surrenders. The contract accumulation value
is the sum of all subaccount accumulation values.

Annuitant - The person on whose life monthly annuity payments depend.

Annuity  -  A  contract   purchased  from  an  insurance   company  that  offers
tax-deferred growth of the purchase payment until earnings are withdrawn.

Cash surrender value - The market  adjusted value less any applicable  surrender
charge. On the last day of a guarantee  period,  the cash surrender value is the
accumulation value.


Contract - A deferred annuity contract,  or a certificate  showing your interest
under a group  annuity  contract,  that  permits  you to  accumulate  money  for
retirement by making a purchase  payment.  A contract provides for a lifetime or
other forms of payouts beginning at a specified time in the future.


Contract  anniversary  - The same day and month as the  contract  date each year
that the contract remains in force.

Contract date - The date from which contract  anniversaries,  contract years and
contract months are determined.

Free  withdrawal  amount - The amount of surrenders  and transfers  that you may
make each contract year without market value adjustment or surrender  charge. We
calculate free withdrawal amounts separately for each subaccount.  From the time
a  subaccount  is  established  by  payment  or  transfer  to the next  contract
anniversary,  the free withdrawal  amount is 10% of your  subaccount  payment or
transfer.  During each contract year after that, the free  withdrawal  amount is
10% of the subaccount on the last contract anniversary.

Guarantee  period - The  period for which we  guarantee  a  particular  declared
effective annual interest rate.

Guarantee  rate - The  particular  declared  effective  annual  interest rate we
guarantee for a guarantee period.

Market adjusted value - The accumulation  value in excess of the free withdrawal
amount,  increases or decreased by the market value adjustment formula, plus the
free  withdrawal  amount.  The  adjustment  is for interest rate changes since a
subaccount  begins. We calculate the adjustment  separately for each subaccount.
The contract market adjusted value is the sum of all subaccount  market adjusted
values.

Market value  adjustment - The difference  between the market adjusted value and
the  accumulation  value. It is positive if the market adjusted value is greater
than the accumulation value. It is negative if the accumulation value is greater
than the market adjusted value.

Owner - The person or entity to whom the  contract  is issued.  The owner may be
someone other than the annuitant.

<PAGE>

Purchase payment - Payment made to IDS Life for an annuity.


Qualified  annuity - A contract  that you purchase to fund one of the  following
tax-deferred  retirement plans that is subject to applicable federal law and any
rules of the plan itself:

o    Individual Retirement Annuities (IRAs) under Section 408(b) of the Internal
     Revenue code of 1986, as amended (the Code)
o    Roth IRAs under Section 408A of the Code
o    SIMPLE IRAs under Section 408(p) of the Code
o    Simplified Employee Pension (SEP) plans under Section 408(v) of the Code
o    Plans under Section 401(k) of the Code
o    Custodial and trusted pension and profit sharing plans under Section 401(a)
     of the Code
o    Tax-Sheltered Annuities (TSA's) under Section 403(b) of the Code
o    Qualified annuity plans under Section 403 (a) of the Code
o    Governmental plans under Section 414(d) of the Code
o    Plans under Section 457 of the Code


A qualified annuity will not provide any necessary or additional tax deferral if
it is used to fund a retirement plan that is already tax-deferred.

All other contracts are considered nonqualified annuities.

Settlement - The application of contract value to provide annuity  payments.  If
the  settlement  date is not the last day of a  guarantee  period,  we apply the
market adjusted value of the contract. On the last day of a guarantee period, we
apply the accumulation value of the contract.

Settlement date - The date on which annuity payments are to begin.

Subaccount - An account we establish for each  combination  of guarantee  period
and guarantee  rate to which you allocate a purchase or transfer  payment.  Each
subaccount is  distinguished  by the guarantee period and the date the guarantee
period begins.

Surrender value - The  accumulation  value plus any market value adjustment that
applies, less any surrender charge that applies.

Written  request - A request in writing signed by you and delivered to us at our
corporate office.

Description of contracts

General

This  prospectus  describes  interests in a flexible  premium group market value
annuity contract and individual  market value annuity  contracts  offered by IDS
Life to the general  public for non-tax  qualified and tax qualified  purchases.
Participation  in a group  contract  will be  accounted  for  separately  by the
issuance  of a  certificate  showing  your  interest  under the group  contract.
Participation  in  an  individual  contract  is  shown  by  the  issuance  of an
individual  annuity  contract.  The certificate and the individual  contract are
both referred to as the "contract."


As  described  in this  prospectus,  each  subaccount  of the  contracts  has an
interest rate  guaranteed by IDS Life that we credit to a purchase  payment when
it is held to the end of the subaccount  guarantee  period.  We credit  interest
daily to achieve a stated annual  effective rate, based on a 365 day year. We do
not pay interest on leap days (Feb.  29th).  Surrenders or transfers  before the
end of a subaccount guarantee period are subject to a market value adjustment, a
surrender  charge (if  applicable),  income taxes,  and a 10% IRS tax penalty if
withdrawn prior to age 59 1/2.

<PAGE>

Subject to  insurance  department  approval  of the  contract,  IDS Life will be
offering  this  contract in the District of Columbia  and all states  except New
York.

Application and purchase payment


To apply for a contract,  you must  complete an  application  and make a minimum
purchase payment of $5,000. We permit  additional  purchase payments of at least
$2,000 under a contract.  These additional  purchase  payments may be made until
the date the contract  terminates or the date on which annuity  payments  begin,
whichever is earlier. The maximum total purchase payments in the first and later
contract years is $500,000.  We reserve the right to change this maximum. If you
purchase  the  contract  to fund a  tax-deferred  plan,  that  plan's  limit  on
contributions also will apply.


We will return an improperly completed application, along with the corresponding
purchase payment, five business days after we receive it.

A payment is credited to a contract on the date we receive a properly  completed
application at our corporate office along with the purchase payment. Interest is
earned the next day.  IDS Life then issues a contract  and confirms the purchase
payment in writing.

When  an  initial  purchase  payment  is  made  under  an  application,  or when
additional  purchase payments or transfers are made, you allocate the payment to
one or more subaccounts offered at that time by IDS Life. The minimum amount you
may allocate to a subaccount is $2,000 or, in the case of a transfer, the entire
subaccount  accumulation  value if less than $2,000.  You have a subaccount  for
each guarantee  period to which you allocate an initial  purchase  payment.  You
also have a  subaccount  for each  guarantee  period to which  you  allocate  an
additional  purchase payment or to which you transfer all or part of an existing
subaccount.  Each subaccount is  distinguished  by the guarantee  period and the
date the guarantee period begins.

Right to cancel


You have the right to cancel the  contract  within 10 days after  receipt of the
contract and receive a refund of the entire purchase  payment.  For cancellation
to be effective,  you must mail or deliver notice of  cancellation in writing to
our corporate office at the following address: IDS Life Insurance Company, Attn:
Transactions, 70100 AXP Financial Center, Minneapolis, Minnesota 55474.


Guarantee periods

You select  guarantee  periods from among those we offer. As of the date of this
prospectus,  we are offering guarantee periods with annual durations from one to
10  years;  however,  the  guarantee  periods  we offer in the  future  could be
different.  The guarantee period selected will determine the guarantee rate. The
purchase  payment (less  surrenders made and less  applicable  premium taxes, if
any) or any transfer will earn interest at this guarantee rate during the entire
guarantee period. Interest is credited to your annuity daily. All

<PAGE>

interest rates we quote are effective annual interest rates.  This refers to the
rate that results after interest has compounded daily for a full year.

The example below shows how we will credit interest during the guarantee period.
For the purpose of this example, we have made the assumptions as indicated.

Example of guarantee rate:

Beginning subaccount accumulation value:   $50,000
Guaranteed period:                         10 years
Guarantee rate:                            6% annual effective rate

         Interest credited         Cumulative interest
  Year      during year          credited to the account      Accumulation value

   1       $   3,000.00                 $   3,000.00            $   53,000.00
   2           3,180.00                     6,180.00               56,180.00
   3           3,370.80                     9,550.80               59,550.80
   4           3,573.05                    13,123.85               63,123,85
   5           3,787.43                    16,911.28               66,911.28
   6           4,014.68                    20,925.96               70,925.96
   7           4,255.56                    25,181.51               75,181.51
   8           4,510.89                    29,692.40               79,692.40
   9           4,781.54                    34,473.95               84,473.95
  10           5,068.44                    39,542.38               89,542.38

Guaranteed accumulation value at the end of 10 years is:
$50,000 + $39,542.38 = $89,542.38

Note:  This  example  assumes  no  surrenders  of any  amount  during the entire
ten-year period.  A market value  adjustment  applies and a surrender charge may
apply to any  interim  surrender  in excess of the free  withdrawal  amount (see
Surrenders,  free  withdrawals  and systematic  withdrawals).  The  hypothetical
interest rates only illustrations.  They do not predict future interest rates to
be declared by IDS Life.  Actual  interest rates declared for any given time may
be more or less than those shown.



End of a subaccount guarantee period: When a subaccount guarantee period ends, a
new guarantee  period will begin. We will transfer your subaccount  accumulation
value to a new subaccount without applying a market value adjustment. At the end
of a  guarantee  period,  or during  the  first  ten days of the new  subaccount
guarantee  period,  you also will be able to totally or partially  surrender the
subaccount  accumulation  value  without  market value  adjustment  or surrender
charge.  However, such a surrender will be subject to federal income tax and may
be  subject to a federal  penalty  tax.  Surrenders  from  certain  tax-deferred
annuities  also may be subject to 20% income tax  withholding.  If you surrender
less than the entire subaccount  accumulation value, at least $1,000 must remain
in the subaccount.


We will mail you a notice  twenty-one  calendar days before the guarantee period
ends to remind you to select a new  guarantee  period.  If we do not receive the
written  selection  request within ten calendar days after the guarantee  period
ends, the new guarantee  period will be one year. The new guarantee  period will
never extend beyond the settlement date. For example, if the annuitant is age 82
at the end of a guarantee

<PAGE>

period and the settlement date is the annuitant's age 85, a three-year guarantee
period is the maximum guarantee period that you may choose under the contract.

The  accumulation  value  transferred to the new subaccount is guaranteed by IDS
Life's  general  assets and will earn interest at a guarantee  rate that we have
declared for the guarantee  period.  This  guarantee rate may be higher or lower
than  previous  guarantee  rates.  We may declare new  schedules  of  guaranteed
interest rates as frequently as daily.

At your written  request,  we will notify you of the guarantee rate that applies
to a  specific  guarantee  period.  You also may call us to ask about  guarantee
rates.

Establishment  of guarantee  rates: We will know the guaranteed rate of interest
for a chosen  guarantee  period at the time we receive a purchase payment or you
make a transfer.  We will send a confirmation  that will show the amount paid or
transferred and the applicable  guarantee  rate.  When one subaccount  guarantee
period ends and another  begins,  we will establish a guarantee rate for the new
period  that is equal to or greater  than the rate  credited  on new  comparable
purchase payments at the time. The minimum guarantee rate established by us will
always be at least 3% per year.



The interest rates that IDS Life will declare as guaranteed  rates in the future
are  determined by us at our  discretion.  We will  determine the rates based on
various factors  including,  but not limited to, the interest rate  environment,
returns available on investments backing these annuities (see Investments by IDS
Life),  product design,  competition  and IDS Life's  revenues and expenses.  We
cannot predict nor can we guarantee future  guaranteed  interest rates above the
3% rate.


Surrenders, free withdrawals and systematic withdrawals

General:  Subject to certain  tax law and  retirement  plan  restrictions  noted
below, you may make total and partial surrenders under a contract at any time.

For  all  surrenders,  we will  reduce  the  accumulation  value  by the  amount
surrendered  on the surrender date and that amount will be payable to the owner.
We will also reduce the accumulation  value by any applicable  surrender charge.
We will either  reduce or increase  the  accumulation  value by any market value
adjustment applicable to the surrender. IDS Life will, on request, inform you of
the amount payable in a total or partial surrender.


Any total or  partial  surrender  may be subject  to tax and tax  penalties  and
surrenders  from certain  tax-deferred  annuity may be subject to 20% income tax
withholding. (See Federal tax considerations.)


Tax-sheltered  annuities:  The Code imposes  certain  restrictions on an owner's
right  to  receive  early   distributions   attributable  to  salary   reduction
contributions  from a contract  purchased for a retirement  plan qualified under
Section 403(b) of the Code as a TSA.

Distributions attributable to salary reduction contributions made after Dec. 31,
1988,  plus all earnings  since Dec.  31, 1988,  or to transfers or rollovers of
such amounts from other  contracts,  may come from the TSA contract  only if you
have  attained  age 59-1/2,  have become  disabled as defined in the Code,  have
separated  from the service of the employer that  purchased the contract or have
died.

Additionally,  if you should encounter a financial  hardship (within the meaning
of the Code), you may receive a distribution of all contract values attributable
to salary  reduction  contributions  made after Dec.  31,  1988,  but not of the
earnings on them.

<PAGE>

Even though these rules may permit a distribution  (e.g.,  for hardship or after
separation from service), it may nonetheless be subject to a 10% IRS penalty tax
(in  addition to income tax) as a premature  distribution  and to 20% income tax
withholding. (See Federal tax considerations.)

These  restrictions  do not apply to transfers of contract values to another TSA
investment vehicle available through the employer.


Free withdrawal  amounts:  You may surrender or transfer free withdrawal amounts
each contract year.  These free  withdrawal  amounts are not subject to either a
surrender  charge or a market  value  adjustment.  However,  they are subject to
federal income tax and may be subject to a federal penalty tax and, if made from
certain tax-deferred annuities,  to 20% income tax withholding.  Free withdrawal
amounts  are  calculated  separately  for  each  subaccount.  From  the  time  a
subaccount  is  established  by  payment  or  transfer  up to the next  contract
anniversary,  the free  withdrawal  amount is 10% of the  subaccount  payment or
transfer.  During each contract year thereafter,  the free withdrawal  amount is
10% of the prior contract anniversary subaccount accumulation value.


Systematic  withdrawals:  You may establish systematic withdrawals of amounts up
to the free withdrawal  amount by written request or other method  acceptable to
IDS Life. The minimum  systematic  withdrawal  amount from the contract is $100,
and these withdrawals can be made on a monthly, quarterly, semi-annual or annual
basis. You may designate the systematic  withdrawal to be made from the contract
in one of the following ways:

o    withdrawing  interest  earnings up to the free withdrawal  amount from each
     subaccount over the systematic withdrawal period;

o    withdrawing  the  entire  free   withdrawal   amount  over  the  systematic
     withdrawal period; or

o    withdrawing a specific dollar amount less than the free withdrawal  amount.
     Under this  option,  the  specific  dollar  amount will be  withdrawn  on a
     pro-rata basis from all the subaccounts in which you have a balance, unless
     you instruct otherwise.

The minimum contract accumulation value required to begin systematic withdrawals
is $5,000.  You may start or stop this service at any time,  but must give us 30
days' notice to change any systematic withdrawal instructions that are currently
in place.

Systematic  withdrawals  may result in taxes,  tax  penalties and 20% income tax
withholding  being  applied  to all or a portion of the  amount  withdrawn.  You
should  consult a tax  advisor  regarding  the tax  consequences  of  systematic
withdrawals.

Partial surrenders: Unless we agree otherwise, the minimum contract accumulation
value you may  surrender  is $1,000  (except  for free  withdrawal  amounts  and
systematic  withdrawals as explained above). The minimum balance in a subaccount
after surrender is $1,000.

You may make a surrender  by written  request.  This  request  must  specify the
subaccount(s)  from which the surrender is to be made and the surrender  amount.
You  also  may  make a  partial  surrender  request  not  exceeding  $50,000  by
telephone.  We have the  authority  to honor  any  telephone  partial  surrender
request  believed to be authentic and will use reasonable  procedures to confirm
that they are. This includes  asking  identifying  questions and tape  recording
calls. As long as reasonable  procedures are followed,  neither IDS Life nor its
affiliates  will be liable for any loss resulting from fraudulent  requests.  At
times when the volume of  telephone  requests is  unusually  high,  we will take
special  measures to ensure that calls are answered as promptly as possible.  We
will not allow a  telephone  surrender  request  within  30 days of a  phoned-in
address change.

<PAGE>

You may request the net check amount you wish to receive.  We will determine how
much  accumulation  value needs to be  surrendered to yield the net check amount
after any applicable market value adjustments and surrender charge deductions.

Total  surrenders:  We will compute the value of your contract at the next close
of business after we receive your request for a complete  surrender.  A contract
terminates upon total surrender.  We may request return of the contract prior to
a total surrender.

Payment on surrender: We may defer payment of any partial or total surrender for
a period  not  exceeding  6  months  from the date we  receive  your  notice  of
surrender or the period  permitted by state  insurance law, if less.  Only under
extraordinary  circumstances will we defer a surrender payment more than 7 days.
If we defer  payment  for more than 30 days,  we will pay annual  interest of at
least 3% on the amount deferred.  While all  circumstances  under which we could
defer  payment  upon  surrender  may  not be  foreseeable  at  this  time,  such
circumstances could include,  for example, our inability to liquidate assets due
to a general  financial  crisis.  If we intend to withhold  payment more than 30
days, we will notify you in writing.

Surrender at the end of a guarantee period: A subaccount surrender at the end of
the guarantee  period or during the first ten days of the new  guarantee  period
will not  incur a  surrender  charge  or market  value  adjustment,  nor will it
reflect any interest earned during this ten day period.

NOTE:  We will charge you a fee if you  request  express  mail  delivery of your
surrender check.

Surrender charge

We may assess a surrender  charge on any total or partial  surrender of purchase
payments  that have been in the  contract  for less than  eight  contract  years
unless the surrender occurs on the last day of a subaccount  guarantee period or
during the first ten days of the new subaccount  guarantee  period. We calculate
surrender  charges for each  subaccount.  The  surrender  charge  depends on the
number of  contract  years a purchase  payment to a  subaccount  has been in the
contract.  The surrender charge decreases each year on the contract  anniversary
date. There are no surrender charges for payments that have been in the contract
for eight or more contract years.

We determine the surrender charge by multiplying the applicable surrender charge
percentage  by the  subaccount  market  adjusted  value  in  excess  of the free
withdrawal amount. The surrender charge percentages are as follows:


    Contract years since            Surrender charge
      payment received                 percentage
- ------------------------------ ---------------------------
         1                              7%
         2                              6
         3                              5
         4                              4
         5                              3
         6                              2
         7                              1
         8 or more                      0

For an example of how the surrender charge is calculated for the total surrender
of a subaccount, please see Appendix A.

<PAGE>

No surrender charge: We will assess no surrender charge for:

o    exercise of the cancellation right;

o    free withdrawal amounts;

o    payments that have been in the contract for eight or more contract years;

o    transfers between subaccounts;

o    surrenders from a subaccount at the end of its guarantee  period and during
     the first ten days of the new subaccount guarantee period;

o    application of the accumulation  value to provide annuity payments using an
     annuity payment plan; or

o    death benefits.

In some  cases,  such as  when an  employer  makes  this  annuity  available  to
employees,  we may expect to incur  lower sales and  administrative  expenses or
perform fewer  services due to the size of the group,  the average  contribution
and the use of group  enrollment  procedures.  Then we may be able to  reduce or
eliminate surrender charges. However, we expect this to occur infrequently.

Transfers

You may transfer the  accumulation  value from an existing  subaccount  to a new
subaccount at any time before the settlement  date. A subaccount  must have been
established  for at least one calendar  year before you can make a transfer from
it. We will not charge a fee for these  transfers.  However,  the  transfers are
subject to a market value adjustment.

For transfers before the end of a guarantee period, there will be a market value
adjustment to the  accumulation  value in excess of the free withdrawal  amount.
There  will not be a  market  value  adjustment  for  transfers  at the end of a
guarantee period.

The  minimum  accumulation  value  you may  transfer  is  $2,000  or the  entire
subaccount  accumulation  value,  if less. You may transfer less than the entire
subaccount  accumulation  value only if a minimum  accumulation  value of $1,000
remains in the subaccount after the transfer.

You may make a transfer  by written  request.  This  request  must  specify  the
subaccount  from which the transfer is to be made and the amount of the transfer
if it is less than the entire  subaccount  accumulation  value. The request must
also specify the length of the new guarantee period.

Market value adjustment

We guarantee the subaccount accumulation value, including the interest credited,
if the value is held in the  subaccount  until the end of the guarantee  period.
However,  we will apply a market  value  adjustment  if a surrender  or transfer
occurs prior to the end of the guarantee period.

The  market  value  adjustment  is a  positive  or  negative  adjustment  of the
subaccount   accumulation  value.  The  market  value  adjustment  reflects  the
relationship,  at the time of  surrender  or  transfer,  between the  subaccount
guarantee  rate and the interest rate we are  crediting on purchase  payments or
transfers made to

<PAGE>

new Flexible  Payment Market Value Annuity  subaccounts  with guarantee  periods
that are the same as the time remaining in the subaccount guarantee period.

The market  adjusted value is your subaccount  accumulation  value (in excess of
the free withdrawal  amount) adjusted by the market value  adjustment,  plus the
free withdrawal amount.  Upon surrender your subaccount's  market adjusted value
may be greater than the contract's  accumulation value, equal to it or less than
it depending on how the guaranteed interest rate on the contract compares to the
interest rate of a new Flexible Payment Market Value Annuity for the same number
of years as the guarantee period remaining on your contract.

Before we look at the formula for calculating market adjusted value, it may help
to look in a general way at how comparing your  contract's  guaranteed  rate and
the rate for a new contract affects your market adjusted value.

Relationship  between your  contract's  guaranteed rate and new contract for the
same number of years as the guaranteed period remaining on the contract:
<TABLE>
<S>                                               <C>
If the annuity rate is:                           The market adjusted value will be:

greater than the new annuity rate + .25%          greater than the accumulation value

equal to the new annuity rate + .25%              equal to the accumulation value

less than the new annuity rate + .25%             less than the accumulation value
</TABLE>


Let's look at two examples. In order to do so, let's make these assumptions:

o    You bought a contract and allocated  your purchase  payment to a subaccount
     with a guarantee period of 10 years.

o    We guarantee an interest rate of 4.5%  annually for your 10-year  guarantee
     period.

o    After 3 years you decide to surrender the value of the subaccount. In other
     words,  you decide to surrender your contract when you have 7 years left in
     your subaccount guarantee period.

When  considering  the examples,  remember that, if you surrender,  market value
adjustments and surrender  charges only apply to surrenders in excess of the fee
withdrawal  amount.  Remember that your market  adjusted value depends partly on
the interest  rate of a new Flexible  Payment  Market Value Annuity for the same
number of years as the guarantee period  remaining for your subaccount.  In this
case, that is 7 years.

Remember that your market  adjusted value depends partly on the interest rate of
a new Flexible  Payment Market Value Annuity for the same number of years as the
guarantee period remaining on your contract. In this case, that is 7 years.

Now let's  look at our  examples.  For our  first  example,  remember  that your
subaccount is earning 4.5%. Let's assume that new contracts that we offer with a
7-year  guarantee  period are earning 5.0%. We add 0.25% to the 5.0% rate to get
5.25%.  Your  contract's 4.5% rate is less than the 5.25% rate and, as reflected
in the  table  above,  your  market  adjusted  value  will  be  less  than  your
accumulation value.

For our second  example,  remember  again that your  subaccount is earning 4.5%.
Let's assume that new contracts that we offer with a 7-year guarantee period are
earning 4.0%. We add 0.25% to the 4.0% rate to get 4.25%.  Your  contract's 4.5%
rate is greater than the 4.25% rate and, as  reflected in the table above,  your
market value will be greater than your accumulation value.

<PAGE>

As shown in the table  above  showing  surrender  charge  percentage,  when your
guarantee  period is 10 years and you have begun your fourth  contract year from
the beginning of the guarantee  period,  your surrender charge percentage is 5%.
In either of our two examples,  a 5% surrender charge would be deducted from the
market adjusted value.

Determining  the  market  value  adjustment:  The  market  value  adjustment  is
determined by:

o    Calculating the subaccount  accumulation value to be adjusted.  This is the
     amount to be  surrendered or  transferred  from the  subaccount  that is in
     excess of the fee withdrawal amount;

o    Calculating the market adjusted value of that accumulation  value using the
     market adjusted value formula below; and

o    Subtracting the accumulation value from the market adjusted value.

Market adjusted value formula:

Market adjusted value = [(AVc - FWA) X F] + FWA where:

AVc    =    the subaccount accumulation value to be surrendered or transferred

FWA    =    the lesser of AVc or free withdrawal amount

F      =                (1 + ig)(N + t)
                     ---------------------
                    (1 + ic + .0025)(N + t)

where:

ig     =       the subaccount guarantee rate

N      =       the number of complete  years to the end of the guarantee  period
               for the subaccount

t      =       the  fraction  of a year  remaining  to the end of the  guarantee
               period (for  example,  if 180 days  remain in a 365 day  contract
               year, t would be .493 for the subaccount)

ic     =       the  subaccount  guarantee  rate IDS Life  then is  crediting  on
               purchase  payments  or  transfers  made to new  subaccounts  with
               guarantee  periods of the same duration as the time  remaining in
               the subaccount  guarantee  period  (straight  line  interpolation
               between whole year rates.  If N is zero, ic is the rate for a one
               year guarantee period)

For an  illustration  showing an upward and downward  market  value  adjustment,
please see Appendix B.

No market value adjustment: We will not apply a market value adjustment for:

o    exercise of the cancellation right;

o        free withdrawal amounts;

o    surrenders  or  transfers  from a  subaccount  at the end of its  guarantee
     period  and  during  the  first  ten days of the new  subaccount  guarantee
     period;

<PAGE>

o    application of the accumulation  value to provide annuity payments using an
     annuity payment plan; or

o    death benefits.

Premium taxes


We  reserve  the right to deduct an amount  from the  accumulation  value of the
contract at the time that any  applicable  premium  taxes  assessed  against the
Company or otherwise not previously deducted are payable. If a tax is payable at
the time of the purchase payment and we choose to not deduct it at that time, we
further  reserve the right to deduct it at a later date.  Current  premium taxes
range in an amount up to 3.5% depending on jurisdiction.


Death benefit prior to settlement

If the annuitant or owner dies before the settlement  date while the contract is
in  force,  the  death  benefit  payable  to  the  beneficiary  will  equal  the
accumulation  value as determined at the next close of business after IDS Life's
death claim requirements are fulfilled.

If your  spouse is sole  beneficiary  or joint  owner:  Unless you have given us
other  written  instructions,  if you,  as owner or joint  owner die  before the
settlement  date and your spouse is the only  beneficiary  or joint owner with a
right of  survivorship,  your spouse may keep the contract as owner. To do this,
your  spouse  must,  within 60 days  after we  receive  proof of death,  give us
written instructions to keep the contract in force.


Section 401(k) plans, TSAs, Section 457 plans, custodial and trusteed plans, and
IRAs,  Roth IRAs,  SIMPLE IRAs and SEPs:  If the contract is  purchased  under a
Section  401(k)  plan,  Section  403(b)  plan,  Section 457 plan,  custodial  or
trusteed plan or for an IRA, Roth IRAs,  SIMPLE IRA or SEP, and we receive proof
of the annuitant's death before the settlement date, we will pay the beneficiary
the death benefit  described  above.  If the annuitant dies before  reaching the
settlement date and the spouse is the only beneficiary,  the spouse may keep the
contract in force until the date on which the  annuitant  would have  reached 70
1/2 or any other date permitted by the Code. To do this, the spouse must, within
60 days after we receive proof of death,  give us written  instructions  to keep
the contract in force.

Paying the beneficiary:  Unless you have given us other written instructions, we
will pay the  beneficiary in a single  payment.  The  beneficiary  may choose to
receive this payment at any time within 5 years after the date of death. Payment
from a qualified  annuity  (except an IRA, Roth IRA,  SIMPLE IRA, SEP or Section
457 plan) made to a surviving spouse instead of being directly rolled over to an
IRA may be subject to 20% income tax  withholding.  Instead of a single payment,
we may make  payments  under any  annuity  payment  plan  available  under  this
contract if:


o    the beneficiary chooses the plan in writing within 60 days after we receive
     proof of death;

o    payments  begin  no  later  than one year  after  death or any  other  date
     permitted by the Code; and

o    the plan  provides  payments  over a period that does not extend beyond the
     beneficiary's life or life expectancy.

Death benefit after settlement

If you or the annuitant dies after the settlement  date, the amount payable,  if
any, will be as provided in the annuity payment plan then in effect.

<PAGE>

Statement

Prior to the  settlement  date,  at least  annually,  we will  send a  statement
showing a summary of the contract.

Choosing the settlement date and annuity payment plan

When we process your  application we will  establish the settlement  date to the
maximum age or date as  specified  below.  You can also select a date within the
maximum limits. This date can be aligned with your actual retirement from a job,
or it can be a different  future date,  depending on your needs and goals and on
certain  restrictions.  You can also change the date,  provided you send written
instructions at least 30 days before annuity payouts begin.


For  nonqualified  annuities and Roth IRAs, the settlement  date cannot be later
than the latest of:


o    the contract anniversary nearest the annuitant's 85th birthday; or

o    the 10th contract anniversary.


For  qualified  annuities  except  Roth IRAs,  to avoid IRS penalty  taxes,  the
settlement date generally must be:


o    on or after the date the annuitant reaches 59-1/2; and

o    for  IRAs,  SIMPLE  IRAs and  SEPs,  by April 1 of the year  following  the
     calendar year when the annuitant reaches age 70-1/2; or


o    for all other  qualified  annuities,  by April 1 of the year  following the
     calendar year when the annuitant reaches age 70-1/2 or, if later,  retires;
     except that 5%  business  owners may not select a  settlement  date that is
     later than April 1 of the year  following the calendar year when they reach
     age 70-1/2.

If you are taking the minimum IRA or TSA  distributions  as required by the Code
from another tax-deferred investment,  or in the form of partial surrenders from
this  contract,  annuity  payouts  can  start  as late as the  annuitant's  85th
birthday or the 10th contract anniversary.


Annuity payments: The first payment will be made as of the settlement date. Once
annuity  payments  have  started for an  annuitant,  no surrender of the annuity
benefit can be made for the purpose of receiving a lump sum in lieu of payments.


Annuity  payment  plans:  On the  settlement  date,  you may  receive a lump sum
payment of the surrender value (see Surrenders,  free withdrawals and systematic
withdrawals) or begin receiving annuity payments.  If a lump sum payment is made
from a  tax-deferred  annuity  (except an IRA,  SIMPLE  IRA,  SEP or Section 457
plan), 20% income tax withholding may apply. There are different ways to receive
annuity payments called payment plans. You may elect one of these payment plans,
or another payment arrangement to which we agree, by giving us written notice at
least 30 days before the settlement date. In the absence of an election, we will
make annuity  payments  according  to Plan B with  payments  guaranteed  for ten
years.


If the  amount  to be  applied  to a payment  plan is not at least  $2,000 or if
payments  are to be made to other  than a natural  person,  we have the right to
make a lump sum payment of the surrender value.

o    Plan A - This  provides  monthly  annuity  payments for the lifetime of the
     annuitant. We will not make payments after the annuitant dies.

o    Plan B - This  provides  monthly  annuity  payments for the lifetime of the
     annuitant with a guarantee by us that payments will be made for a period of
     at least 5, 10 or 15 years. You must select the guaranteed period.

<PAGE>

o    Plan C - This  provides  monthly  annuity  payments for the lifetime of the
     annuitant  with a guarantee by us that  payments will be made for a certain
     number of  months.  We  determine  the  number of  months by  dividing  the
     accumulation  value  applied  under this plan by the amount of the  monthly
     annuity payment.

o    Plan D - We call this a joint and survivor life annuity.  Monthly  payments
     will be paid while both the  annuitant  and a joint  annuitant  are living.
     When either the annuitant or joint annuitant dies, we will continue to make
     monthly  payments until the death of the surviving  annuitant.  We will not
     make payments after the death of the second annuitant.

o    Plan E - This provides  monthly fixed dollar annuity  payments for a period
     of years that the owner elects.  The period of years may be no less than 10
     or more than 30.

Other income plan options may be available.

The contract  provides for annuity payments on a fixed basis only. The amount of
the annuity will depend on:

o    the  annuity  table we are then using for annuity  settlements  (never less
     than the table guaranteed in the contract);

o    the annuitant's age; and

o    the annuity payment plan selected.

The tables for Plans A, B, C and D are based on the "1983  Individual  Annuitant
Mortality  Table A" and an assumed rate of 4% per year.  The table for Plan E is
based on an interest rate of 4%. IDS Life may, at our  discretion,  if mortality
appears more favorable and interest rates justify,  apply other tables that will
result in higher monthly payments.


Restrictions for some tax-deferred  plans: If you purchased a qualified annuity,
you must elect a payment plan that provides for payments:


o    during the life of the annuitant;

o    during the joint lives of the annuitant and beneficiary;

o    for a period not exceeding the life expectancy of the annuitant; or


o    for a period not exceeding the joint life expectancies of the annuitant and
     beneficiary.


You  also  must  refer  to the  terms of the  tax-deferred  retirement  plan and
applicable law for any  limitations or  restrictions  on the settlement  date or
annuity payment plan that you may select.


Amendment, distribution and assignment of contracts

Amendment of contracts

We  reserve  the  right to amend  the  contracts  to meet  the  requirements  of
applicable  federal or state laws or regulations.  We will notify you in writing
of any such amendments.

<PAGE>

Distribution of contracts

IDS Life is the principal underwriter for the contracts.  IDS Life is registered
with the Securities and Exchange Commission under the Securities Exchange Act of
1934 (1934 Act) as a broker-dealer  and is a member of the National  Association
of Securities  Dealers,  Inc. IDS Life may enter into selling  agent  agreements
with certain  broker-dealers  registered under the 1934 Act. IDS Life will pay a
maximum commission of 5% of the purchase payment for the sale of a contract.  In
the future,  we may pay a commission  on an election of a  subsequent  guarantee
period by an owner or when an owner maintains a contract in force.

Assignment of contracts


You may  change  ownership  of your  contract  at any time by filing a change of
ownership form with us at our corporate  office.  No change of ownership will be
binding  upon us until we receive  it and record it. If you have a  tax-deferred
retirement plan, the contract may not be sold, assigned, transferred, discounted
or pledged as  collateral  for a loan or as security for the  performance  of an
obligation or for any other purpose to any person other than IDS Life; provided,
however, that if the owner is a trustee or custodian, or an employer acting in a
similar capacity, ownership of a contract may be transferred to the annuitant.

The value of any part of a  nonqualified  annuity  assigned  or pledged is taxed
like a surrender to the extent  allocable  to  investment  in annuity  contracts
after Aug. 13, 1982.

Transfer  of  a  nonqualified   annuity  to  another  person  without   adequate
consideration  is  considered  a gift  and the  transfer  will be  considered  a
surrender  of the contract for federal  income tax  purposes.  The income in the
contract  will be  taxed to the  transferor  who may be  subject  to the 10% IRS
penalty tax for early  withdrawal.  The transferee's  investment in the contract
will be the value of the  contract  at the time of the  transfer.  Consult a tax
advisor before taking any action.


Federal tax considerations

Under current law,  there is no liability for federal income tax on any increase
in the contract's  value until payments are made (except for change of ownership
discussed  above in  "Assignment  of  contracts").  However,  since  federal tax
consequences  cannot  always be  anticipated,  you should  consult a tax advisor
regarding any questions about the taxation of the contract.


You are not taxed on the  purchase  payment.  Your  purchase  payment  generally
includes purchase payments made with after-tax dollars.  If the purchase payment
was made by you or on your behalf with pre-tax dollars as part of a tax-deferred
retirement  plan,  such amounts are not considered to be part of your investment
in the  contract  and will be taxed  when  paid to you.  The  contract  will not
provide  any  necessary  or  additional  tax  deferral  if it is  used to fund a
retirement plan that is tax-deferred.


If you surrender part or all of your contract or take a free withdrawal  amount,
you will be taxed on the  payments  which you  receive,  to the extent  that the
value of the contract exceeds your investment in the contract,  and you may have
to pay an IRS penalty tax for early withdrawal.


A portion of each annuity  payment under a nonqualified  annuity will be subject
to tax and a  portion  of each  payment  will  be  considered  to be part of the
investment in the contract and will not be taxed. All amounts received after the
investment  in the  contract is  recovered  will be subject to tax.  All annuity
payments from a qualified  annuity  generally will be subject to taxation except
to the extent that the contributions were made with after-tax dollars.

Unlike life insurance proceeds,  the death benefit under a contract (except Roth
IRAs) is not tax exempt.  The gain, if any, is taxable as ordinary income to the
beneficiary in the year(s) he or she receives the payments.  The gain is subject
to income tax, not estate or  inheritance  tax. The tax benefit under a Roth IRA
generally  is not  taxable  as  ordinary  income to the  beneficiary  if certain
distribution requirements are met.


<PAGE>


Tax law requires that all nonqualified annuity issued by the same company to the
same  contract  owner  during a  calendar  year are to be  treated  as a single,
unified contract.  The amount of income included and taxed in a distribution (or
a transaction  deemed a  distribution  under tax law) taken from any one of such
contracts is determined by summing all such contracts.

The  income  earned  on  a  nonqualified   annuity  held  by  such  entities  as
corporations,  partnerships  or trusts  generally  will be treated  as  ordinary
income  received  during  that  year.  However,  if the trust was set up for the
benefit of a natural person only, the income will continue to be tax-deferred.


If you receive  amounts from the contract  before  reaching age 59-1/2,  you may
have to pay a 10% IRS penalty on the amount  includible in your ordinary income.
If you receive amounts from a SIMPLE IRA before  reaching age 59-1/2,  generally
the IRS 10% penalty  provisions  apply.  However,  if you receive  these amounts
before age 59-1/2  and within the first two years of your  participation  in the
SIMPLE IRA plan,  the IRS penalty will be assessed at the rate of 25% instead of
10%. However, this penalty will not apply to any amount received:

o    after the owner reaches age 59-1/2;

o    after your death;

o        after you become disabled (as defined in the Code);

o    if the  distribution  is part of a series of  substantially  equal periodic
     payments  over  your  life or  life  expectancy  (or  joint  lives  or life
     expectancies of you and your designated beneficiary); or


o    if it is allocable to a purchase  payment  before Aug. 14, 1982 (except for
     contracts in tax-deferred retirement plan).

These are the major exceptions to the 10% IRS penalty tax. Additional exceptions
may apply  depending  upon  whether or not the  contract is tax  qualified.  For
qualified  annuities,  other  penalties  apply if you surrender  before the plan
specifies that payments can be made under the plan.


In general,  if you receive all or part of the  contract  value from an annuity,
withholding  may be imposed  against the taxable  income portion of the payment.
Any  withholding  that is done  represents a  prepayment  of the tax due for the
year. You take credit for such amounts on the annual tax return that you file.


If the payment is part of an annuity  payment  plan,  the amount of  withholding
generally is computed using payroll tables.  You can provide us with a statement
of how many  exemptions to use in calculating  the  withholding.  As long as you
have provided us with a valid Social Security Number or Taxpayer  Identification
Number, you can elect not to have any withholding occur.

If the  distribution  is any other  type of  payment  (such as a partial or full
surrender), withholding is computed using 10% of the taxable portion. Similar to
above,  as long as you have provided us with a valid Social  Security  Number or
Taxpayer  Identification  Number,  you can elect  not to have  this  withholding
occur.

If a  distribution  is taken from a contract  offered  under a Section  457 Plan
(deferred  compensation  plan of state  and  local  governments  and  tax-exempt
organizations), withholding is computed using payroll methods depending upon the
type of payment.

Some  states  also  impose  withholding  requirements  similar  to  the  federal
withholding  described above. If this should be the case, any payment from which
federal withholding is deducted may also have state withholding deducted.

<PAGE>

The withholding  requirements  may differ if payment is being made to a non-U.S.
citizen or if the payment is being delivered outside the United States.

If you  receive  all or part of the  contract  value  from a  qualified  annuity
(except an IRA, Roth IRA,  SIMPLE IRA, SEP or Section 457 plan), a mandatory 20%
income tax  withholding  generally  will be  imposed at the time the  payment is
made.  In  addition,  federal  income tax and the 10% IRS  penalty tax for early
withdrawals may apply to amounts properly  includible in income.  This mandatory
20% income tax withholding will not be imposed if:

o    instead of receiving the payment, you elect to have the payment rolled over
     directly to an IRA or another eligible plan;

o    the payment is one of a series of  substantially  equal periodic  payments,
     made at least annually, over the life or life expectancy (or joint lives or
     life  expectancies of you and your  designated  beneficiary) or made over a
     period of 10 years or more; or

o    the payment is a minimum distribution required under the Code.

These are the major  exceptions  to the  mandatory  20% income tax  withholding.
Payments made to a surviving  spouse instead of being directly rolled over to an
IRA may be subject to 20% income tax withholding. For taxable distributions that
are not subject to the mandatory  20%  withholding,  federal  income tax will be
withheld from the taxable part of your distribution  unless you elect otherwise.
State withholding also may be imposed on taxable distributions.

You will  receive  a tax  statement  for any year  that you  receive  a  taxable
distribution from your contract according to our records.

We intend the contract to qualify as an annuity for federal income tax purposes.
To that end, the  provisions of the contract are to be  interpreted to ensure or
maintain such tax  qualification,  notwithstanding  any other  provisions of the
contract.   We  reserve  the  right  to  amend  the   contract  to  reflect  any
clarifications   that  may  be  needed  or  are  appropriate  to  maintain  such
qualification  or to conform the contract to any  applicable  changes in the tax
qualification requirements. We will send you a copy of any such amendments.


Our discussion of federal tax laws is based upon our understanding of these laws
as  they  are  currently  interpreted.   Either  federal  tax  laws  or  current
interpretations  of them may change.  You are urged to consult  your tax advisor
concerning specific circumstances.

The Company

Business


IDS Life is a stock  insurance  company  organized in 1957 under the laws of the
State of Minnesota.  IDS Life is a wholly owned  subsidiary of American  Express
Financial  Corporation  (AEFC),  which is a wholly owned  subsidiary of American
Express  Company.  IDS Life acts as a direct  writer of  insurance  policies and
annuities and as the investment  manager of various  investment  companies.  IDS
Life is licensed to write life insurance and annuity  contracts in 49 states and
the  District of Columbia.  The  headquarters  of IDS Life is 200 AXP  Financial
Center, Minneapolis, MN 55474.


<PAGE>


IDS Life files reports on Forms 10-K and 10-Q with the  Securities  and Exchange
Commission (SEC). The public may read and copy materials we file with the SEC at
the SEC's Public  Reference  Room at 450 Fifth Street,  N.W.,  Washington,  D.C.
20549.  The  public  may  obtain  information  on the  operation  of the  public
reference  room by  calling  the SEC at  1-800-SEC-0330.  The SEC  maintains  an
Internet site  (http://www.sec.gov) that contains reports, proxy and information
statements,  and other information  regarding  issuers that file  electronically
with the SEC.


Investments by IDS Life


IDS Life must  invest  its assets in its  general  account  in  accordance  with
requirements  established  by  applicable  state laws  regarding  the nature and
quality of investments that life insurance companies may make and the percentage
of their assets that they may commit to any particular  type of  investment.  In
general,  these laws permit investments,  within specified limits and subject to
certain qualifications, in federal, state, and municipal obligations,  corporate
bonds,  asset-backed  securities,  preferred  and  common  stocks,  real  estate
mortgages,  real estate and certain other investments.  All claims by purchasers
of the  contracts,  and other general  account  products,  will be funded by the
general account.

We intend to construct  and manage the  investment  portfolio  relating to these
market  value  annuity  contracts  using a  strategy  known  as  "immunization."
Immunization  seeks to lock in a defined return on the pool of assets versus the
pool of  liabilities  over a  specified  time  horizon.  Since the return on the
assets  versus the  liabilities  is locked in, it is "immune"  to any  potential
fluctuations in interest rates during the given time. We achieve immunization by
constructing  a portfolio of assets with a price  sensitivity  to interest  rate
changes (i.e.,  price duration) that is essentially  equal to the price duration
of the corresponding  portfolio of liabilities.  Portfolio immunization provides
us with  flexibility  and  efficiency  to IDS Life in creating  and managing the
asset portfolio, while still assuring safety and soundness for funding liability
obligations.

Our  investment  strategy  will  incorporate  the  use  of  a  variety  of  debt
instruments  having price durations  tending to match the applicable  guaranteed
interest periods. These instruments include, but are not necessarily limited to,
the following:


o    Securities   issued   by  the   U.S.   government   or  its   agencies   or
     instrumentalities,  which issues may or may not be  guaranteed  by the U.S.
     government;


o    Debt  securities  that have an investment  grade,  at the time of purchase,
     within the four highest grades assigned by the nationally recognized rating
     agencies or are rated in the two highest grades by the National Association
     of Insurance Commissioners;



o    Debt instruments that are unrated, but which are deemed by IDS Life to have
     an investment quality within the four highest grades;

o    Other debt instruments,  which are rated below investment grade, limited to
     15% of assets at the time of purchase; and

o    Real estate  mortgages,  limited to 30% of portfolio  assets at the time of
     acquisition.

In addition,  options and futures  contracts on fixed income  securities will be
used  from time to time to  achieve  and  maintain  appropriate  investment  and
liquidity characteristics on the overall asset portfolio.

While this information  generally describes our investment strategy,  we are not
obligated to follow any particular strategy except as may be required by federal
law and Minnesota and other state insurance laws.

<PAGE>

Selected financial data

You should read the following  selected  financial  data for IDS Life  Insurance
Company and its  subsidiaries  in conjunction  with the  consolidated  financial
statements and notes included in the prospectus beginning on page __.
<TABLE>
<CAPTION>

                                                        Years ended Dec. 31, (thousands)
                                       1999           1998           1997           1996            1995
<S>                                <C>            <C>             <C>            <C>            <C>

Premiums                           $     255,427  $    229,430    $              $    182,921   $    161,530
                                                                       206,494
Net investment income                  1,919,573     1,986,485       1,988,389      1,965,362      1,907,309
Net realized (loss) on                    26,608         6,902             860           (159)        (4,898)
investments
Other                                  1,140,529       785,022         682,618        574,341        472,035
Total revenues                     $   3,086,710  $  3,007,839    $  2,878,361   $  2,722,465   $  2,535,976
Income before income taxes         $     904,317  $    775,792    $    680,911   $    621,714   $    560,782
Net income                         $     636,453  $    540,111    $    474,247   $    414,576   $    364,940
Total assets                       $  64,441,538  $ 56,550,563    $ 52,974,124   $ 47,305,981   $ 42,900,078
</TABLE>


Management's  discussion and analysis of  consolidated  financial  condition and
results of operations.


1999 Compared to 1998:

Consolidated net income  increased 18 percent to $636 million in 1999,  compared
to $540 million in 1998.  Earnings growth  resulted  primarily from increases in
management fees and policyholder  and  contractholder  charges.  These increases
reflect higher average insurance and annuities in force during 1999.

Consolidated  income before income taxes totaled $904 million in 1999,  compared
with $776 million in 1998.

Total  premiums and  investment  contract  deposits  received  increased to $5.0
billion in 1999,  compared with $4.4 billion in 1998. This increase is primarily
due to an increase in variable annuity deposits in 1999.

Total revenues increased to $3.1 billion in 1999,  compared with $3.0 billion in
1998. The increase is primarily due to increased policyholder and contractholder
charges and management  fees. Net investment  income,  the largest  component of
revenues,  decreased  slightly  from the prior  year,  reflecting  decreases  in
investments owned and investment yields.

Policyholder  and  contractholder  charges,  which consist  primarily of cost of
insurance charges on universal life-type  policies,  increased 7 percent to $412
million in 1999,  compared  with $384 million in 1998.  This  increase  reflects
increased total life insurance in force, which grew 10 percent to $89 billion at
December 31, 1999.

Net realized gain on investments  increased to $27 million in 1999,  compared to
$7 million in 1998.  The increase was primarily due to the sale of available for
sale fixed maturity investments at a gain as well as a decrease in the allowance
for mortgage loan losses based on management's  regular  evaluation of allowance
adequacy.

Management and other fees increased 18 percent to $473 million in 1999, compared
with $401  million in 1998.  This is  primarily  due to an  increase in separate
account assets, which grew 31 percent to $35.9 billion at December 31, 1999, due
to market  appreciation and sales. The Company  provides  investment  management
services for mutual funds used as investment  options for variable annuities and
variable life insurance.  The Company also receives a mortality and expense risk
fee from the separate accounts.

<PAGE>

Total  benefits and  expenses  decreased  slightly to $2.2 billion in 1999.  The
largest component of expenses,  interest  credited to policyholder  accounts for
universal  life-type  insurance  and  investment  contracts,  decreased  to $1.2
billion,  reflecting  a decrease in fixed  annuities in force.  Amortization  of
deferred policy  acquisition  costs decreased to $333 million,  compared to $383
million in 1998.  This  decrease  was due  primarily  to the impact of  changing
prospective separate account investment performance assumptions.

Other insurance and operating  expenses  increased 17 percent to $335 million in
1999,  compared to $287 million in 1998.  This increase is primarily a result of
business growth and technology costs related to growth initiatives.

1998 Compared to 1997:

Consolidated net income  increased 14 percent to $540 million in 1998,  compared
to $474 million in 1997.  Earnings growth  resulted  primarily from increases in
management fees and policyholder  and  contractholder  charges.  These increases
reflect higher average insurance and annuities in force during 1998.

Consolidated  income before income taxes totaled $776 million in 1998,  compared
with $681 million in 1997.

Total  premiums and  investment  contract  deposits  received  decreased to $4.4
billion in 1998,  compared with $5.2 billion in 1997. This decrease is primarily
due to a  decrease  in sales  of fixed  annuities  in 1998,  reflecting  the low
interest rate environment.

Total revenues increased to $3.0 billion in 1998,  compared with $2.9 billion in
1997. The increase is primarily due to increased policyholder and contractholder
charges and management  fees. Net investment  income,  the largest  component of
revenues, decreased slightly from the prior year, reflecting slight decreases in
investments owned and investment yields.

Policyholder  and  contractholder  charges,  which consist  primarily of cost of
insurance charges on universal life-type policies,  increased 12 percent to $384
million in 1998,  compared  with $342 million in 1997.  This  increase  reflects
increased total life insurance in force,  which grew 8 percent to $81 billion at
December 31, 1998.

Management and other fees increased 18 percent to $401 million in 1998, compared
with $341  million in 1997.  This is  primarily  due to an  increase in separate
account assets, which grew 18 percent to $27.3 billion at December 31, 1998, due
to market  appreciation and sales. The Company  provides  investment  management
services for the mutual funds used as investment  options for variable annuities
and variable life  insurance.  The Company also receives a mortality and expense
risk fee from the separate accounts.

Total  benefits and  expenses  increased  slightly to $2.2 billion in 1998.  The
largest component of expenses,  interest  credited to policyholder  accounts for
universal  life-type  insurance  and  investment  contracts,  decreased  to $1.3
billion,  reflecting a decrease in fixed  annuities in force and lower  interest
rates.  Amortization  of deferred  policy  acquisition  costs  increased to $383
million,  compared to $323 million in 1997.  This  increase was due primarily to
increased  aggregate  amounts in force, as well as accelerating  amortization to
reflect actual lapse experience on certain fixed annuities.

Risk Management

The  sensitivity  analysis of two different tests of market risk discussed below
estimates  the  effects  of  hypothetical  sudden and  sustained  changes in the
applicable  market  conditions on the ensuing year's  earnings based on year-end
positions.  The market changes, assumed to occur as of year-end, are a 100 basis
point  increase in market  interest  rates and a 10%  decline in equity  prices.
Computations of the prospective

<PAGE>

effects of  hypothetical  interest  rate and equity  price  changes are based on
numerous  assumptions,  including  relative  levels of market interest rates and
equity prices, as well as the levels of assets and liabilities. The hypothetical
changes and  assumptions  will be  different  from what  actually  occurs in the
future.  Furthermore,  the  computations  do not anticipate  actions that may be
taken by management if the hypothetical  market changes  actually  occurred over
time. As a result,  actual earnings effects in the future will differ from those
quantified below.

The Company  primarily  invests in fixed income securities over a broad range of
maturities for the purpose of providing fixed annuity clients with a competitive
rate of return on their  investments  while  minimizing  risk,  and to provide a
dependable  and targeted  spread between the interest rate earned on investments
and the interest rate credited to  contractholders'  accounts.  The Company does
not invest in securities to generate trading profits.

The Company has an investment  committee that holds regularly scheduled meetings
and, when necessary,  special meetings. At these meetings, the committee reviews
models  projecting  different  interest  rate  scenarios  and  their  impact  on
profitability.  The objective of the  committee is to structure  the  investment
security portfolio based upon the type and behavior of products in the liability
portfolio so as to achieve targeted levels of profitability.

Rates  credited to  contractholders'  accounts  are  generally  reset at shorter
intervals than the maturity of underlying investments. Therefore, margins may be
negatively impacted by increases in the general level of interest rates. Part of
the  committee's  strategy  includes the purchase of some types of  derivatives,
such as interest  rate caps,  swaps and  floors,  for  hedging  purposes.  These
derivatives  protect  margins  by  increasing  investment  returns if there is a
sudden and severe rise in interest  rates,  thereby  mitigating the impact of an
increase in rates credited to contractholders' accounts.

The  negative  effect on the  Company's  pretax  earnings  of a 100 basis  point
increase in interest rates, which assumes repricings and customer behavior based
on the application of proprietary models to the book of business at December 31,
1999, would be approximately $11 million.

On a certain  annuity  product,  the  interest is  credited to  contractholders'
accounts  based upon the relative  change in a major stock market index  between
the beginning and end of the product's term. As a means of hedging the Company's
obligation under the provisions of this product,  the committee's strategy is to
purchase and write options on the major stock market index.

The amount of the fee income the Company receives is based upon the daily market
value of the separate  account  assets.  As a result,  the  Company's fee income
would be negatively impacted by a decline in the equity markets. Another part of
the committee's  strategy is to enter into index option collars  (combination of
puts and calls) for hedging purposes.  These  derivatives  protect fee income by
providing  option  income  when  there is a  significant  decline  in the equity
markets.  The Company  finances the cost of this  protection  through  selling a
portion  of the upside  potential  from an  increasing  market  through  written
options.

The  negative  effect on the  Company's  pretax  earnings  of the 10% decline in
equity  prices  would  be  approximately  $45  million  based  on  assets  under
management and the index options as of December 31, 1999.

Liquidity and Capital Resources

The liquidity requirements of the Company are met by funds provided by premiums,
investment income,  proceeds from sales of investments as well as maturities and
periodic repayments of investment principal.

The  primary  uses of funds  are  policy  benefits,  commissions  and  operating
expenses, policy loans, dividends and investment purchases.

<PAGE>

The  Company has  available  lines of credit  with its parent  aggregating  $200
million  ($100  million  committed  and $100 million  uncommitted).  The line of
credit is used strictly as a short-term source of funds.  Borrowings outstanding
were $50,000 uncommitted at December 31, 1999. At December 31, 1999, outstanding
reverse repurchase agreements totaled $130 million.

At December 31, 1999,  investments in fixed  maturities  comprised 81 percent of
the  Company's  total  invested  assets.   Of  the  fixed  maturity   portfolio,
approximately  31 percent is  invested in GNMA,  FNMA and FHLMC  mortgage-backed
securities which are considered AAA/Aaa quality.

At December 31, 1999,  approximately 14 percent of the Company's  investments in
fixed  maturities were below investment  grade bonds.  These  investments may be
subject to a higher degree of risk than the  investment  grade issues because of
the borrower's  generally  greater  sensitivity to adverse economic  conditions,
such as recession or increasing  interest rates, and in certain  instances,  the
lack of an active secondary  market.  Expected returns on below investment grade
bonds reflect  consideration  of such factors.  The Company has identified those
fixed  maturities  for which a decline in fair value is  determined  to be other
than  temporary,  and has  written  them  down to fair  value  with a charge  to
earnings.

At December 31, 1999, net unrealized  depreciation  on fixed  maturities held to
maturity included $97 million of gross unrealized  appreciation and $147 million
of  gross  unrealized   depreciation.   Net  unrealized  depreciation  on  fixed
maturities   available  for  sale  included  $71  million  of  gross  unrealized
appreciation and $725 million of gross unrealized depreciation.

At December 31, 1999, the Company had an allowance for losses for mortgage loans
totaling $28 million and for real estate investments totaling $nil.

The economy and other factors have caused a number of insurance  companies to go
under regulatory  supervision.  This circumstance has resulted in assessments by
state guaranty  associations  to cover losses to  policyholders  of insolvent or
rehabilitated  companies.  Some assessments can be partially recovered through a
reduction in future premium taxes in certain states. The Company  established an
asset for  guaranty  association  assessments  paid to those  states  allowing a
reduction in future premium taxes over a reasonable period of time. The asset is
being amortized as premium taxes are reduced. The Company has also estimated the
potential effect of future  assessments on the Company's  financial position and
results  of  operations  and  has  established  a  reserve  for  such  potential
assessments.  The Company  has adopted  Statement  of  Position  97-3  providing
guidance  when an  insurer  should  recognize  a  liability  for  guaranty  fund
assessments.  The SOP is effective for fiscal years beginning after December 15,
1998.  Adoption  did not have a  material  impact on the  Company's  results  of
operations or financial condition.

In the first  quarter of 2000,  the Company  paid a $70 million  dividend to its
parent. In 1999, dividends paid to its parent were $350 million.

The National Association of Insurance  Commissioners has established  risk-based
capital  standards to determine  the capital  requirements  of a life  insurance
company based upon the risks inherent in its operations. These standards require
the  computation  of a risk-based  capital  amount  which is then  compared to a
company's  actual total adjusted  capital.  The  computation  involves  applying
factors to various statutory financial data to address four primary risks: asset
default,  adverse insurance experience,  interest rate risk and external events.
These  standards  provide for regulatory  attention when the percentage of total
adjusted capital to authorized control level risk-based capital is below certain
levels.  As of December 31, 1999, the Company's total adjusted  capital was well
in excess of the levels requiring regulatory attention.

<PAGE>

Year 2000 Issue

The Year 2000 issue is the result of computer programs having been written using
two  digits  rather  than  four  to  define  a  year.  Any  programs  that  have
time-sensitive  software may recognize a date using "00" as the year 1900 rather
than 2000. This could result in the failure of major systems or miscalculations,
which  could  have a  material  impact  on the  operations  of IDS  Life and the
variable  accounts.  All of the major  systems used by IDS Life and the variable
accounts are  maintained by AEFC and are utilized by multiple  subsidiaries  and
affiliates of AEFC. IDS Life's and the variable accounts' businesses are heavily
dependent upon AEFC's computer  systems and have  significant  interaction  with
systems of third parties.

A  comprehensive  review of AEFC's  computer  systems  and  business  processes,
including those specific to IDS Life and the variable accounts, was conducted to
identify the major systems that could be affected by the Year 2000 issue.  Steps
were taken to resolve  potential  problems  including  modification  to existing
software  and the  purchase  of new  software.  As of Dec.  31,  1999,  AEFC had
completed  its  program of  corrective  measures  on its  internal  systems  and
applications,  including Year 2000 compliance testing. As of Dec. 31, 1999, AEFC
had also  completed  an  evaluation  of the Year 2000  readiness  of other third
parties  whose  system  failures  could  have an  impact on IDS  Life's  and the
variable accounts' operations.

AEFC's Year 2000 project also included  establishing Year 2000 contingency plans
for all key business units.  Business continuation plans, which address business
continuation  in the  event of a  system  disruption,  are in place  for all key
business  units.  At Dec.  31,  1999,  these  plans had been  amended to include
specific Year 2000 considerations.

In  assessing  its Year 2000  initiatives  and the results of actual  production
since Jan. 1, 2000,  management  believes no material adverse  consequences were
experienced,  and there was no  material  effect on IDS Life's and the  variable
accounts' business, results of operations, or financial condition as a result of
the Year 2000 issue.

Reinsurance

The maximum  amount of life  insurance  risk retained by IDS Life is $750,000 on
any policy insuring a

single life and  $1,500,000  on any policy  insuring a  joint-life  combination.
Beginning  in 1999,  IDS Life  retains  only  20% of the  mortality  risk on new
variable universal life insurance policies.  Risk not retained is reinsured with
other life insurance  companies,  primarily on a yearly renewable term basis. At
December 31, 1999,  traditional life and universal  life-type insurance in force
aggregated $89 billion, of which $8.3 billion was reinsured.

Reserves

In  accordance  with the  insurance  laws and  regulations  under which IDS Life
operates,  it is obligated to carry on its books,  as  liabilities,  actuarially
determined  reserves to meet its obligations on its outstanding  life and health
insurance  policies and annuity  contracts.  Reserves for policies and contracts
are based on mortality and morbidity tables in general use in the United States.
These  reserves are computed  amounts that,  with  additions from premiums to be
received,  and with  interest on such  reserves  compounded  annually at assumed
rates,  will be  sufficient  to meet  IDS  Life's  policy  obligations  at their
maturities or in the event of an insured's death. In the accompanying  financial
statements,  these reserves are determined in accordance with generally accepted
accounting principles. (See Note 1, "Liabilities for future policy benefits," in
the "Notes to Consolidated Financial Statements.")

Investments
Our total  investments  of $24,880,849 at December 31, 1999, 28% was invested in
mortgage-backed  securities,  53% in corporate  and other bonds,  15% in primary
mortgage loans on real estate and the remaining 4% in other investments.

<PAGE>

Competition
IDS Life is engaged in a business  that is highly  competitive  due to the large
number of stock and mutual life insurance companies and other entities marketing
insurance  products.  There are over  1,600  stock,  mutual  and other  types of
insurers in the life insurance business.  Best's Insurance Reports,  Life-Health
edition,  1999,  assigned  IDS  Life  one of  its  highest  classifications,  A+
(Superior).

Employees
As of Dec. 31, 1999, IDS Life and its subsidiaries had 315 employees;  including
267  employed  at the  corporate  office in  Minneapolis,  MN, 9 employed at the
American Centurion Life Assurance Company, located in Albany, NY and 39 employed
at IDS Life Insurance Company of New York, located in Albany, NY.


Properties
IDS Life  occupies  office  space in  Minneapolis,  MN,  which is  rented by its
parent,  AEFC.  IDS Life  reimburses  AEFC for rent based on direct and indirect
allocation  methods.  Facilities  occupied by IDS Life and our  subsidiaries are
believed to be adequate  for the  purposes  for which they are used and are well
maintained.

State regulation
IDS Life is subject to the laws of the State of  Minnesota  governing  insurance
companies and to the  regulations  of the Minnesota  Department of Commerce.  An
annual  statement in the prescribed form is filed with the Minnesota  Department
of Commerce each year  covering our  operation  for the  preceding  year and its
financial  condition  at the  end of  such  year.  Regulation  by the  Minnesota
Department of Commerce  includes  periodic  examination  to determine IDS Life's
contract  liabilities and reserves so that the Minnesota  Department of Commerce
may certify that these items are correct.  The Company's  books and accounts are
subject to review by the  Minnesota  Department  of Commerce at all times.  Such
regulation  does  not,  however,   involve  any  supervision  of  the  account's
management or the company's investment practices or policies.  In addition,  IDS
Life is subject to regulation under the insurance laws of other jurisdictions in
which it operates.  A full  examination  of IDS Life's  operations  is conducted
periodically by the National Association of Insurance Commissioners.

Under  insurance  guaranty fund laws, in most states,  insurers  doing  business
therein can be assessed up to prescribed limits for policyholder losses incurred
by  insolvent  companies.  Most  of  these  laws  do  provide  however,  that an
assessment  may be excused or deferred if it would  threaten  an  insurer's  own
financial strength.

<PAGE>

Directors and executive officers

The members of the Board of Directors  and the principal  executive  officers of
IDS Life,  together with the  principal  occupation of each during the last five
years, are as follows:

Directors*

David R. Hubers
Born in 1943

Director since September  1989;  president and chief  executive  officer,  AEFC,
since August 1993,  and director  since  January  1984.  Senior vice  president,
Finance and chief financial officer, AEFC, from January 1984 to August 1993.

Richard W. Kling
Born in 1940

Director  since  February  1984;  president  since  March 1994.  Executive  vice
president,  Marketing and Products from January 1988 to March 1994.  Senior vice
president,  AEFC,  since May 1994.  Director of IDS Life Series  Fund,  Inc. and
member of the board of managers and president of IDS Life Variable Annuity Funds
A and B.

Paul F. Kolkman
Born in 1946

Director  since May 1984;  executive  vice  president  since  March  1994;  vice
president,  Finance from May 1984 to March 1994;  vice  president,  AEFC,  since
January 1987. Vice president and chief actuary of IDS Life Series Fund, Inc.

Paula R. Meyer
Born in 1954

Director and executive vice president  since 1998;  Vice  President,  AEFC since
1998;  Piper Capital  Management  (PCM) President from October 1997 to May 1998;
PCM Director of Marketing from June 1995 to October 1997; PCM Director of Retail
Marketing from December 1993 to June 1995.

James A. Mitchell
Born in 1941

Chairman  of the board  since  March  1994;  director  since  July  1984;  chief
executive officer from November 1986 to March 1999;  president from July 1984 to
March 1994; executive vice president,  AEFC, since March 1994;  director,  AEFC,
since July 1984; senior vice president, AEFC, from July 1984 to March 1994.


Pamela J. Moret
Born in 1956

Director  since March 2000;  executive  vice  president - Variable  Assets since
1997;  vice  president  Retail  Service  Group,  AEFC,  from  1996 to 1997;  and
vice-president - Communications, AEFC from 1993 to 1996.


<PAGE>

Barry J. Murphy
Born in 1951

Director and executive vice president,  Client Service, since March 1994; senior
vice president,  AEFC,  since May 1994;  senior vice  president,  Travel Related
Services  (TRS),  a subsidiary of American  Express  Company,  from July 1992 to
April 1994; vice president, TRS, from November 1989 to July 1992.

Stuart A. Sedlacek
Born in 1957

Director  since  1994,  executive  vice  president  since 1998;  executive  vice
president,  Assured  Assets from March 1994 to 1998;  senior vice  president and
chief financial officer, AEFC, since 1998; vice president,  AEFC, from September
1988 to 1998.

Officers other than directors*

Timothy V. Bechtold
Born in 1953

Executive vice president,  Risk Management  Products since 1995; vice president,
Risk  Management,  AEFC  since  1995;  and  vice  president,  Insurance  Product
Development from 1989 to 1995.

Mark W. Carter
Born in 1954

Executive vice president,  Marketing since 1997; senior vice president and chief
marketing  officer,  AEFC since 1997;  vice  president of TVSM Inc. from 1996 to
1997; and regional vice president and general  manager of ADVO Inc. from 1991 to
1996.

Lorraine R. Hart
Born in 1951

Vice president,  Investments since 1992; vice president,  Insurance Investments,
AEFC since 1998; and vice president,  Investments, IDS Certificate Company since
1994.

Jeffrey S. Horton
Born in 1961

Vice president and treasurer  since December 1997;  vice president and corporate
treasurer, AEFC, since December 1997; controller,  American Express Technologies
- - Financial Services,  AEFC, from July 1997 to December 1997;  controller,  Risk
Management  Products,  AEFC, from May 1994 to July 1997; director of finance and
analysis, Corporate Treasury, AEFC, from June 1990 to May 1994.


William A. Stoltzmann
Born in 1948

Vice  president,  general  counsel and secretary  since 1989; vice president and
assistant general counsel, AEFC, since November 1985.

<PAGE>

Phillip C. Wentzel
Born in 1961

Vice  president  and  controller  since 1998;  vice  president  - Finance,  Risk
Management  Products,  AEFC since 1997; and director of financial  reporting and
analysis from 1992 to 1997.


*The  address  for all of the  directors  and  principal  officers  is:  200 AXP
Financial Center, Minneapolis, MN 55474.


Executive compensation

Executive officers of IDS Life also may serve one or more affiliated  companies.
The  following  table  reflects cash  compensation  paid to the five most highly
compensated  executive  officers  as a group for  services  rendered in the most
recent  calendar year to IDS Life and its  affiliates.  The table also shows the
total cash compensation paid to all executive  officers of IDS Life, as a group,
who were executive officers at any time during the most recent calendar year.
<TABLE>
<S>                                      <C>                                         <C>

Name of individual or number in                                                      Cash
group                                    Position held                               compensation
- ---------------------------------------- ------------------------------------------ ------------------
Five most highly compensated                                                         $12,688,646
executive officers as a group:

James A. Mitchell                        Chairman of the Board

Richard W. Kling                         President and Chief Executive Officer


Barry J. Murphy                          Exec. Vice President, Client Service

Stuart A. Sedlacek                       Executive Vice President

Lorraine Hart                            Vice President, Investments


All executive officers as a group (13)                                               $16,637,116
</TABLE>


Security ownership of management

IDS Life's directors and officers do not beneficially own any outstanding shares
of stock of IDS  Life.  All of the  outstanding  shares of stock of IDS Life are
beneficially owned by its parent,  American Express Financial  Corporation.  The
percentage  of shares of American  Express  Financial  Corporation  owned by any
director,  and by all  directors  and officers of IDS Life as a group,  does not
exceed 1% of the class outstanding.


Legal  proceedings  A number of lawsuits have been filed against life and health
insurers  in  jurisdictions  in which  IDS Life and AEFC do  business  involving
insurers'  sales  practices,  alleged  agent  misconduct,  failure  to  properly
supervise  agents  and other  matters.  IDS Life and AEFC,  like  other life and
health insurers, from time to time are involved in such litigation.  On December
13, 1996, an action  entitled Lesa  Benacquisto  and Daniel  Benacquisto vs. IDS
Life Insurance Company and American Express Financial  Corporation was commenced
in Minnesota state court.  The action was brought by individuals who replaced an
existing IDS Life  insurance  policy with a new IDS Life policy.  The plaintiffs
purport to represent a class consisting of all persons who replaced existing IDS
Life policies  with new policies  from and after January 1, 1985.  The complaint


<PAGE>


puts at issue various  alleged sales practices and  misrepresentations,  alleged
breaches of fiduciary duties and alleged  violations of consumer fraud statutes.
IDS Life and AEFC filed an answer to the complaint on February 18, 1997, denying
the allegations.  A second action,  entitled Arnold Mork,  Isabella Mork, Ronald
Melchart and Susan Melchart vs. IDS Life Insurance  Company and American Express
Financial  Corporation  was  commenced  in the same court on March  21,1997.  In
addition to claims  that are  included in the  Benacquisto  lawsuit,  the second
action  includes an allegation of improper  replacement  of an existing IDS Life
annuity  contract.  A subsequent  class action,  Richard  Thoresen and Elizabeth
Thoresen vs. AEFC, American Partners Life Insurance Company, American Enterprise
Life Insurance  Company,  American  Centurion Life Assurance  Company,  IDS Life
Insurance  Company and IDS Life Insurance  Company of New York, was filed in the
same  court  on  October  13,  1998  alleging  that  the  sale of  annuities  in
tax-deferred  contributory  retirement  investment  plans  (e.g.  IRAs) was done
through deceptive marketing practices, which IDS Life denies. Plaintiffs in each
of the above  actions  seek  damages in an  unspecified  amount and also seek to
establish a claims  resolution  facility  for the  determination  of  individual
issues.

IDS Life is included as a party to a  preliminary  settlement of all three class
action  lawsuits.  We believe this  approach  will put these cases behind us and
provide a fair outcome for our clients.  Our decision to settle does not include
any admission of wrongdoing.  We do not anticipate that this proposed settlement
or any other  lawsuits  in which IDS Life is a  defendant,  will have a material
adverse effect on our financial condition.


Experts


Ernst & Young LLP, independent auditors, have audited the consolidated financial
statements of IDS Life Insurance Company at Dec. 31, 1999 and 1998, and for each
of the three  years in the period  ended Dec.  31,  1999,  as set forth in their
report.  We've included our consolidated  financial statements in the prospectus
and elsewhere in the  registration  statement in reliance on Ernst & Young LLP's
report, given on their authority as experts in accounting and auditing.


<PAGE>

Appendix A

Total surrender of a subaccount

This example shows how surrender  charges are calculated for the total surrender
of one subaccount.

Assumptions:

The  contract is dated  January 15,  1997.  The  contract  year is January 15 to
January 14 and the anniversary date is January 15th each year.

Subaccount P is established with a $5,000 payment on July 1, 1998. The surrender
charge percentages for Subaccount P will be:

Surrender date                           Surrender charge percentage
- ---------------------------------------- -----------------------------------
7-1-98 to 1-14-99                                        7%
1-15-99 to 1-14-00                                       6
1-15-00 to 1-14-01                                       5
1-15-01 to 1-14-02                                       4
1-15-02 to 1-14-03                                       3
1-15-03 to 1-14-04                                       2
1-15-04 to 1-14-05                                       1
January 15, 2005+                                        0

The  Subaccount  P market  adjusted  value is  transferred  to  Subaccount  Q on
September 1, 1999.  The above  surrender  charge  percentage  date limits do not
change even though Subaccount P transferred to Subaccount Q.

Subaccount Q is entirely  surrendered  November 4, 2002,  when the  Subaccount Q
accumulation  value is $8,300.  Interest rates have increased since Subaccount Q
started.  The  January  15,  2002  (prior  contract  anniversary)  Subaccount  Q
accumulation value was $8,000.

Assume that the November 4, 2002 market adjusted value is $8,000.  This includes
the $800 free  withdrawal  amount  (10% of the January  15,  2002  Subaccount  Q
accumulation  value) and an assumed ($300) negative market value  adjustment due
to interest rate increases.

What is the surrender charge amount?

The $8,000 market adjusted value less the $800 free withdrawal amount is subject
to a 3% surrender charge. The surrender charge is 3% of $7,200 which is $216.

What net amount does the owner receive?

The owner receives a net surrender check of $7,784 which is:

Subaccount Q market adjusted value                         $8,000
(Which includes the $800 free withdrawal amount
and the ($300) market value adjustment)

Less Subaccount Q surrender charge                         -  216
                                                           ------

Net Subaccount Q surrender check                           $7,784

<PAGE>

Appendix B

Market value adjustment illustration

Assumptions:
Contract date: January 1, 1997
Subaccount established: July 1, 1997
Purchase payment: $50,000
Subaccount guarantee period: 10 years
Subaccount guarantee rate: 4.5% effective annual yield

Market value  adjustment  assumptions:  These examples show how the market value
adjustment may affect your contract  subaccount  values. The surrenders in these
examples occur on July 1, 1998,  one year after the  subaccount is  established.
There are no previous surrenders.

The subaccount  accumulation  value at the end of one year is $52,250.  If there
are no surrenders,  the subaccount  accumulation value at the end of the 10-year
guarantee period will be $77,648.47.

The subaccount  accumulation value on January 1, 1998, the contract anniversary,
is: $50,000 x (1 + .045)(184/365) = $51,121.87.  The free withdrawal  amount for
the next year is  $5,112.19.  This free  withdrawal  amount (10% of the contract
anniversary  subaccount  accumulation  value)  is  free  of  both  market  value
adjustment and surrender charge.

The market value adjustment reflects the relationship (at the time of surrender)
between the  subaccount  guarantee  rate and the interest  rate IDS Life then is
crediting  on  purchase  payments  or  transfers  made to new  subaccounts  with
guarantee  periods of the same duration as the time  remaining in the subaccount
guarantee  period.  After  one  year,  there  are 9 years  left  of the  10-year
subaccount guarantee period.

Example I shows a downward market value  adjustment.  Example II shows an upward
market value  adjustment.  These  examples do not show the surrender  charge (if
any) which would be  calculated  separately  after the market value  adjustment.
Surrender charge calculations are shown in Appendix A.

Market adjusted value formula:

Market adjusted value = [(AVc - FWA) x F] + FWA where:

AVc    =     the subaccount accumulation value to be surrendered or transferred

FWA    =     the lesser of AVc or free withdrawal amount

F      =           (1 + ig)(N + t)
               -----------------------
               (1 + ic + .0025)(N + t)

where:

ig   =   the subaccount guarantee rate

N    =   the number of complete  years to the end of the  guarantee  period for
         the subaccount

t    =   the fraction of a year  remaining to the end of the  guarantee  period
         (for  example,  if 180 days remain in a 365 day year,  t would be .493
         for the subaccount)

<PAGE>

ic   =   the  subaccount  guarantee rate IDS Life then is crediting on purchase
         payments or transfers made to new subaccounts  with guarantee  periods
         of the same duration as the time remaining in the subaccount guarantee
         period (straight line interpolation  between whole year rates. If N is
         zero, ic is the rate for a one year guarantee period)

Example I - Downward market value adjustment

A surrender  results in a downward  market value  adjustment when interest rates
have  increased.  Assume  after one  year,  IDS Life is  crediting  5% for a new
subaccount with a 9-year guarantee period.  If the owner totally  surrenders the
subaccount, the market adjusted value is:

[(AVc - FWA) x F] + FWA

[($52,250.00 - $5,112.19) x  (1 + .045)9]+ 5,112.19 = $49,311.66
                            ------------
                               (1 + .05 + .0025)9]

The market value adjustment is a $2,938.34 reduction of the accumulation value:

($2,938.34) = $49,311.66 - $52,250.00

Example II - Upward market value adjustment

A surrender  results in an upward market value  adjustment  when interest  rates
have  decreased.  Assume  after one  year,  IDS Life is  crediting  4% for a new
subaccount with a 9-year guarantee period.  If the owner totally  surrenders the
subaccount, the market adjusted value is:

[(AVc - FWA) x F] + FWA

[$52,250.00 - $5,112.19) x (1 + .045)9] +  $5,112.19 = $53,277.18
                              (1 + .04 + .0025)9]

The market value adjustment is a $1,027.18 increase of the accumulation value:

$1,027.18 = $53,277.18 - $52,250.00

<PAGE>


<PAGE>
IDS LIFE INSURANCE COMPANY
FINANCIAL INFORMATION

REPORT OF INDEPENDENT AUDITORS

THE BOARD OF DIRECTORS
IDS LIFE INSURANCE COMPANY
We have audited the accompanying consolidated balance sheets of IDS Life
Insurance Company (a wholly-owned subsidiary of American Express Financial
Corporation) as of December 31, 1999 and 1998, and the related consolidated
statements of income, stockholder's equity and cash flows for each of the three
years in the period ended December 31, 1999. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. 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 consolidated financial position of IDS Life Insurance
Company at December 31, 1999 and 1998, and the consolidated results of its
operations and its cash flows for each of the three years in the period ended
December 31, 1999, in conformity with accounting principles generally accepted
in the United States.

ERNST & YOUNG LLP
February 3, 2000
Minneapolis, Minnesota

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

                                                  IDS LIFE INSURANCE COMPANY F-1
<PAGE>
IDS LIFE INSURANCE COMPANY

CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
DECEMBER 31, ($ THOUSANDS)                   1999         1998
<S>                                       <C>          <C>
 ASSETS
- ------------------------------------------------------------------
Investments:
  Fixed maturities:
    Held to maturity, at amortized cost
    (fair value:
    1999, $7,105,743; 1998, $8,420,035)   $ 7,156,292  $ 7,964,114
    Available for sale, at fair value
    (amortized cost:
    1999, $13,703,137; 1998,
    $13,344,949)                           13,049,549   13,613,139
- ------------------------------------------------------------------
                                           20,205,841   21,577,253
Mortgage loans on real estate               3,606,377    3,505,458
Policy loans                                  561,834      525,431
Other investments                             506,797      366,604
- ------------------------------------------------------------------
    Total investments                      24,880,849   25,974,746
Cash and cash equivalents                      32,333       22,453
Amounts recoverable from reinsurers           327,168      262,260
Amounts due from brokers                          145          327
Other accounts receivable                      48,578       47,963
Accrued investment income                     343,449      366,574
Deferred policy acquisition costs           2,665,175    2,496,352
Deferred income taxes, net                    216,020           --
Other assets                                   33,089       30,487
Separate account assets                    35,894,732   27,349,401
- ------------------------------------------------------------------
Total assets                              $64,441,538  $56,550,563
- ------------------------------------------------------------------

 LIABILITIES AND STOCKHOLDER'S EQUITY
- ------------------------------------------------------------------
Liabilities:
Future policy benefits:
Fixed annuities                           $20,552,159  $21,172,303
Universal life-type insurance               3,391,203    3,343,671
Traditional life insurance                    226,842      225,306
Disability income and long-term care
  insurance                                   811,941      660,320
Policy claims and other policyholders'
  funds                                        24,600       70,309
Deferred income taxes, net                         --       16,930
Amounts due to brokers                        148,112      195,406
Other liabilities                             579,678      410,285
Separate account liabilities               35,894,732   27,349,401
- ------------------------------------------------------------------
Total liabilities                          61,629,267   53,443,931
- ------------------------------------------------------------------
Commitments and contingencies
Stockholder's equity:
  Capital stock, $30 par value per
  share;
100,000 shares authorized, issued and
  outstanding                                   3,000        3,000
Additional paid-in capital                    288,327      288,327
Accumulated other comprehensive (loss)
  income, net of tax:
Net unrealized securities (losses) gains     (411,230)     169,584
- ------------------------------------------------------------------
Retained earnings                           2,932,174    2,645,721
- ------------------------------------------------------------------
Total stockholder's equity                  2,812,271    3,106,632
- ------------------------------------------------------------------
Total liabilities and stockholder's
  equity                                  $64,441,538  $56,550,563
==================================================================
</TABLE>

See accompanying notes.

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

F-2      IDS LIFE INSURANCE COMPANY
<PAGE>
IDS LIFE INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31, ($ THOUSANDS)       1999         1998        1997
<S>                                       <C>          <C>         <C>
 REVENUES:
- -----------------------------------------------------------------------------
Premiums:
Traditional life insurance                $   53,790   $   53,132  $   52,473
Disability income and long-term care
  insurance                                  201,637      176,298     154,021
- -----------------------------------------------------------------------------
Total premiums                               255,427      229,430     206,494
Policyholder and contractholder charges      411,994      383,965     341,726
Management and other fees                    473,108      401,057     340,892
Net investment income                      1,919,573    1,986,485   1,988,389
Net realized gain on investments              26,608        6,902         860
- -----------------------------------------------------------------------------
Total revenues                             3,086,710    3,007,839   2,878,361
- -----------------------------------------------------------------------------

 BENEFITS AND EXPENSES:
- -----------------------------------------------------------------------------
Death and other benefits:
Traditional life insurance                    29,819       29,835      28,951
Universal life-type insurance and
  investment contracts                       118,561      108,349      92,814
Disability income and long-term care
  insurance                                   30,622       27,414      22,333
Increase in liabilities for future
  policy benefits:
Traditional life insurance                     7,311        6,052       3,946
Disability income and long-term care
  insurance                                   87,620       73,305      63,631
Interest credited on universal life-type
  insurance and investment contracts       1,240,575    1,317,124   1,386,448
Amortization of deferred policy
  acquisition costs                          332,705      382,642     322,731
Other insurance and operating expenses       335,180      287,326     276,596
- -----------------------------------------------------------------------------
Total benefits and expenses                2,182,393    2,232,047   2,197,450
- -----------------------------------------------------------------------------
Income before income taxes                   904,317      775,792     680,911
Income taxes                                 267,864      235,681     206,664
- -----------------------------------------------------------------------------
Net income                                $  636,453   $  540,111  $  474,247
=============================================================================
</TABLE>

See accompanying notes.

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

                                                  IDS LIFE INSURANCE COMPANY F-3
<PAGE>
IDS LIFE INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY

<TABLE>
<CAPTION>
                                                                                            ACCUMULATED
                                                                                               OTHER
                                                        TOTAL                  ADDITIONAL  COMPREHENSIVE
                                                    STOCKHOLDER'S   CAPITAL     PAID-IN    (LOSS) INCOME,   RETAINED
THREE YEARS ENDED DECEMBER 31, 1999 ($ THOUSANDS)      EQUITY        STOCK      CAPITAL      NET OF TAX     EARNINGS
<S>                                                 <C>            <C>         <C>         <C>             <C>
- ---------------------------------------------------------------------------------------------------------------------
Balance, December 31, 1996                            $2,444,080     $3,000     $283,615     $  86,102     $2,071,363
Comprehensive income:
Net income                                               474,247         --           --            --        474,247
Unrealized holding gains arising during the year,
  net of deferred policy acquisition costs of
  ($7,714) and taxes of ($75,215)                        139,686         --           --       139,686             --
Reclassification adjustment for losses included in
  net income, net of tax of ($308)                           571         --           --           571             --
Other comprehensive income                               140,257         --           --       140,257             --
- ---------------------------------------------------------------------------------------------------------------------
Comprehensive income                                     614,504         --           --            --             --
Capital contribution from parent                           7,232         --        7,232            --             --
Cash dividends to parent                                (200,000)        --           --            --       (200,000)
- ---------------------------------------------------------------------------------------------------------------------

- ---------------------------------------------------------------------------------------------------------------------
Balance, December 31, 1997                             2,865,816      3,000      290,847       226,359      2,345,610
Comprehensive income:
Net income                                               540,111         --           --            --        540,111
Unrealized holding losses arising during the year,
  net of deferred policy acquisition costs of
  $6,333 and taxes of $32,826                            (60,964)        --           --       (60,964)            --
Reclassification adjustment for losses included in
  net income, net of tax of ($2,254)                       4,189         --           --         4,189             --
Other comprehensive loss                                 (56,775)        --           --       (56,775)            --
Comprehensive income                                     483,336         --           --            --             --
Other changes                                             (2,520)        --       (2,520)           --             --
- ---------------------------------------------------------------------------------------------------------------------
Cash dividends to parent                                (240,000)        --           --            --       (240,000)
- ---------------------------------------------------------------------------------------------------------------------
Balance, December 31, 1998                             3,106,632      3,000      288,327       169,584      2,645,721

- ---------------------------------------------------------------------------------------------------------------------
Balance, December 31, 1998                            $3,106,632     $3,000     $288,327     $ 169,584     $2,645,721
Comprehensive income:
Net income                                               636,453         --           --            --        636,453
Unrealized holding losses arising during the year,
  net of deferred policy acquisition costs of
  $28,444 and taxes of $304,936                         (566,311)        --           --      (566,311)            --
Reclassification adjustment for gains included in
  net income, net of tax of $7,810                       (14,503)        --           --       (14,503)            --
- ---------------------------------------------------------------------------------------------------------------------
Other comprehensive loss                                (580,814)        --           --      (580,814)            --
Comprehensive income                                      55,639         --           --            --             --
- ---------------------------------------------------------------------------------------------------------------------
Cash dividends to parent                                (350,000)        --           --            --       (350,000)
- ---------------------------------------------------------------------------------------------------------------------
Balance, December 31, 1999                            $2,812,271     $3,000     $288,327     $(411,230)    $2,932,174
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying notes.

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

F-4      IDS LIFE INSURANCE COMPANY
<PAGE>
IDS LIFE INSURANCE COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31, ($ THOUSANDS)       1999         1998         1997
<S>                                       <C>          <C>          <C>
 CASH FLOWS FROM OPERATING ACTIVITIES:
- -------------------------------------------------------------------------------
Net income                                $   636,453  $   540,111  $   474,247
Adjustments to reconcile net income to
  net cash provided by operating
  activities: Policy loans, excluding
  universal life-type insurance:
Issuance                                      (56,153)     (53,883)     (54,665)
Repayment                                      54,105       57,902       46,015
Change in amounts recoverable from
  reinsurers                                  (64,908)     (56,544)     (47,994)
Change in other accounts receivable              (615)     (10,068)       6,194
Change in accrued investment income            23,125       (9,184)     (14,077)
Change in deferred policy acquisition
  costs, net                                 (140,379)     (10,443)    (156,486)
Change in liabilities for future policy
  benefits for traditional life,
  disability income and long-term care
  insurance                                   153,157      138,826      112,915
Change in policy claims and other
  policyholders' funds                        (45,709)       1,964      (15,289)
Deferred income tax provision (benefit)        79,796      (19,122)      19,982
Change in other liabilities                   169,395       64,902       13,305
(Accretion of discount), amortization of
  premium, net                                (17,907)       9,170       (5,649)
Net realized gain on investments              (26,608)      (6,902)        (860)
Policyholder and contractholder charges,
  non-cash                                   (175,059)    (172,396)    (160,885)
Other, net                                     (5,324)      10,786        7,161
- -------------------------------------------------------------------------------
Net cash provided by operating
  activities                              $   583,369  $   485,119  $   223,914

 CASH FLOWS FROM INVESTING ACTIVITIES:
- -------------------------------------------------------------------------------
Fixed maturities held to maturity:
Purchases                                 $    (3,030) $    (1,020) $    (1,996)
Maturities, sinking fund payments and
  calls                                       741,949    1,162,731      686,503
Sales                                          66,547      236,963      236,761
Fixed maturities available for sale:
Purchases                                  (3,433,128)  (4,100,238)  (3,160,133)
Maturities, sinking fund payments and
  calls                                     1,442,507    2,967,311    1,206,213
Sales                                       1,691,389      278,955      457,585
Other investments, excluding policy
  loans:
Purchases                                    (657,383)    (555,647)    (524,521)
Sales                                         406,684      579,038      335,765
Change in amounts due from brokers                182        8,073        2,647
Change in amounts due to brokers              (47,294)    (186,052)     119,471
- -------------------------------------------------------------------------------
Net cash provided by (used in) investing
  activities                                  208,423      390,114     (641,705)

 CASH FLOWS FROM FINANCING ACTIVITIES:
- -------------------------------------------------------------------------------
Activity related to universal life-type
  insurance and investment contracts:
Considerations received                     2,031,630    1,873,624    2,785,758
Surrenders and other benefits              (3,669,759)  (3,792,612)  (3,736,242)
Interest credited to account balances       1,240,575    1,317,124    1,386,448
Universal life-type insurance policy
  loans:
Issuance                                     (102,239)     (97,602)     (84,835)
Repayment                                      67,881       67,000       54,513
Capital transaction with parent                    --           --        7,232
Dividends paid                               (350,000)    (240,000)    (200,000)
- -------------------------------------------------------------------------------
Net cash (used in) provided by financing
  activities                                 (781,912)    (872,466)     212,874
- -------------------------------------------------------------------------------
Net increase (decrease) in cash and cash
  equivalents                                   9,880        2,767     (204,917)
Cash and cash equivalents at beginning
  of year                                      22,453       19,686      224,603
- -------------------------------------------------------------------------------
Cash and cash equivalents at end of year  $    32,333  $    22,453  $    19,686
- -------------------------------------------------------------------------------
</TABLE>

See accompanying notes.

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

                                                  IDS LIFE INSURANCE COMPANY F-5
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS ($ THOUSANDS)

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS
IDS Life Insurance Company (the Company) is a stock life insurance company
organized under the laws of the State of Minnesota. The Company is a
wholly-owned subsidiary of American Express Financial Corporation (AEFC), which
is a wholly owned subsidiary of American Express Company. The Company serves
residents of all states except New York. IDS Life Insurance Company of New York
is a wholly owned subsidiary of the Company and serves New York State residents.
The Company also wholly owns American Enterprise Life Insurance Company,
American Centurion Life Assurance Company, American Partners Life Insurance
Company and American Express Corporation.

The Company's principal products are deferred annuities and universal life
insurance, which are issued primarily to individuals. It offers single premium
and flexible premium deferred annuities on both a fixed and variable dollar
basis. Immediate annuities are offered as well. The Company's insurance products
include universal life (fixed and variable), whole life, single premium life and
term products (including waiver of premium and accidental death benefits). The
Company also markets disability income and long-term care insurance.

BASIS OF PRESENTATION
The accompanying consolidated financial statements include the accounts of the
Company and its wholly owned subsidiaries. All significant intercompany accounts
and transactions have been eliminated in consolidation.

The accompanying consolidated financial statements have been prepared in
conformity with accounting principles generally accepted in the United States
which vary in certain respects from reporting practices prescribed or permitted
by state insurance regulatory authorities (see Note 4).

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States 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 revenues and expenses during the
reporting period. Actual results could differ from those estimates.

INVESTMENTS
Fixed maturities that the Company has both the positive intent and the ability
to hold to maturity are classified as held to maturity and carried at amortized
cost. All other fixed maturities and all marketable equity securities are
classified as available for sale and carried at fair value. Unrealized gains and
losses on securities classified as available for sale are reported as a separate
component of accumulated other comprehensive (loss) income, net of the related
deferred policy acquisition costs effect and deferred taxes.

Realized investment gain or loss is determined on an identified cost basis.

Prepayments are anticipated on certain investments in mortgage-backed securities
in determining the constant effective yield used to recognize interest income.
Prepayment estimates are based on information received from brokers who deal in
mortgage-backed securities.

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

F-6      IDS LIFE INSURANCE COMPANY
<PAGE>
Mortgage loans on real estate are carried at amortized cost less reserves for
mortgage loan losses. The estimated fair value of the mortgage loans is
determined by a discounted cash flow analysis using mortgage interest rates
currently offered for mortgages of similar maturities.

Impairment of mortgage loans is measured as the excess of a loan's recorded
investment over its present value of expected principal and interest payments
discounted at the loan's effective interest rate, or the fair value of
collateral. The amount of the impairment is recorded in a reserve for mortgage
loan losses. The reserve for mortgage loan losses is maintained at a level that
management believes is adequate to absorb estimated losses in the portfolio. The
level of the reserve account is determined based on several factors, including
historical experience, expected future principal and interest payments,
estimated collateral values, and current economic and political conditions.
Management regularly evaluates the adequacy of the reserve for mortgage
loan losses.

The Company generally stops accruing interest on mortgage loans for which
interest payments are delinquent more than three months. Based on management's
judgment as to the ultimate collectibility of principal, interest payments
received are either recognized as income or applied to the recorded investment
in the loan.

The cost of interest rate caps and floors is amortized to investment income over
the life of the contracts and payments received as a result of these agreements
are recorded as investment income when realized. The amortized cost of interest
rate caps and floors is included in other investments. Amounts paid or received
under interest rate swap agreements are recognized as an adjustment to
investment income.

The Company may purchase and write index options to hedge the fee income earned
on the management of equity securities in separate accounts and the underlying
mutual funds. These index options are carried at market value and are included
in other investments or other liabilities, as appropriate. Gains or losses on
index options that qualify as hedges are deferred and recognized in management
and other fees in the same period as the hedged fee income.

The Company also uses index options to manage the risks related to a certain
annuity product that pay interest based upon the relative change in a major
stock market index between the beginning and end of the product's term.
Purchased options used in conjunction with this product are reported in other
investments and written options are included in other liabilities. The
amortization of the cost of purchased options, the proceeds of written options
and the changes in intrinsic value of the contracts are included in net
investment income.

Policy loans are carried at the aggregate of the unpaid loan balances which do
not exceed the cash surrender values of the related policies.

When evidence indicates a decline, which is other than temporary, in the
underlying value or earning power of individual investments, such investments
are written down to the fair value by a charge to income.

STATEMENTS OF CASH FLOWS
The Company considers investments with a maturity at the date of their
acquisition of three months or less to be cash equivalents. These securities are
carried principally at amortized cost, which approximates fair value.

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

                                                  IDS LIFE INSURANCE COMPANY F-7
<PAGE>
Supplementary information to the consolidated statements of cash flows for the
years ended December 31 is summarized as follows:

<TABLE>
<CAPTION>
                                       1999      1998      1997
- -----------------------------------------------------------------
<S>                                  <C>       <C>       <C>
Cash paid during the year for:
Income taxes                         $214,940  $215,003  $174,472
Interest on borrowings                  4,521    14,529     8,213
</TABLE>

RECOGNITION OF PROFITS ON ANNUITY CONTRACTS AND INSURANCE POLICIES
Profits on fixed deferred annuities are recognized by the Company over the lives
of the contracts, using primarily the interest method. Profits represent the
excess of investment income earned from investment of contract considerations
over interest credited to contract owners and other expenses.

The retrospective deposit method is used in accounting for universal life-type
insurance. Under this method, profits are recognized over the lives of the
policies in proportion to the estimated gross profits expected to be realized.

Premiums on traditional life, disability income and long-term care insurance
policies are recognized as revenue when due, and related benefits and expenses
are associated with premium revenue in a manner that results in recognition of
profits over the lives of the insurance policies. This association is
accomplished by means of the provision for future policy benefits and the
deferral and subsequent amortization of policy acquisition costs.

Policyholder and contractholder charges include the monthly cost of insurance
charges, issue and administrative fees and surrender charges. These charges also
include the minimum death benefit guarantee fees received from the variable life
insurance separate accounts. Management and other fees include investment
management fees from underlying proprietary mutual funds and mortality and
expense risk fees received from the variable annuity and variable life insurance
separate accounts.

DEFERRED POLICY ACQUISITION COSTS
The costs of acquiring new business, principally sales compensation, policy
issue costs, underwriting and certain sales expenses, have been deferred on
insurance and annuity contracts. The deferred acquisition costs for most single
premium deferred annuities and installment annuities are amortized using
primarily the interest method. The costs for universal life-type insurance and
certain installment annuities are amortized as a percentage of the estimated
gross profits expected to be realized on the policies. For traditional life,
disability income and long-term care insurance policies, the costs are amortized
over an appropriate period in proportion to premium revenue.

Amortization of deferred policy acquisition costs requires the use of
assumptions including interest margins, mortality margins, persistency rates,
maintenance expense levels and, for variable products, separate account
performance. For universal life-type insurance and deferred annuities, actual
experience is reflected in the Company's amortization models monthly. As actual
experience differs from the current assumptions, management considers the need
to change key assumptions underlying the amortization models prospectively. The
impact of changing prospective assumptions is reflected in the period that such
changes are made and is generally referred to as an unlocking adjustment. During
1999, unlocking adjustments resulted in a net decrease in amortization of $56.8
million. Net unlocking adjustments in 1998 and 1997 were not significant.

LIABILITIES FOR FUTURE POLICY BENEFITS
Liabilities for universal-life type insurance and fixed and variable deferred
annuities are accumulation values.

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

F-8      IDS LIFE INSURANCE COMPANY
<PAGE>
Liabilities for equity indexed deferred annuities are determined as the present
value of guaranteed benefits and the intrinsic value of index-based benefits.

Liabilities for fixed annuities in a benefit status are based on established
industry mortality tables and interest rates ranging from 5% to 9.5%, depending
on year of issue.

Liabilities for future benefits on traditional life insurance are based on the
net level premium method, using anticipated mortality, policy persistency and
interest earning rates. Anticipated mortality rates are based on established
industry mortality tables. Anticipated policy persistency rates vary by policy
form, issue age and policy duration with persistency on cash value plans
generally anticipated to be better than persistency on term insurance plans.
Anticipated interest rates range from 4% to 10%, depending on policy form, issue
year and policy duration.

Liabilities for future disability income and long-term care policy benefits
include both policy reserves and claim reserves. Policy reserves are based on
the net level premium method, using anticipated morbidity, mortality, policy
persistency and interest earning rates. Anticipated morbidity and mortality
rates are based on established industry morbidity and mortality tables.
Anticipated policy persistency rates vary by policy form, issue age, policy
duration and, for disability income policies, occupation class. Anticipated
interest rates for disability income and long-term care policy reserves are 3%
to 9.5% at policy issue and grade to ultimate rates of 5% to 7% over 5 to 10
years.

Claim reserves are calculated based on claim continuance tables and anticipated
interest earnings. Anticipated claim continuance rates are based on established
industry tables. Anticipated interest rates for claim reserves for both
disability income and long-term care range from 5% to 8%.

REINSURANCE
The maximum amount of life insurance risk retained by the Company is $750 on any
policy insuring a single life and $1,500 on any policy insuring a joint-life
combination. Beginning in 1999, the Company retains only 20% of the mortality
risk on new variable universal life insurance policies. Risk not retained is
reinsured with other life insurance companies, primarily on a yearly renewable
term basis. Long-term care policies are primarily reinsured on a coinsurance
basis. The Company retains all disability income and waiver of premium risk.
Beginning in 2000, the Company will retain all accidental death benefit risk.

FEDERAL INCOME TAXES
The Company's taxable income is included in the consolidated federal income tax
return of American Express Company. The Company provides for income taxes on a
separate return basis, except that, under an agreement between AEFC and American
Express Company, tax benefit is recognized for losses to the extent they can be
used on the consolidated tax return. It is the policy of AEFC and its
subsidiaries that AEFC will reimburse subsidiaries for all tax benefits.

Included in other liabilities at December 31, 1999 and 1998 are $852 receivable
from and $26,291 payable to, respectively, AEFC for federal income taxes.

SEPARATE ACCOUNT BUSINESS
The separate account assets and liabilities represent funds held for the
exclusive benefit of the variable annuity and variable life insurance contract
owners. The Company receives investment management fees from the proprietary
mutual funds used as investment options for variable annuities and variable life
insurance. The Company receives mortality and expense risk fees from the
separate accounts.

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

                                                  IDS LIFE INSURANCE COMPANY F-9
<PAGE>
The Company makes contractual mortality assurances to the variable annuity
contract owners that the net assets of the separate accounts will not be
affected by future variations in the actual life expectancy experience of the
annuitants and beneficiaries from the mortality assumptions implicit in the
annuity contracts. The Company makes periodic fund transfers to, or withdrawals
from, the separate account assets for such actuarial adjustments for variable
annuities that are in the benefit payment period. The Company also guarantees
that the rates at which administrative fees are deducted from contract funds
will not exceed contractual maximums.

For variable life insurance, the Company guarantees that the rates at which
insurance charges and administrative fees are deducted from contract funds will
not exceed contractual maximums. The Company also guarantees that the death
benefit will continue payable at the initial level regardless of investment
performance so long as minimum premium payments are made.

ACCOUNTING CHANGES
American Institute of Certified Public Accountants (AICPA) Statement of Position
(SOP) 98-1, "Accounting for Costs of Computer Software Developed or Obtained for
Internal Use" became effective January 1, 1999. The SOP requires the
capitalization of certain costs incurred after the date of adoption to develop
or obtain software for internal use. Software utilized by the Company is owned
by AEFC and capitalized by AEFC. As a result, the new rule did not have a
material impact on the Company's results of operations or financial condition.

Effective January 1, 1999, the Company adopted AICPA SOP 97-3, "Accounting by
Insurance and Other Enterprises for Insurance-Related Assessments," providing
guidance for the timing of recognition of liabilities related to guaranty fund
assessments. The Company had historically carried a liability for estimated
guaranty fund assessment exposure. Adoption of the SOP did not have a material
impact on the Company's results of operations or financial condition.

In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities," which is effective January 1, 2001. This Statement
establishes accounting and reporting standards for derivative instruments,
including certain derivative instruments embedded in other contracts, and for
hedging activities. It requires the recognition of all derivatives as either
assets or liabilities on the balance sheet and measure those instruments at fair
value. The accounting for changes in the fair value of a derivative depends on
the intended use of the derivative and the resulting designation. The ultimate
financial effect of adoption of the new rule will depend on the derivatives in
place at adoption and cannot be estimated at this time.

2. INVESTMENTS

Fair values of investments in fixed maturities represent quoted market prices
and estimated values when quoted prices are not available. Estimated values are
determined by established procedures involving, among other things, review of
market indices, price levels of current offerings of comparable issues, price
estimates and market data from independent brokers and financial files.

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

F-10      IDS LIFE INSURANCE COMPANY
<PAGE>
The amortized cost, gross unrealized gains and losses and fair values of
investments in fixed maturities and equity securities at December 31, 1999 are
as follows:

<TABLE>
<CAPTION>
                                              GROSS       GROSS
                                AMORTIZED   UNREALIZED  UNREALIZED     FAIR
HELD TO MATURITY                   COST       GAINS       LOSSES      VALUE
- ------------------------------------------------------------------------------
<S>                             <C>         <C>         <C>         <C>
U.S. Government agency
  obligations                   $   37,613   $   236     $  2,158   $   35,691
State and municipal
  obligations                        9,681       150           --        9,831
Corporate bonds and
  obligations                    5,713,475    91,571      113,350    5,691,696
Mortgage-backed securities       1,395,523     4,953       31,951    1,368,525
- ------------------------------------------------------------------------------
                                $7,156,292   $96,910     $147,459   $7,105,743
- ------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                               GROSS       GROSS
                                 AMORTIZED   UNREALIZED  UNREALIZED     FAIR
AVAILABLE FOR SALE                 COST        GAINS       LOSSES       VALUE
- --------------------------------------------------------------------------------
<S>                             <C>          <C>         <C>         <C>
U.S. Government agency
  obligations                   $    46,325   $   612     $  2,231   $    44,706
State and municipal
  obligations                        13,226       519          191        13,554
Corporate bonds and
  obligations                     7,960,352    60,120      560,450     7,460,022
Mortgage-backed securities        5,683,234     9,692      161,659     5,531,267
- --------------------------------------------------------------------------------
Total fixed maturities           13,703,137    70,943      724,531    13,049,549
Equity securities                     3,000        16           --         3,016
- --------------------------------------------------------------------------------
                                $13,706,137   $70,959     $724,531   $13,052,565
- --------------------------------------------------------------------------------
</TABLE>

The amortized cost, gross unrealized gains and losses and fair values of
investments in fixed maturities and equity securities at December 31, 1998 are
as follows:

<TABLE>
<CAPTION>
                                              GROSS       GROSS
                                AMORTIZED   UNREALIZED  UNREALIZED     FAIR
HELD TO MATURITY                   COST       GAINS       LOSSES       VALUE
- -------------------------------------------------------------------------------
<S>                             <C>         <C>         <C>         <C>
U.S. Government agency
  obligations                   $   39,888   $  4,460    $    --    $   44,348
State and municipal
  obligations                        9,683        490         --        10,173
Corporate bonds and
  obligations                    6,305,476    447,752     27,087     6,726,141
Mortgage-backed securities       1,609,067     30,458        152     1,639,373
- -------------------------------------------------------------------------------
                                $7,964,114   $483,160    $27,239    $8,420,035
- -------------------------------------------------------------------------------
</TABLE>

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

                                                 IDS LIFE INSURANCE COMPANY F-11
<PAGE>

<TABLE>
<CAPTION>
                                               GROSS       GROSS
                                 AMORTIZED   UNREALIZED  UNREALIZED     FAIR
AVAILABLE FOR SALE                 COST        GAINS       LOSSES       VALUE
- --------------------------------------------------------------------------------
<S>                             <C>          <C>         <C>         <C>
U.S. Government agency
  obligations                   $    52,043   $  3,324    $     --   $    55,367
State and municipal
  obligations                        11,060      1,231          --        12,291
Corporate bonds and
  obligations                     7,332,344    271,174     155,181     7,448,337
Mortgage-backed securities        5,949,502    151,511       3,869     6,097,144
- --------------------------------------------------------------------------------
Total fixed maturities           13,344,949    427,240     159,050    13,613,139
Equity securities                     3,000        158          --         3,158
- --------------------------------------------------------------------------------
                                $13,347,949   $427,398    $159,050   $13,616,297
- --------------------------------------------------------------------------------
</TABLE>

The amortized cost and fair value of investments in fixed maturities at
December 31, 1999 by contractual maturity are shown below. Expected maturities
will differ from contractual maturities because borrowers may have the right to
call or prepay obligations with or without call or prepayment penalties.

<TABLE>
<CAPTION>
                                          AMORTIZED      FAIR
HELD TO MATURITY                             COST       VALUE
- ----------------------------------------------------------------
<S>                                       <C>         <C>
Due in one year or less                   $  238,740  $  239,747
Due from one to five years                 2,996,713   3,012,721
Due from five to ten years                 1,922,199   1,893,918
Due in more than ten years                   603,117     590,832
Mortgage-backed securities                 1,395,523   1,368,525
- ----------------------------------------------------------------
                                          $7,156,292  $7,105,743
- ----------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                           AMORTIZED      FAIR
AVAILABLE FOR SALE                           COST         VALUE
- ------------------------------------------------------------------
<S>                                       <C>          <C>
Due in one year or less                   $   271,381  $   274,415
Due from one to five years                    595,747      592,533
Due from five to ten years                  4,936,041    4,669,573
Due in more than ten years                  2,216,734    1,981,761
Mortgage-backed securities                  5,683,234    5,531,267
- ------------------------------------------------------------------
                                          $13,703,137  $13,049,549
- ------------------------------------------------------------------
</TABLE>

During the years ended December 31, 1999, 1998 and 1997, fixed maturities
classified as held to maturity were sold with amortized cost of $68,470,
$230,036 and $229,848, respectively. Net gains and losses on these sales were
not significant. The sale of these fixed maturities was due to significant
deterioration in the issuers' credit worthiness.

Fixed maturities available for sale were sold during 1999 with proceeds of
$1,691,389 and gross realized gains and losses of $36,568 and $14,255,
respectively. Fixed maturities available for sale were sold during 1998 with
proceeds of $278,955 and gross realized gains and losses of $15,658 and $22,102,
respectively. Fixed maturities available for sale were sold during 1997 with
proceeds of $457,585 and gross realized gains and losses of $6,639 and $7,518,
respectively.

At December 31, 1999, bonds carried at $14,559 were on deposit with various
states as required by law.

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

F-12      IDS LIFE INSURANCE COMPANY
<PAGE>
At December 31, 1999, investments in fixed maturities comprised 81 percent of
the Company's total invested assets. These securities are rated by Moody's and
Standard & Poor's (S&P), except for securities carried at approximately $3.7
billion which are rated by AEFC's internal analysts using criteria similar to
Moody's and S&P. A summary of investments in fixed maturities, at amortized
cost, by rating on December 31 is as follows:

<TABLE>
<CAPTION>
RATING                                       1999         1998
- ------------------------------------------------------------------
<S>                                       <C>          <C>
Aaa/AAA                                   $ 7,144,280  $ 7,629,628
Aaa/AA                                          1,920        2,277
Aa/AA                                         301,728      308,053
Aa/A                                          314,168      301,325
A/A                                         2,598,300    2,525,283
A/BBB                                       1,014,566    1,148,736
Baa/BBB                                     6,319,549    6,237,014
Baa/BB                                        348,849      492,696
Below investment grade                      2,816,069    2,664,051
- ------------------------------------------------------------------
                                          $20,859,429  $21,309,063
- ------------------------------------------------------------------
</TABLE>

At December 31, 1999, 90 percent of the securities rated Aaa/AAA are GNMA, FNMA
and FHLMC mortgage-backed securities. No holdings of any other issuer are
greater than one percent of the Company's total investments in fixed maturities.

At December 31, 1999, approximately 14 percent of the Company's invested assets
were mortgage loans on real estate. Summaries of mortgage loans by region of the
United States and by type of real estate are as follows:

<TABLE>
<CAPTION>
                                   DECEMBER 31, 1999         DECEMBER 31, 1998
                                ON BALANCE   COMMITMENTS  ON BALANCE   COMMITMENTS
REGION                             SHEET     TO PURCHASE     SHEET     TO PURCHASE
- ----------------------------------------------------------------------------------
<S>                             <C>          <C>          <C>          <C>
East North Central              $  715,998    $ 10,380    $  750,705    $ 16,393
West North Central                 555,635      42,961       491,006      81,648
South Atlantic                     867,838      23,317       839,233      21,020
Middle Atlantic                    428,051       1,806       476,448       6,169
New England                        259,243       4,415       263,761       2,824
Pacific                            238,299       3,466       195,851      16,946
West South Central                 144,607       4,516       136,841       1,412
East South Central                  43,841          --        46,029          --
Mountain                           381,148       9,380       345,379       8,473
- ----------------------------------------------------------------------------------
                                 3,634,660     100,241     3,545,253     154,885
Less allowance for losses           28,283          --        39,795          --
- ----------------------------------------------------------------------------------
                                $3,606,377    $100,241    $3,505,458    $154,885
- ----------------------------------------------------------------------------------
</TABLE>

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

                                                 IDS LIFE INSURANCE COMPANY F-13
<PAGE>

<TABLE>
<CAPTION>
                                   DECEMBER 31, 1999         DECEMBER 31, 1998
                                ON BALANCE   COMMITMENTS  ON BALANCE   COMMITMENTS
PROPERTY TYPE                      SHEET     TO PURCHASE     SHEET     TO PURCHASE
- ----------------------------------------------------------------------------------
<S>                             <C>          <C>          <C>          <C>
Department/retail stores        $1,158,712    $ 33,829    $1,139,349    $ 59,305
Apartments                         887,538      11,343       960,808       9,272
Office buildings                   931,234      26,062       783,576      50,450
Industrial buildings               309,845       5,525       298,549      13,263
Hotels/motels                      103,625          --       109,185      14,122
Medical buildings                  114,045          --       124,369          --
Nursing/retirement homes            45,935          --        46,696          --
Mixed use                           66,893          --        65,151          --
Other                               16,833      23,482        17,570       8,473
- ----------------------------------------------------------------------------------
                                 3,634,660     100,241     3,545,253     154,885
Less allowance for losses           28,283          --        39,795          --
- ----------------------------------------------------------------------------------
                                $3,606,377    $100,241    $3,505,458    $154,885
- ----------------------------------------------------------------------------------
</TABLE>

Mortgage loan fundings are restricted by state insurance regulatory authorities
to 80 percent or less of the market value of the real estate at the time of
origination of the loan. The Company holds the mortgage document, which gives it
the right to take possession of the property if the borrower fails to perform
according to the terms of the agreement. Commitments to purchase mortgages are
made in the ordinary course of business. The fair value of the mortgage
commitments is $nil.

At December 31, 1999 and 1998, the Company's recorded investment in impaired
loans was $21,375 and $24,941, respectively, with allowances of $5,750 and
$6,662, respectively. During 1999 and 1998, the average recorded investment in
impaired loans was $23,815 and $37,873, respectively.

The Company recognized $1,190, $1,809 and $2,981 of interest income related to
impaired loans for the years ended December 31, 1999, 1998 and 1997
respectively.

The following table presents changes in the allowance for losses related to all
loans:

<TABLE>
<CAPTION>
                                      1999     1998     1997
- --------------------------------------------------------------
<S>                                  <C>      <C>      <C>
Balance, January 1                   $39,795  $38,645  $37,495
Provision (reduction) for
  investment losses                   (9,512)   7,582    8,801
Loan payoffs                            (500)    (800)  (3,851)
Foreclosures and writeoffs            (1,500)  (5,632)  (3,800)
- --------------------------------------------------------------
Balance, December 31                 $28,283  $39,795  $38,645
- --------------------------------------------------------------
</TABLE>

At December 31, 1999, the Company had no commitments to purchase investments
other than mortgage loans.

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

F-14      IDS LIFE INSURANCE COMPANY
<PAGE>
Net investment income for the years ended December 31 is summarized as follows:

<TABLE>
<CAPTION>
                                        1999        1998        1997
- -----------------------------------------------------------------------
<S>                                  <C>         <C>         <C>
Interest on fixed maturities         $1,598,059  $1,676,984  $1,692,481
Interest on mortgage loans              285,921     301,253     305,742
Other investment income                  70,892      43,518      25,089
Interest on cash equivalents              5,871       5,486       5,914
- -----------------------------------------------------------------------
                                      1,960,743   2,027,241   2,029,226
Less investment expenses                 41,170      40,756      40,837
- -----------------------------------------------------------------------
                                     $1,919,573  $1,986,485  $1,988,389
- -----------------------------------------------------------------------
</TABLE>

Net realized gain (loss) on investments for the years ended December 31 is
summarized as follows:

<TABLE>
<CAPTION>
                                      1999     1998     1997
- --------------------------------------------------------------
<S>                                  <C>      <C>      <C>
Fixed maturities                     $22,387  $12,084  $16,115
Mortgage loans                        10,211   (5,933)  (6,424)
Other investments                     (5,990)     751   (8,831)
- --------------------------------------------------------------
                                     $26,608  $ 6,902  $   860
- --------------------------------------------------------------
</TABLE>

Changes in net unrealized appreciation (depreciation) of investments for the
years ended December 31 are summarized as follows:

<TABLE>
<CAPTION>
                                       1999       1998      1997
- ------------------------------------------------------------------
<S>                                  <C>        <C>       <C>
Fixed maturities available for sale  $(921,778) $(93,474) $223,441
Equity securities                         (142)     (203)       53
</TABLE>

3. INCOME TAXES

The Company qualifies as a life insurance company for federal income tax
purposes. As such, the Company is subject to the Internal Revenue Code
provisions applicable to life insurance companies.

The income tax expense (benefit) for the years ended December 31 consists of the
following:

<TABLE>
<CAPTION>
                                       1999      1998      1997
- -----------------------------------------------------------------
<S>                                  <C>       <C>       <C>
Federal income taxes:
Current                              $178,444  $244,946  $176,879
Deferred                               79,796   (16,602)   19,982
- -----------------------------------------------------------------
                                      258,240   228,344   196,861
State income taxes-current              9,624     7,337     9,803
- -----------------------------------------------------------------
Income tax expense                   $267,864  $235,681  $206,664
- -----------------------------------------------------------------
</TABLE>

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

                                                 IDS LIFE INSURANCE COMPANY F-15
<PAGE>
Increases (decreases) to the income tax provision applicable to pretax income
based on the statutory rate are attributable to:

<TABLE>
<CAPTION>
                                 1999              1998              1997
                           PROVISION  RATE   PROVISION  RATE   PROVISION  RATE
- -------------------------------------------------------------------------------
<S>                        <C>        <C>    <C>        <C>    <C>        <C>
Federal income taxes
  based on the statutory
  rate                     $316,511   35.0%  $271,527   35.0%  $238,319   35.0%
Tax-excluded interest and
  dividend income            (9,626)  (1.1)   (12,289)  (1.6)   (10,294)  (1.5)
State taxes, net of
  federal benefit             6,256    0.7      4,769    0.6      6,372    0.9
Affordable housing
  credits                   (31,000)  (3.4)   (19,688)  (2.5)   (20,705)  (3.0)
Other, net                  (14,277)  (1.6)    (8,638)  (1.1)    (7,028)  (1.0)
- -------------------------------------------------------------------------------
Total income taxes         $267,864   29.6%  $235,681   30.4%  $206,664   30.4%
- -------------------------------------------------------------------------------
</TABLE>

A portion of life insurance company income earned prior to 1984 was not subject
to current taxation but was accumulated, for tax purposes, in a policyholders'
surplus account. At December 31, 1999, the Company had a policyholders' surplus
account balance of $20,114. The policyholders' surplus account is only taxable
if dividends to the stockholder exceed the stockholder's surplus account or if
the Company is liquidated. Deferred income taxes of $7,040 have not been
established because no distributions of such amounts are contemplated.

Significant components of the Company's deferred tax assets and liabilities as
of December 31 are as follows:

<TABLE>
<CAPTION>
                                            1999      1998
- ------------------------------------------------------------
<S>                                       <C>       <C>
Deferred tax assets:
Policy reserves                           $733,647  $756,769
Unrealized loss on available for sale
  investments                              221,431        --
Investments, other                           1,873        --
Life insurance guaranty fund assessment
  reserve                                    4,789    15,289
Other                                           --     4,253
- ------------------------------------------------------------
Total deferred tax assets                  961,740   776,311
- ------------------------------------------------------------
Deferred tax liabilities:
Deferred policy acquisition costs          740,837   698,471
Unrealized gain on available for sale
  investments                                   --    91,315
Investments, other                              --     3,455
Other                                        4,883        --
- ------------------------------------------------------------
Total deferred tax liabilities             745,720   793,241
- ------------------------------------------------------------
Net deferred tax assets (liabilities)     $216,020  $(16,930)
- ------------------------------------------------------------
</TABLE>

The Company is required to establish a valuation allowance for any portion of
the deferred tax assets that management believes will not be realized. In the
opinion of management, it is more likely than not that the Company will realize
the benefit of the deferred tax assets and, therefore, no such valuation
allowance has been established.

4. STOCKHOLDER'S EQUITY

Retained earnings available for distribution as dividends to the parent are
limited to the Company's surplus as determined in accordance with accounting
practices prescribed by state insurance regulatory authorities. Statutory
unassigned surplus

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

F-16      IDS LIFE INSURANCE COMPANY
<PAGE>
aggregated $1,693,356 as of December 31, 1999 and $1,598,203 as of December 31,
1998 (see Note 3 with respect to the income tax effect of certain
distributions). In addition, any dividend distributions in 2000 in excess of
approximately $418,845 would require approval of the Department of Commerce of
the State of Minnesota.

Statutory net income for the years ended December 31 and capital and surplus as
of December 31 are summarized as follows:

<TABLE>
<CAPTION>
                                        1999        1998        1997
- -----------------------------------------------------------------------
<S>                                  <C>         <C>         <C>
Statutory net income                 $  478,173  $  429,903  $  379,615
Statutory capital and surplus         1,978,406   1,883,405   1,765,290
</TABLE>

5. RELATED PARTY TRANSACTIONS

The Company loans funds to AEFC under a collateral loan agreement. The balance
of the loan was $nil at December 31, 1999 and 1998. This loan can be increased
to a maximum of $75,000 and pays interest at a rate equal to the preceding
month's effective new money rate for the Company's permanent investments.
Interest income on related party loans totaled $nil, $nil and $103 in 1999, 1998
and 1997, respectively.

The Company participates in the American Express Company Retirement Plan which
covers all permanent employees age 21 and over who have met certain employment
requirements. Employer contributions to the plan are based on participants' age,
years of service and total compensation for the year. Funding of retirement
costs for this plan complies with the applicable minimum funding requirements
specified by ERISA. The Company's share of the total net periodic pension cost
was $223, $211 and $201 in 1999, 1998 and 1997, respectively.

The Company also participates in defined contribution pension plans of American
Express Company which cover all employees who have met certain employment
requirements. Company contributions to the plans are a percent of either each
employee's eligible compensation or basic contributions. Costs of these plans
charged to operations in 1999, 1998 and 1997 were $1,906, $1,503 and $1,245,
respectively.

The Company participates in defined benefit health care plans of AEFC that
provide health care and life insurance benefits to retired employees and retired
financial advisors. The plans include participant contributions and service
related eligibility requirements. Upon retirement, such employees are considered
to have been employees of AEFC. AEFC expenses these benefits and allocates the
expenses to its subsidiaries. The Company's share of postretirement benefits in
1999, 1998 and 1997 was $1,147, $1,352 and $1,330, respectively.

Charges by AEFC for use of joint facilities, technology support, marketing
services and other services aggregated $485,177, $411,337 and $414,155 for 1999,
1998 and 1997, respectively. Certain of these costs are included in deferred
policy acquisition costs.

6. COMMITMENTS AND CONTINGENCIES

At December 31, 1999, 1998 and 1997, traditional life insurance and universal
life-type insurance in force aggregated $89,271,957, $81,074,928 and $74,730,720
respectively, of which $8,281,576, $4,912,313 and $4,351,904 were reinsured at
the respective year ends. The Company also reinsures a portion of the risks
assumed under disability income and long-term care policies. Under all
reinsurance agreements, premiums ceded to reinsurers amounted to $76,970,
$66,378 and $60,495 and reinsurance recovered from reinsurers amounted to
$27,816, $20,982, and $19,042 for the years ended December 31, 1999, 1998 and
1997, respectively. Reinsurance contracts do not relieve the Company from its
primary obligation to policyholders.

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

                                                 IDS LIFE INSURANCE COMPANY F-17
<PAGE>
In January 2000, AEFC reached an agreement in principle to settle three
class-action lawsuits. The Company had been named as a co-defendant in all three
lawsuits. It is expected the settlement will provide $215 million of benefits to
more than 2 million class participants. The agreement in principle to settle
also provides for release by class members of all insurance and annuity market
conduct claims dating back to 1985 and is subject to a number of contingencies
including a definitive agreement and court approval. The settlement costs
allocated to the Company are included in the accompanying 1999 statement of
income and did not have a material impact on the Company's consolidated
financial position or results from operations.

The Company is named as a defendant in various other lawsuits. The outcome of
any litigation cannot be predicted with certainty. In the opinion of management,
however, the ultimate resolution of these lawsuits, taken in aggregate should
not have a material adverse effect on the Company's consolidated financial
position.

The IRS routinely examines the Company's federal income tax returns and is
currently completing the audit for the 1990 through 1992 tax years. Management
does not believe there will be a material adverse effect on the Company's
consolidated financial position as a result of this audit.

7. LINES OF CREDIT

The Company has available lines of credit with its parent aggregating $200,000
($100,000 committed and $100,000 uncommitted). The interest rate for any
borrowings is established by reference to various indices plus 20 to 45 basis
points, depending on the term. Borrowings outstanding under this agreement were
$50,000 uncommitted at December 31, 1999 and $nil at December 31, 1998.

8. DERIVATIVE FINANCIAL INSTRUMENTS

The Company enters into transactions involving derivative financial instruments
to manage its exposure to interest rate risk and equity market risk, including
hedging specific transactions. The Company does not hold derivative instruments
for trading purposes. The Company manages risks associated with these
instruments as described below.

Market risk is the possibility that the value of the derivative financial
instruments will change due to fluctuations in a factor from which the
instrument derives its value, primarily an interest rate or equity market index.
The Company is not impacted by market risk related to derivatives held for
non-trading purposes beyond that inherent in cash market transactions.
Derivatives held for purposes other than trading are largely used to manage risk
and, therefore, the cash flow and income effects of the derivatives are inverse
to the effects of the underlying transactions.

Credit risk is the possibility that the counterparty will not fulfill the terms
of the contract. The Company monitors credit risk related to derivative
financial instruments through established approval procedures, including setting
concentration limits by counterparty, and requiring collateral, where
appropriate. A vast majority of the Company's counterparties are rated A or
better by Moody's and Standard & Poor's.

Credit risk related to interest rate caps and floors and index options is
measured by the replacement cost of the contracts. The replacement cost
represents the fair value of the instruments.

The notional or contract amount of a derivative financial instrument is
generally used to calculate the cash flows that are received or paid over the
life of the agreement. Notional amounts are not recorded on the balance sheet.
Notional amounts far exceed the related credit risk.

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

F-18      IDS LIFE INSURANCE COMPANY
<PAGE>
The Company's holdings of derivative financial instruments are as follows:

<TABLE>
<CAPTION>
                                 NOTIONAL   CARRYING    FAIR    TOTAL CREDIT
DECEMBER 31, 1999                 AMOUNT     AMOUNT    VALUE      EXPOSURE
- ----------------------------------------------------------------------------
<S>                             <C>         <C>       <C>       <C>
Assets:
  Interest rate caps            $2,500,000  $ 9,685   $ 12,773    $12,773
  Interest rate floors           1,000,000      602        319        319
  Options purchased                180,897   49,789     61,745     61,745
Liabilities:
  Options written                   43,262   (1,677)    (2,402)        --
Off balance sheet:
  Interest rate swaps            1,267,000       --    (17,582)        --
                                            -------   --------    -------
                                            $58,399   $ 54,853    $74,837
                                            =======   ========    =======
</TABLE>

<TABLE>
<CAPTION>
                                 NOTIONAL   CARRYING    FAIR    TOTAL CREDIT
DECEMBER 31, 1998                 AMOUNT     AMOUNT    VALUE      EXPOSURE
- ----------------------------------------------------------------------------
<S>                             <C>         <C>       <C>       <C>
Assets:
  Interest rate caps            $3,400,000  $ 15,985  $  4,256    $ 4,256
  Interest rate floors           1,000,000     1,082    13,971     13,971
  Options purchased                110,912    24,094    29,453     29,453
Liabilities:
  Options purchased/written        265,454   (10,526)  (11,062)        --
Off balance sheet:
  Interest rate swaps            1,667,000        --   (73,477)        --
                                            --------  --------    -------
                                            $ 30,635  $(36,859)   $47,680
                                            ========  ========    =======
</TABLE>

The fair values of derivative financial instruments are based on market values,
dealer quotes or pricing models. The interest rate caps, floors and swaps expire
on various dates from 2000 to 2003. The purchased and written options expire on
various dates from 2000 to 2006.

Interest rate caps, swaps and floors are used principally to manage the
Company's interest rate risk. These instruments are used to protect the margin
between interest rates earned on investments and the interest rates credited to
related annuity contract holders.

The Company also uses interest rate swaps to manage interest rate risk related
to the level of fee income earned on the management of fixed income securities
in separate accounts and the underlying mutual funds. The amount of fee income
received is based upon the daily market value of the separate account and mutual
fund assets. As a result, changing interest rate conditions could impact the
Company's fee income significantly. The Company entered into interest rate swaps
to hedge anticipated fee income for 1999 related to separate accounts and mutual
funds which invest in fixed income securities. Interest was reported in
management and other fees.

The Company offers an annuity product that pays interest based upon the relative
change in a major stock market index between the beginning and end of the
product's term. As a means of hedging its obligation under the provisions of
this product, the Company purchases and writes options on the major stock market
index.

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

                                                 IDS LIFE INSURANCE COMPANY F-19
<PAGE>
Index options are used to manage the equity market risk related to the fee
income that the Company receives from its separate accounts and the underlying
mutual funds. The amount of the fee income received is based upon the daily
market value of the separate account and mutual fund assets. As a result, the
Company's fee income could be impacted significantly by fluctuations in the
equity market. The Company entered into index option collars (combination of
puts and calls) to hedge anticipated fee income for 1999 and 1998 related to
separate accounts and mutual funds which invest in equity securities. Testing
demonstrated the impact of these instruments on the income statement closely
correlates with the amount of fee income the Company realizes. At December 31,
1999 deferred losses on purchased put and written call index options were $nil.
At December 31, 1998 deferred losses on purchased put and written call index
options were $2,933 and deferred gains on written call index options were
$7,435, respectively.

9. FAIR VALUES OF FINANCIAL INSTRUMENTS

The Company discloses fair value information for most on- and off-balance sheet
financial instruments for which it is practicable to estimate that value. Fair
values of life insurance obligations and all non-financial instruments, such as
deferred acquisition costs are excluded.

Off-balance sheet intangible assets, such as the value of the field force, are
also excluded. Management believes the value of excluded assets and liabilities
is significant. The fair value of the Company, therefore, cannot be estimated by
aggregating the amounts presented.

<TABLE>
<CAPTION>
                                          1999                      1998
                                 CARRYING       FAIR       CARRYING       FAIR
FINANCIAL ASSETS                   VALUE        VALUE        VALUE        VALUE
- ----------------------------------------------------------------------------------
<S>                             <C>          <C>          <C>          <C>
Investments:
  Fixed maturities (Note 2):
    Held to maturity            $ 7,156,292  $ 7,105,743  $ 7,964,114  $ 8,420,035
    Available for sale           13,049,549   13,049,549   13,613,139   13,613,139
  Mortgage loans on real
    estate (Note 2)               3,606,377    3,541,958    3,505,458    3,745,617
  Other:
    Equity securities (Note 2)        3,016        3,016        3,158        3,158
    Derivative financial
      Instruments (Note 8)           60,076       74,837       41,161       47,680
    Other                             2,258        2,258       28,872       28,872
Cash and cash equivalents
  (Note 1)                           32,333       32,333       22,453       22,453
Separate account assets (Note
  1)                             35,894,732   35,894,732   27,349,401   27,349,401
</TABLE>

<TABLE>
<CAPTION>
                                          1999                      1998
                                 CARRYING       FAIR       CARRYING       FAIR
FINANCIAL LIABILITIES              VALUE        VALUE        VALUE        VALUE
- ----------------------------------------------------------------------------------
<S>                             <C>          <C>          <C>          <C>
Future policy benefits for
  fixed annuities               $19,189,170  $18,591,859  $19,855,203  $19,144,838
  Derivative financial
    instruments (Note 8)              1,677       19,984       10,526       84,539
Separate account liabilities     31,869,184   31,016,081   25,005,732   24,179,115
</TABLE>

At December 31, 1999 and 1998, the carrying amount and fair value of future
policy benefits for fixed annuities exclude life insurance-related contracts
carried at $1,270,094 and $1,226,985, respectively, and policy loans of $92,895
and $90,115, respectively. The fair value of these benefits is based on the
status of the annuities at December 31, 1999 and 1998. The fair value of
deferred

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

F-20      IDS LIFE INSURANCE COMPANY
<PAGE>
annuities is estimated as the carrying amount less any applicable surrender
charges and related loans. The fair value for annuities in non-life contingent
payout status is estimated as the present value of projected benefit payments at
rates appropriate for contracts issued in 1999 and 1998.

At December 31, 1999 and 1998, the fair value of liabilities related to separate
accounts is estimated as the carrying amount less any applicable surrender
charges and less variable insurance contracts carried at $4,025,548 and
$2,343,669, respectively.

10. YEAR 2000 (UNAUDITED)

The Year 2000 issue is the result of computer programs having been written using
two digits rather than four to define a year. Any programs that have
time-sensitive software may recognize a date using "00" as the year 1900 rather
than 2000. This could result in the failure of major systems or miscalculations,
which could have a material impact on the operations of the Company. All of the
major systems used by the Company are maintained by AEFC and are utilized by
multiple subsidiaries and affiliates of AEFC. The Company's businesses are
heavily dependent upon AEFC's computer systems and have significant interaction
with systems of third parties.

A comprehensive review of AEFC's computer systems and business processes,
including those specific to the Company, was conducted to identify the major
systems that could be affected by the Year 2000 issue. Steps were taken to
resolve potential problems including modification to existing software and the
purchase of new software. As of December 31, 1999, AEFC had completed its
program of corrective measures on its internal systems and applications,
including Year 2000 compliance testing. As of December 31, 1999, AEFC had also
completed an evaluation of the Year 2000 readiness of other third parties whose
system failures could have an impact on the Company's operations.

AEFC's Year 2000 project also included establishing Year 2000 contingency plans
for all key business units. Business continuation plans, which address business
continuation in the event of a system disruption, are in place for all key
business units. At December 31, 1999, these plans had been amended to include
specific Year 2000 considerations.

In assessing its Year 2000 initiatives and the results of actual production
since January 1, 2000, management believes no material adverse consequences were
experienced, and there was no material effect on the Company's business, results
of operations, or financial condition as a result of the Year 2000 issue.

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

                                                 IDS LIFE INSURANCE COMPANY F-21


<PAGE>

                                    PART II.

                     INFORMATION NOT REQUIRED IN PROSPECTUS

Item 13.       Other Expenses of Issuance and Distribution.

        The expenses of the issuance and  distribution  of the  interests in the
IDS Life Account MGA of IDS Life Insurance Company to be registered,  other than
commissions on sales of the Contracts, are to be borne by the registrant.

Item 14.       Indemnification of Directors and Officers

        Section  300.083 of Minnesota  Law  provides in part that a  corporation
organized  under  such  law  shall  have  power to  indemnify  anyone  made,  or
threatened to be made, a party to a threatened, pending or completed proceeding,
whether civil or criminal, administrative or investigative, because he is or was
a director or officer of the corporation,  or served as a director or officer of
another corporation at the request of the corporation. Indemnification in such a
proceeding  may  extend  to  judgments,  penalties,  fines and  amounts  paid in
settlement,  as well as to reasonable  expenses,  including  attorneys' fees and
disbursements.  In a civil proceeding, there can be no indemnification under the
statute,  unless it appears that the person seeking indemnification has acted in
good faith and in a manner he  reasonably  believed to be in, or not opposed to,
the best  interests  of the  corporation  and its  shareholders  and unless such
person has received no improper personal benefit; in a criminal proceeding,  the
person seeking indemnification must also have no reasonable cause to believe his
conduct was unlawful.

        Article IX of the By-laws of IDS Life  Insurance  Company  requires  IDS
Life  Insurance  Company  to  indemnify  directors  and  officers  to the extent
indemnification is permitted as stated by the preceding paragraph,  and contains
substantially the same language as the above-mentioned Section 300.083.

        Article IX, paragraph (2), of the By-laws of IDS Life Insurance  Company
provides as follows:

        "Section 2. The  Corporation  shall indemnify any person who was or is a
party or is threatened  to be made a party,  by reason of the fact that he is or
was a director,  officer,  employee or agent of this  Corporation,  or is or was
serving at the direction of the Corporation as a director,  officer, employee or
agent  of  another  corporation,  partnership,  joint  venture,  trust  or other
enterprise, to any threatened,  pending or completed action, suit or proceeding,
wherever  brought,  to the fullest extent  permitted by the laws of the State of
Minnesota,  as now existing or  hereafter  amended,  provided  that this Article
shall not  indemnify or protect any such  director,  officer,  employee or agent
against any  liability to the  Corporation  or its security  holders to which he
would otherwise be subject by reason of willful misfeasance, bad faith, or gross
negligence,  in the  performance  of his  duties or by  reason  of his  reckless
disregard of his obligations and duties."

        The parent company of IDS Life Insurance  Company maintains an insurance
policy which  affords  liability  coverage to directors and officers of IDS Life
Insurance Company while acting in that capacity. IDS Life Insurance Company pays
its proportionate share of the premiums for the policy.

<PAGE>

        Insofar as indemnification  for liabilities 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.

Item 15.       Recent Sales of Unregistered Securities

               None

Item 16.       Exhibits and Financial Statement Schedules

(a)      Exhibits

         1. - 2.  Not applicable.

         3.1      Copy of Certificate of  Incorporation  of IDS Life Insurance
                  Company   filed    electronically    as   Exhibit   3.1   to
                  Post-Effective Amendment No. 2 to Registration Statement No.
                  33-50968 is incorporated herein by reference.

         3.2      Copy of the Amended  By-laws of IDS Life  Insurance  Company
                  filed   electronically  as  Exhibit  3.2  to  Post-Effective
                  Amendment No. 2 to  Registration  Statement No.  33-50968 is
                  incorporated herein by reference.

         3.3      Copy of  Resolution  of the  Board  of  Directors  of IDS Life
                  Insurance  Company,  dated May 5, 1989,  establishing IDS Life
                  Account   MGA  filed   electronically   as   Exhibit   3.3  to
                  Post-Effective  Amendment No. 2 to Registration  Statement No.
                  33-50968 is incorporated herein by reference.

         4.1      Copy  of  Group  Annuity   Contract,   Form  30363D,   filed
                  electronically  as Exhibit 4.1 to  Post-Effective  Amendment
                  No. 2 to Registration Statement No. 33-50968 is incorporated
                  herein by reference.

         4.2      Copy  of  Group  Annuity  Certificate,  Form  30360D,  filed
                  electronically  as Exhibit 4.2 to  Post-Effective  Amendment
                  No. 2 to Registration Statement No. 33-50968 is incorporated
                  herein by reference.

         4.3      Form  of  Deferred  Annuity  Contract,  Form  30365E,  filed
                  electronically  as Exhibit 4.3 to  Post-Effective  Amendment
                  No. 2 to Registration Statement No. 33-50968 is incorporated
                  herein by reference.

         5.       Copy of Opinion of Counsel regarding  legality of Contracts,
                  dated Sept. 28, 1992, filed  electronically  as Exhibit 5 to
                  Post-Effective Amendment No. 2 to Registration Statement No.
                  33-50968 is incorporated herein by reference.

         6. - 20. Not applicable.

         21.      Copy of List of Subsidiaries filed electronically as Exhibit
                  22  to  Post-Effective   Amendment  No.  5  to  Registration
                  Statement No. 33-50968 is incorporated herein by reference.

         22.      Not applicable.

         23.      Consent  of  Independent  Auditors  is filed  electronically
                  herewith.

         24       Power  of  Attorney,   dated  April  20,   2000,   is  filed
                  electronically herewith.

         25.-27.  Not applicable.

(b)      Not Applicable.

Item 17.       Undertakings

A.       The Registrant undertakes:

         (1)      to file,  during any period in which offers or sales are being
                  made,  a   post-effective   amendment  to  this   Registration
                  Statement:

                  (i)     to include any prospectus required by Section 10(a)(3)
                           of the Securities Act of 1933,

                  (ii)     to  reflect  in the  prospectus  any  facts or events
                           arising after the effective date of the  Registration
                           Statement   (or  the   most   recent   post-effective
                           amendment  thereof)  which,  individually  or in  the
                           aggregate,  represent  a  fundamental  change  in the
                           information set forth in the Registration Statement,

                  (iii)    to include any material  information  with respect to
                           the plan of distribution not previously  disclosed in
                           the Registration  Statement or any material change to
                           such information in the Registration Statement,

         (2)      that, for the purpose of determining  any liability  under the
                  Securities  Act of 1933,  each such  post-effective  amendment
                  shall be deemed to be a new Registration Statement relating to
                  the  securities  offered  therein,  and the  offering  of such
                  securities  at that time may be deemed to be the initial  bona
                  fide offering thereof,

         (3)      that  all  post-effective  amendments  will  comply  with  the
                  applicable  forms,  rules and regulations of the Commission in
                  effect at the time such  post-effective  amendments are filed,
                  and

         (4)      to  remove  from  registration  by means  of a  post-effective
                  amendment any of the securities  being registered which remain
                  unsold at the termination of the offering.

B. The  Registrant  represents  that it is relying upon the no-action  assurance
given to the American  Council of Life Insurance  (pub.  avail.  Nov. 28, 1988).
Further,  the Registrant  represents that it has complied with the provisions of
paragraphs (1) - (4) of the no-action letter.

<PAGE>

                                   SIGNATURES

Pursuant to the  requirements  of the Securities Act of 1933, IDS Life Insurance
Company has duly caused this  Registration  Statement  to be signed on behalf of
the Registrant by the  undersigned,  thereunto  duly  authorized in this City of
Minneapolis, and State of Minnesota on the 11th day of May, 2000.

                                         IDS Life Insurance Company
                                                  (Registrant)

                                         By IDS Life Insurance Company

                                         By /s/   Richard W. Kling*
                                                  Richard W. Kling

Pursuant to the  requirements of the Securities Act of 1933,  this  Registration
Statement  has been  signed  below by the  following  persons in the  capacities
indicated on the 11th day of May, 2000.

Signature                                Title

/s/  Richard W. Kling*                   Director, President and
     Richard W. Kling                    Chief Executive Officer

/s/  James A. Mitchell*                  Director and Chairman of the Board
     James A. Mitchell

/s/  Jeffrey S. Horton*                  Vice President and Treasurer
     Jeffrey S. Horton

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

/s/  Paul F. Kolkman*                    Director and Executive Vice
     Paul F. Kolkman                     President

/s/  Paula R. Meyer*                     Director and Executive Vice President,
     Paula R. Meyer                      Assured Assets

/s/  Pamela J. Moret*                    Director and Executive Vice President,
     Pamela J. Moret                     Variable Assets

/s/  Barry J. Murphy*                    Director and Executive Vice
     Barry J. Murphy                     President, Client Service

/s/  Stuart A. Sedlacek*                 Director and Executive Vice
     Stuart A. Sedlacek                  President

/s/  Philip C. Wentzel*                  Vice President and Controller
     Philip C. Wentzel

*Signed pursuant to Power of Attorney dated April 20, 2000, filed electronically
herewith as Exhibit 24.

By:


/s/ Bruce A. Kohn
Bruce A. Kohn
Counsel



IDS Life Flexible Payment Market Value Annuity
Registraion Number 33-50968

EXHIBIT INDEX

Exhibit 23     Consent of Independent Auditors

Exhibit 24     Power of Attorney, dated April 20, 2000



                         Consent of Independent Auditors




We consent to the  reference to our firm under the caption  "Experts" and to the
use  of our  report  dated  February  3,  2000  on  the  consolidated  financial
statements of IDS Life Insurance  Company in  Post-Effective  Amendment No. 9 to
the Registration  Statement (Form S-1, No. 33-50968) for the registration of the
Flexible  Payment  Market  Value  Annuity  Contracts  to be  offered by IDS Life
Insurance Company.



/s/ Ernst & Young LLP
Ernst & Young LLP
Minneapolis, Minnesota
May 11, 2000



                           IDS LIFE INSURANCE COMPANY
                                POWER OF ATTORNEY

City of Minneapolis

State of Minnesota

         Each of the undersigned, as officers and/or directors, respectively, of
IDS Life  Insurance  Company  on  behalf of the below  listed  registrants  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>
<S>                                                                    <C>                   <C>

                                                                       1933 Act              1940 Act
                                                                       Reg. Number           Reg. Number
IDS Life Variable Account 10
     IDS Life Flexible Portfolio Annuity (FPA)                         33-62407              811-07355

     American Express Retirement
         Advisor Variable AnnuitySM (RAVA)                             333-79311             811-07355

     American Express Retirement
         Advisor Variable AnnuitySM (RAVA-B3)                          333-79311             811-07355


IDS Life Accounts F, IZ, JZ, G, H, N, KZ, LZ and MZ
     IDS Life Flexible Annuity                                         33-4173               811-3217

     IDS Life Variable Retirement and Combination
         Retirement Annuities (CRA)                                    2-73114               811-3217

     IDS Life Employee Benefit Annuity (EBA)                           33-52518              811-3217

     IDS Life Group Variable Annuity Contract (GVAC)                   33-47302              811-3217

     IDS Life Group Variable Annuity Contract
         (GVAC Fixed Account)                                          33-48701              N/A


IDS Life Insurance Company
     IDS Life Flexible Payment Market Value Annuity (FP-MVA)           33-50968              N/A

     IDS Life Guaranteed Term Annuity (GTA)                            33-28976              N/A

     Portfolio Guaranteed Term Annuity (PGTA)                          333-42793             N/A


IDS Life Variable Life Separate Account
     Flexible Premium Variable Life Insurance Policy (VUL)             33-11165              811-4298

     Flexible Premium Survivorship Variable Life
         Insurance Policy (V2D)                                        33-62457              811-4298

     Flexible Premium Variable Life Insurance Policy (VUL-3)           333-69777             811-4298

     Single Premium Variable Life Insurance Policy (SPVL)              2-97637               811-4298

<PAGE>

IDS Life Variable Account for Smith Barney
     Single Premium Variable Life Insurance Policy                     33-5210               811-4652
     (SBS-SPVL)


IDS Life Account SBS
     Symphony Annuity (SYMPHONY)                                       33-40779              811-06315


IDS Life Account RE
     Real Estate Variable Annuity (REVA)                               33-13375              N/A
</TABLE>

hereby  constitutes  and appoints  William A.  Stoltzmann,  Mary Ellyn  Minenko,
Eileen J. Newhouse,  Bruce Kohn and Timothy S. Meehan or any one of them, as his
or her attorney-in-fact and agent, to sign for him or her in his name, place and
stead any and all filings,  applications  (including  applications for exemptive
relief),  periodic  reports,  registration  statements  for  existing  or future
products  (with all  exhibits  and other  documents  required  or  desirable  in
connection therewith),  other documents, and amendments thereto and to file such
filings,   applications,   periodic  reports,   registration  statements,  other
documents,  and amendments thereto with the Securities and Exchange  Commission,
and any necessary jurisdictions, and grants to any or all of them the full power
and  authority  to do and  perform  each and every act  required,  necessary  or
appropriate in connection therewith.


Dated the 20th day of April, 2000.

<PAGE>

/s/  Timothy V. Bechtold
     Timothy V. Bechtold
     Executive Vice President,
     Risk Management Products


/s/  Jeffrey S. Horton
     Jeffrey S. Horton
     Vice President, Treasurer
     and Assistant Secretary


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


/s/  Richard W. Kling
     Richard W. Kling
     Director, President
     and Chief Executive Officer


/s/  Paul F. Kolkman
     Paul F. Kolkman
     Director and Executive Vice President

/s/  Paula R. Meyer
     Paula R. Meyer
     Director and Executive Vice President, Assured Assets


/s/  James A. Mitchell
     James A. Mitchell
     Director and Chairman of the Board


/s/  Pamela J. Moret
     Pamela J. Moret
     Director and Executive Vice President, Variable Assets


/s/  Barry J. Murphy
     Barry J. Murphy
     Director and Executive Vice President, Client Service


/s/  Stuart A. Sedlacek
     Stuart A. Sedlacek
     Director and Executive Vice President


/s/  Philip C. Wentzel
     Philip C. Wentzel
     Vice President and Controller



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