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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO 4 TO
FORM N-8B-2
FILE NO. 811-4298
DATED March 1, 1995
REGISTRATION STATEMENT OF UNIT INVESTMENT TRUSTS
WHICH ARE CURRENTLY ISSUING SECURITIES
Pursuant to Section 8(b) of the Investment
Company Act of 1940
IDS Life Variable Life
Separate Account
(Name of Unit Investment Trust
Issuer of Periodic Payment Plan Certificates
C/O IDS Life Insurance Company
IDS Tower 10
Minneapolis, Minnesota 55440-0010
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I.
ORGANIZATION AND GENERAL INFORMATION
1. (a) Furnish name of the trust and Internal Revenue Service
Employer Identification Number. IDS Life Variable Life
Separate Account (Hereinafter called "the Variable
Account").
The Variable Account does not have an IRS Employer
Identification Number.
(b) Furnish title of each class or series of securities
issued by the trust.
Single Premium Variable Life Insurance Policy
Flexible Premium Variable Universal Life Insurance
Policy
2. Furnish name and principal business address and zip code and
the Internal Revenue Service Employer Identification Number
of each depositor of the trust.
IDS Life Insurance Company ("IDS Life)
IDS Tower 10
Minneapolis, MN 55440-0010
IRS Employer #41 082 3832
3. Furnish name and principal business address and zip code and
the Internal Revenue Service Employer Identification Number
of each custodian or trustee of the trust indicating for
which class or series of securities each custodian or trustee
is acting.
Not applicable.
4. Furnish name and principal business address and zip code and
the Internal Revenue Service Employer Identification Number
of each principal underwriter currently distributing
securities of the trust.
As of the date of the original registration statement, no
policies were being distributed. IDS Life is the exclusive
distributor of the policies currently being distributed and
may be deemed to be the principal underwriter thereof.
5. Furnish name of state or other sovereign power, the laws of
which govern with respect to the organization of the trust.
Minnesota
6. (a) Furnish the dates of execution and termination of any
indenture or agreement currently in effect under the terms of
which the trust was organized and issued or proposes to issue
securities.
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The Variable Account was established as a separate account of
IDS Life pursuant to a resolution of the Board of Directors
of IDS Life adopted on October 16, 1985.
The Variable Account will continue in existence until its
complete liquidation and the distribution of its assets to
the persons entitled to receive them.
(b) Furnish the dates of execution and termination of any
indenture or agreement currently in effect pursuant to
which the proceeds of payments on securities issued or
to be issued by the trust are held by the custodian or
trustee.
There is no separate Custodian Agreement. The assets
of the Variable Account will be held by IDS Life as a
separate account for the exclusive benefit of Owners
having an interest therein.
7. Furnish in chronological order the following information with
respect to each change of name of the trust since January 1,
1930. If the name has never been changed, so state.
The name of the Variable Account has never been changed.
However, the Variable Account is a Successor Issuer to IDS
Life Accounts P, Q, R, S, and T which previously filed this
Registration Statement with the Commission on May 10, 1985.
8. State the date on which the fiscal year of the trust ends.
The fiscal year of the Variable Account ends December 31.
Material Litigation
9. Furnish a description of any pending legal proceedings,
material with respect to the security holders of the trust by
reason of the nature of the claim or the amount thereof, to
which the trust, the depositor, or the principal underwriter
is a party or of which the assets of the trust are the
subject, including the substance of the claims involved in
such proceedings and the title of the proceeding. Furnish a
similar statement with respect to any pending administrative
proceeding commenced by a governmental authority or any such
proceeding or legal proceeding known to be contemplated by a
governmental authority. Include any proceeding which,
although immaterial itself, is representative of, or one of,
a group which in the aggregate is material.
The Variable Account is a not party to any legal or
administrative proceedings. IDS Life is engaged in
litigation of various kinds which is, in its judgment, not of
material importance.
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II.
GENERAL DESCRIPTION OF THE TRUST AND SECURITIES OF THE TRUST
General Information Concerning the Securities of the Trust and the
Rights of Holders
10. Furnish a brief statement with respect to the following
matters for each class or series of securities issued by the
trust:
(a) Whether the securities are of the registered or bearer
type.
The Policies are of the registered type insofar as each
Policy is personal to the Owner, the records concerning
the Owner are maintained by IDS Life, and ownership
cannot be transferred except upon notice to IDS Life.
(b) Whether the securities are of the cumulative or
distributive type.
The Policies are of the cumulative type, providing for
no distribution of income, dividends or capital gain,
except in connection with surrender or payment of
proceeds upon the death of the Insured.
The Policy is non-participating.
(c) The rights of security holders with respect to
withdrawal or redemption.
Policy 1
The Owner may obtain a refund of the entire amount of
any premiums paid under the Policy without limitation
as to amount or payment of any fee or penalty, provided
that the Owner returns the Policy, with a written
request for cancellation, to the Company or its
representative by the latest of:
a) the 10th day after receipt of the Policy by the
Owner; or
b) within 10 days after IDS Life mails or personally
delivers a written notice of withdrawal right; or
c) the 45th day after the application is signed.
In such event, the Company will refund the premium that
was paid within seven days after receipt of the policy.
The Owner may surrender the Contract subject to the
following rules. A request for surrender must be made
in writing by the Owner to IDS Life at its Home Office.
IDS Life may require that the Policy be returned to it.
IDS Life will compute the Surrender Value as of the end
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of the Valuation Period during which the surrender
request is received at Its Home Office. The Surrender
Value of the Variable Account will be paid within seven
days after the Owner's written request is received by
IDS Life at its Home Office, however, IDS Life reserves
the right to defer any payment of Surrender Value of
the Variable Account (1) which derives from a Premium
Payment made by a check which has not cleared the
banking system (good payment has been collected), or
(2) if (a) the New York Stock Exchange is closed (other
than customary weekend and holiday closing), (b)
trading on the Exchange is restricted; (c) an emergency
exists such that it is not reasonably practical to
dispose of securities held in the Accounts or to
determine the value of the Accounts' net assets; or (d)
the Securities and Exchange Commission by order so
permits for the protection of security holders.
Conditions described in (b) and (c) will be decided by
or in accordance with rules of the Securities and
Exchange Commission.
No sales charge is deducted from the premium payments.
However, IDS Life will use a Surrender Charge to help
it recover certain expenses relating to the sale of the
Policy, including commissions paid to sales personnel,
other promotional and selling expenses, and
underwriting and issue expenses. The Surrender Charges
are shown on the Policy Data page of the Policy. They
apply for the first 8 years after the Policy is issued.
At the time of issue, a schedule of Surrender Charges
varying by policy duration is assigned to the Policy.
These Surrender Charges are a percentage of the Policy
Value at the time of Surrender. The charge will never
exceed 9% of the single premium paid by the Owner.
Policy 2
The Policy may be returned for a full refund of the
premiums paid, for any reason, if it is returned by the
Owner to IDS Life or its representative, with a written
request for cancellation, by the latest of: (a) the
10th day after it is received by the Owner; or b) the
10th day after IDS Life mails or personally delivers a
written notice of withdrawal right; or c) the 45th day
after the application is signed. Immediately on such
mailing or delivery, the Policy will be considered void
from the start.
The Policy may be totally surrendered for its Cash
Surrender Value. This is the Policy Value less
indebtedness and less any applicable Surrender Charges.
The Owner may surrender the policy in whole or in part
subject to the following rules. A request for
surrender may be made in writing by the owner to IDS
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Life at its home office. The Owner also may request a
partial surrender by calling IDS Life. Partial
surrenders by telephone are limited to $50,000. IDS
Life has the authority to honor any telephone surrender
request believed to be authentic. IDS Life is not
responsible for determining the authenticity of such
calls. A surrender request received before 3 p.m.
Central time (which is 4 p.m. New York time) will be
processed the same day. If the call or written request
is received after 3 p.m., the request will be processed
the following business day. IDS Life may require that
the Policy be returned to it. IDS Life will compute
the cash surrender value of the Variable Account as of
the end of the valuation period during which the
surrender request is received at its home office.
The cash surrender value will be paid within seven days
after the Owner's written request is received by IDS
Life at its home office, however IDS Life reserves the
right to defer any payment of cash surrender value (1)
which derives from a premium payment made by a check
which has not cleared the banking system (good payment
has been collected), or (2) if (a) the New York Stock
Exchange is closed (other than customary weekend and
holiday closings), (b) trading on the Exchange is
restricted; (c) an emergency exists such that it is not
reasonably practical to dispose of securities held in
the Variable Account or to determine the value of the
Variable Account's net assets; or (d) the SEC by order
so permits for the protection of security holders.
Conditions described in (b) and (c) will be decided by
or in accordance with rules of the SEC. Any excess of
the cash surrender value plus policy loans over the
premium paid, would, upon surrender, generally be
taxable to the Owner. Any surrenders of the Policy
Value from the Fixed Account may be postponed for up to
6 months. If IDS Life postpones payment more than 30
days, interest at an annual rate of 3 percent will be
paid on the amount surrendered for the period of
postponement.
During the first 10 policy years and during the first
10 years following any requested increase in Specified
Amount, IDS Life will make a Surrender Charge if the
Owner surrenders the Policy or the Policy lapses. The
Surrender Charge has two parts - the Contingent
Deferred Issue and Administrative Expense Charge.
The maximum Contingent Deferred Sales Charge and the
maximum Contingent Deferred Issue and Administrative
Expense Charge for the Initial Specified Amount or any
requested increase in Specified Amount will be
determined on the Policy Date or on the effective date
of any such requested increase, as the case may be. In
general, these maximum charges remain level for the
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first five years in the relevant 10-year period, and
then reduce in equal monthly increments until they
become zero at the end of 10 years.
The Surrender Charge on the Initial Specified Amount is
the lesser of:
1. The amount shown in the Surrender Charge
Table on the policy data page of the
Policy, or
2. An amount equal to (a) plus (b) plus (c);
where (a) is 27.5% of premium payments up
to a maximum amount shown in -the policy,
(b) is 6.5% of all other premium payments,
and (c) is $4.00 in policy years 1-5, times
the number of thousands of dollars of
initial specified amount. After year 5,
amount (c) decreases monthly, and will be
zero at the end of year 10.
After 5 years, the maximum surrender charge decreases
on a monthly basis at a rate of 20% per year. For an
increase in specified amount, the new surrender charge
for the increase is the lesser of:
1. The amount shown in the table on the policy
data page of a policy that applies to the
increased specified amount, or
2. An amount equal to (a) plus (b); where (a)
is 6.5% of all premium payments
attributable to the increase and (b) is, in
the first five years following the
increase, $4.00 times the number of
thousands of dollars of the increase in the
specified amount. After the fifth year
following the increase amount (b) decreases
monthly and will be zero at the end of the
tenth year following the increase.
A charge of $25.00 (or 2 percent of the amount
surrendered, if less) will be imposed for each partial
surrender.
For an Owner and or beneficiary to receive the
favorable tax treatment accorded by Section 72, 101 and
7702 of the Internal Revenue Code, the policy must
initially qualify and continue to qualify as life
insurance under applicable tax law. To make sure that
the policy continues to qualify. IDS Life has reserved
in the policy the rights:
to decline to accept premium payments,
to decline to change death benefit options,
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to decline to permit partial surrenders, and
to decline to decrease the Specified Amount,
that would cause the policy to fail to qualify as life
insurance under applicable tax law. IDS Life may also
make changes in the policy or its riders or make
payments from the policy to the extent it deems
necessary to continue to qualify the policy as life
insurance.
Policy 3
The Policy may be returned for any reason, and the
owner will receive a full refund of all premiums paid.
To do so, the owner must mail or deliver the policy to
IDS Life or their financial advisor, with a written
request for cancellation, by the latest of:
o the 10th day after they have received it;
o the 10th day after IDS Life mails or personally
delivers a written notice of withdrawal right; or
o the 45th day after they sign the application.
On the date the request is postmarked or received, the
policy will immediately be considered void from the
start.
If the owner surrenders the policy or the policy lapses
during the first 15 policy years, a surrender charge
will be assessed. The surrender charge is a contingent
deferred issue and administration expense charge. It
reimburses IDS Life for costs if issuing the policy,
such as processing the application (primarily
underwriting) and setting up computer records. IDS
Life does not expect to make a profit on this charge.
This charge is $4 per thousand dollars of initial
specified amount. It remains level during the first
five policy years and then decreases monthly until it
is zero at the end of 15 policy years.
If the owner surrenders part of the value of their
policy, they will be charged $25 (or 2% of the amount
surrendered, if less). This fee is guaranteed not to
increase for the duration of the policy. IDS Life does
not expect to make a profit on this fee.
The owner may surrender the policy in full or in part
by written or telephone request. A surrender request
received before close of business will be processed the
same day. A request received after close of business
will be processed the following business day. IDS Life
may require the owner return the policy.
IDS Life will normally process the payment within seven
days; however, it reserves the right to defer payment.
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IDS Life reserves the right to defer payments of cash
surrender value, policy loans, or variable death
benefits in excess of the specified amount if:
o the payments derive from a premium payment made
by a check that has not cleared the banking
system (good payment has not been collected);
o the NYSE is closed (other than customary weekend
and holiday closings);
o in accordance with SEC rules, trading on the NYSE
is restricted or, because of an emergency, it is
not practical to dispose of securities held in
the subaccount or determine the value of the
subaccount's net assets.
Any loans or surrenders from the fixed account may be
delayed up to six months from the date we receive the
request. If IDS Life postpones the payment of
surrender proceeds more than 30 days, it will pay the
owner interest on the amount surrendered at an annual
rate of 3% for the period of postponement.
Total surrenders: If the owner surrenders the policy
totally, they will receive its cash surrender value --
the policy value minus outstanding indebtedness and
applicable surrender charges. IDS Life will compute
the value of each subaccount as of the end of the
valuation period during which the owner's request is
received.
Partial surrenders: After the first policy year, the
owner may surrender any amount from $500 up to 85% of
the policy's cash surrender value. (Partial surrenders
by telephone are limited to $50,000.) The owner will
be charged a partial surrender fee, described under
"Loads, fees and charges."
Allocation of partial surrenders: Unless the owner
specifies otherwise, IDS Life will make partial
surrenders from the fixed account and subaccounts in
proportion to their values at the end of the valuation
period during which your request is received. In
determining these proportions, IDS Life first subtracts
the amount of any outstanding indebtedness from the
fixed account value.
Effects of partial surrenders:
o The policy value will be reduced by the amount of
the partial surrender and fee.
o The death benefit will be reduced by the amount
of the partial surrender and fee, or, if the
death benefit is based on the applicable
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percentage of policy value, by an amount equal to
the applicable percentage times the amount of the
partial surrender.
o A partial surrender may terminate the Death
Benefit Guarantee to age 85 (DBG-85) or the Death
Benefit Guarantee to age 100 (DBG-100). The
surrender amount is deducted from total premiums
paid, which may reduce the total below the level
required to keep the DBG-85 or the DBG-100 in
effect.
o If Option 1 is in effect, the specified amount
will be reduced by the amount of the partial
surrender and fee.
(d) The rights of security holders with respect to
conversion, transfer, partial redemption and similar
matters.
Policy 1
The Owner may transfer all or a part of the Policy
Value held in one or more of the Subaccounts of the
Variable Account to another one or more of the
Subaccounts. Currently there are five Subaccounts of
the Variable Account. At the present time, IDS Life
limits the number of transfers between Subaccounts to
five per policy year. Each such transfer will be made,
without the imposition of any fee or charge, as of the
end of the Valuation Period during which IDS Life
receives a valid, complete transfer request. The
minimum transfer amount is $250 from a Subaccount or,
if less, the entire Policy Value in the Subaccount from
which the transfer is being made. The transfer
privileges may be suspended or modified by IDS Life at
any time, but no such modification will be made without
any necessary approval of the SEC. Transfers may be
made by the Owner instructing IDS Life in writing of
his/her request to transfer the Policy Value to another
Subaccount(s).
Telephone Transfers. The Owner may also request a
transfer by calling IDS Life if IDS Life has received
authorization to honor such requests by a completed
authorization form supplied by IDS Life. This
authorization form gives IDS Life the authority to
honor any telephone transfer request believed to be
authentic. IDS Life is not responsible for determining
the authenticity of such calls.
After the authorization is received by IDS Life, a
written statement will be sent to the Owner confirming
that the service is available. It will also provide
the Owner instructions on how to use the telephone
transfer service.
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A transfer request received before 3:00 p.m.
Minneapolis time will be processed the same day. If
the call is received after 3:00 p.m., the request will
be processed the following business day.
During the first two years after the Policy has been
issued, the Owner has the right on one occasion to
exchange the Policy for a Single Premium Whole Life
Policy which provides for benefits that do not vary
with the investment return of the Variable Account.
The new policy's death benefit will be the same as the
initial death benefit of the variable life policy. It
will also have the same date of issue. IDS Life will
not require evidence of the insured's insurability
before an exchange. The new policy will be issued at
IDS Life's then standard insurance rates. IDS Life
will require that any policy loan plus accrued interest
be repaid before the exchange. There will be an
adjustment in the Policy Values upon exchange. If
investment performance of the Variable Account has been
poor, the Owner may need to pay an additional premium.
If investment performance has been better than
expected, the Owner may receive a refund of some Policy
Value. There may be Federal Income Tax Consequences
from such a refund. The adjustment therefore will
reflect the investment performance of the variable life
policy. IDS Life has filed a description of the method
it uses to calculate the adjustment with the Securities
and Exchange Commission and the appropriate state
insurance officials.
Policy 2
By written request, or other requests acceptable to IDS
Life, the Owner may transfer all or part of the value
of a subaccount to one or more of the other subaccounts
or to the fixed account. The amount transferred,
however, must be at least 1) $250; or 2) the total
value in the subaccount, if less. Only five such
transfers may be made in a policy year. This
limitation does not include automatic reallocations of
Trust values. Except as discussed in the following
paragraph, each such transfer will be made without the
imposition of any fee or charge, as of the end of the
valuation period during which IDS Life receives a valid
complete transfer request. IDS Life may suspend or
modify this transfer privilege at any time with any
necessary approval of the Securities and Exchange
Commission. The Owner may also transfer from the fixed
account to the subaccounts once a year but only on the
policy anniversary or within 30 days after such policy
anniversary. If the Owner makes this transfer, he or
she cannot transfer from the subaccounts back into the
fixed account until the next policy anniversary. IDS
Life will waive this limitation once during the first
two policy years if the Owner exercises the policy's
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Right to Exchange provision. If IDS Life receives a
written request within 30 days before the policy
anniversary date, the transfer from the Fixed Account
to the subaccounts will be effective on the anniversary
date. If IDS Life receives a written request within 30
days after the policy anniversary date, the transfer
from the Fixed Account to the subaccounts will be
effective on the date IDS Life receives the request.
The minimum transfer amount is $250 or the Fixed
Account value less indebtedness, if less. The maximum
transfer amount is the Fixed Account value, less
indebtedness. This transfer privilege may be suspended
or modified by IDS Life at any time.
The Owner also may request a transfer by calling IDS
Life. IDS Life has the authority to honor any
telephone transfer request believed to be authentic.
IDS Life is not responsible for determining the
authenticity of such calls.
A transfer request received before 3 p.m. Central time
(which is 4 p.m. New York time) will be processed the
same day. If a call or written request is received
after 3 p.m. Central time, the request will be
processed the following business day.
In addition to written and phone requests, the owner
can arrange to have policy value transferred from one
account to another automatically. The requirements
are:
o Minimum automated transfer: $50
o Frequency: monthly, quarterly, semiannually or
annually
o Only one automated transfer arrangement can be in
effect at any time. Policy values may be
transferred to one or more subaccounts and the
fixed account but can be transferred from only
one account.
o The owner can start or stop this service by
written request. The owner must allow seven days
for IDS Life to change any instructions that are
currently in place.
o Automated transfers from the fixed account may
not exceed an amount that, if continued, would
deplete the fixed account within 12 months.
o If the owner has made a transfer from the fixed
account to one or more subaccounts, the owner may
not make a transfer from any subaccount back to
the fixed account until the next policy
anniversary.
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o If the request is submitted with an application
for a policy, it will not take effect until the
policy is issued.
o If the value of the account from which policy
value is being transferred is less than the $50
minimum, the transfer arrangement will
automatically be stopped.
o Automated transfers are subject to all other
policy provisions and terms including provisions
relating to the transfer of money between the
fixed account and the subaccounts.
After the first policy year, the Owner may also request
to surrender up to 85 percent of the Policy's Cash
surrender Value. A fee of $25.00 is assessed for each
partial surrender. However, the fee will not exceed 2
percent of the amount surrendered. This charge is
guaranteed not to increase for the duration of the
Policy. The amount of any partial surrender must be at
least $500.00. Partial surrenders by telephone are
limited to $50,000.
Unless the Owner specifies a different allocation, IDS
Life will make partial surrenders from the Fixed
Account and the subaccounts of the Variable Account on
a proportionate basis based upon the policy value.
These proportions will be determined at the end of the
valuation period during which a request is received.
For purposes of determining these proportions, any
outstanding loan amount is first subtracted from the
Fixed account value.
The Policy Value will be reduced by the amount of any
partial surrender and partial surrender fee. The Death
Benefit will also be reduced by the amount of the
partial surrender and partial surrender fee, or, if the
Death Benefit is based on the applicable percentage of
policy value, by an amount equal to the applicable
percentage times the amount of the partial surrender.
If Option 1 is in effect, the Specified Amount will be
reduced by the amount of the partial surrender and
partial surrender fee. When increases in the Specified
Amount have occurred previously, IDS Life will reduce
the current Specified Amount by the amount of the
partial surrender in the following order:
(a) the Specified Amount provided by the most recent
increase;
(b) the next most recent increases successively; and
(c) the Specified Amount when the policy was issued.
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Thus, partial surrenders may affect the way in which
the cost of insurance is calculated and the net amount
at risk under the Policy.
IDS Life does not allow a partial surrender if the
Specified Amount after a partial surrender would be
less than the Minimum Specified Amount.
If Option 2 is in effect, a partial surrender does not
affect the Specified Amount.
A partial surrender may also cause the termination of
the Death Benefit Guarantee because the amount of the
partial surrender is deducted from the total premiums
paid in calculating whether sufficient premiums have
been paid in order to maintain the Death Benefit
Guarantee.
During the first two years after the Policy has been
issued, the owner has the right on one occasion to
exchange the Policy for a Flexible Premium Adjustable
Whole Life Policy which provides for benefits that do
not vary with the investment return of the Variable
Account. This will be accomplished by transferring all
of the Policy Value in the Variable Account to the
Fixed Account.
If at any time during the first two policy years the
Owner requests a transfer from the Variable Account to
the Fixed Account and indicates that the transfer is in
exercise of this conversion right, the transfer will
not count against the five-transfers-per-year limit.
Also, any restrictions which may exist on transfers
into the Fixed Account will be waived for this one
time, if the Owner is exercising the conversion right.
At the time of such transfer, there is no effect on the
Policy's Death Benefit, Specified Amount, net amount at
risk, Rate Class(es) or issue age - only the method of
funding the policy value under the Policy will be
affected.
If the Owner transfers all of the values in the
Variable Account to the Fixed Account and indicates
that this transfer is in exercise of this conversion
right, IDS Life will automatically credit all future
premium payments on the Policy to the Fixed Account
unless the Owner requests a different allocation.
Policy 3
Transfers between the fixed account and subaccounts
The owner may transfer policy values from one
subaccount to another or between subaccounts and the
fixed account. For most transfers, if IDS Life
receives the request before the close of business, it
will process it that day. Requests received after the
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PAGE 15
close of business will be processed the next business
day. There is no charge for transfers. Before
transferring policy value, the owner should consider
the risks involved in switching investments.
IDS Life may suspend or modify the transfer privilege
at any time. Transfers involving the fixed account are
subject to the restrictions below.
Fixed account transfer policies
o Transfers from the fixed account must be made
during a 30-day period starting on a policy
anniversary, except for automated transfers,
which can be set up for monthly, quarterly or
semiannual transfer periods.
o If IDS Life receives the request to transfer
funds from the fixed account within 30 days
before the policy anniversary, the transfer will
become effective on the anniversary.
o If IDS Life receives the request on or within 30
days after the policy anniversary, the transfer
will be effective on the day we receive it.
o IDS Life will not accept requests for transfers
from the fixed account at any other time.
o If the owner has made a transfer from the fixed
account to one or more subaccounts, they may not
make a transfer from any subaccount back to the
fixed account until the next policy anniversary.
IDS Life will waive this limitation once during
the first two policy years if the owner exercises
the policy's right to exchange provision.
Minimum transfer amounts
From a subaccount to another subaccount or the fixed
account: For mail and phone transfers, $250 or the
entire subaccount balance, whichever is less. For
automated transfers, $50.
From the fixed account to a subaccount: $250 or the
entire fixed account balance minus any outstanding
indebtedness, whichever is less. For automated
transfers, $50.
Maximum transfer amounts
From a subaccount to another subaccount or the fixed
account: None.
From the fixed account to a subaccount: Entire fixed
account balance minus any outstanding indebtedness.
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Maximum number of transfers per year
IDS Life reserves the right to limit mail and telephone
transfers to five per policy year. Twelve automated
transfers per policy year are allowed.
Two ways to request a transfer, loan or surrender
The owner should provide their name, policy number,
Social Security Number or Taxpayer Identification
Number then they request a transfer, loan or partial
surrender.
1 By letter
Regular mail:
IDS Life Insurance Company
P.O. Box 499
Minneapolis, MN 55440-0499
Express mail:
IDS Life Insurance Company
733 Marquette Ave.
Minneapolis, MN 55402
2 By phone
Call between 7 a.m. and 6 p.m. Central Time:
1-800-437-0602 (toll free) or
(612) 671-4738 (Minneapolis/St. Paul area)
TTY service for the hearing impaired:
1-800-285-8846 (toll free)
o IDS Life answers phone requests promptly, but the
owner may experience delays when call volume is
unusually high. If the owner is unable to get
through, use mail procedure as an alternative.
o IDS Life will honor any telephone transfer, loan
or partial surrender requests believed to be
authentic and will use reasonable procedures to
confirm that they are. These include asking
identifying questions and tape recording calls.
As long as the procedures are followed, neither
IDS Life nor its affiliates will be liable for
any loss resulting from fraudulent requests.
o Telephone transfers, loans and partial surrenders
are automatically available. The owner may
request that telephone transfers, loans and
partial surrenders not be authorized from their
account by writing IDS Life.
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Automated transfers
In addition to written and phone requests, the owner
can arrange to have policy value transferred from one
account to another automatically. Their financial
advisor can help them set up an automated transfer.
Automated transfer policies:
o Minimum automated transfer: $50
o Frequency: monthly, quarterly, semiannually or
annually
o Only one automated transfer arrangement can be in
effect at any time. Policy values may be
transferred to one or more subaccounts and the
fixed account but can be transferred from only
one account.
o The owner can start or stop this service by
written request. They must allow seven days for
us to change any instructions that are currently
in place.
o Automated transfers from the fixed account may
not exceed an amount that, if continued, would
deplete the fixed account within 12 months.
o If the owner has made a transfer from the fixed
account to one or more subaccounts, they may not
make a transfer from the subaccount back to the
fixed account until the next policy anniversary.
o If the owner's request is submitted with an
application for a policy, it will not take effect
until the policy is issued.
o If the value of the account from which policy
value is being transferred is less than the $50
minimum, the transfer arrangement will
automatically be stopped.
o Automated transfers are subject to all other
policy provisions and terms including provisions
relating to the transfer of money between the
fixed account and the subaccounts.
Automated dollar-cost averaging
The owner can use automated transfers to take advantage
of dollar-cost averaging -- investing a fixed amount at
regular intervals. For example, the owner might have a
set amount transferred monthly from a relatively
conservative subaccount to a more aggressive one, or to
several others.
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PAGE 18
This systematic approach can help the owner benefit
from fluctuations in accumulation unit value, caused by
fluctuations in the market value(s) of the underlying
fund portfolio. Since the owner invests the same
amount each period, they automatically acquire more
units when the market value falls, fewer units when it
rises. The potential effect is to lower the average
cost per unit.
Dollar-cost averaging does not guarantee that any
subaccount will gain in value, nor will it protect
against a decline in value if market prices fall.
However, if the owner can continue to invest regularly
throughout changing market conditions, it can be an
effective strategy to help meet long-term goals.
Exchange right
For two years after the policy is issued, the owner can
exchange it for one that provides benefits that do not
vary with the investment return of the subaccounts.
Because the policy itself offers a fixed return option,
all the owner needs to do is transfer all of the policy
value in the subaccounts to the fixed account. IDS
Life will automatically credit all future premium
payments to the fixed account unless the owner requests
a different allocation.
Such transfer will not count against the five-
transfers-per-year limit. Also, any restrictions on
transfers into the fixed account will be waived.
There will be no effect on the policy's death benefit,
specified amount, net amount at risk, risk
classification(s) or issue age. Only the method of
funding the policy value will be affected.
See Section 10(c), Policy 3 for information on partial
surrenders.
(e) If the trust is the issuer of periodic payment plan
certificates, the substance of the provisions of any
indenture or agreement with respect to lapses or
defaults by security holders in making principal
payments, and with respect to reinstatement.
Policy 1
The Policy may lapse only if there is outstanding
Indebtedness on the Policy. The Policy will lapse if
the total Indebtedness exceeds the Policy Value less
Surrender Charges, of if the Surrender Value is
insufficient to cover the monthly deduction. If there
is no outstanding Indebtedness, the Policy cannot
lapse, even if the Policy Value equals $0. If the
Policy lapses, a grace period of 31 days shall be
allowed for the policyholder to repay the lesser of the
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PAGE 19
amount of the loan, the amount which leaves a
sufficient Surrender Value to cover the monthly
deduction, or the amount that the Indebtedness exceeds
the Policy Value less Surrender Charges. Notice of the
necessity to pay such amount will be mailed to the
Owner's last known address. If repayment is not made
prior to the expiration of the grace period, the policy
will lapse without value. If the Insured dies during
the grace period, any Indebtedness or overdue monthly
deduction will be deducted from the death benefit to
determine the proceeds payable.
Policy 2
If, on a monthly date, the Cash Surrender Value is less
than the monthly deduction for the next month, a grace
period of 61 days will begin. IDS Life will mail, to
the Owner's last known address, a notice as to the
premium needed, so that the estimated Cash Surrender
Value will be sufficient to cover the next three
monthly deductions. If IDS Life receives payment of
this amount before the end of the grace period, the
amount will be used to cover all monthly deductions,
and any other charges, then due. Any balance will be
added to the policy value and allocated in the same
manner as other premium payments. If the premium is
not paid within the grace period and if the policy is
not being continued under the Death Benefit Guarantee
provision described below, all coverage under the
policy will terminate without value at the end of the
61-day grace period.
If a claim by death during the grace period becomes
payable under the policy, any overdue monthly
deductions will be deducted from the proceeds.
Until the insured's attained age 70, or five years from
the policy date, whichever is later, the policy will
not terminate even if the cash surrender value is
insufficient to cover the monthly deduction on a
monthly date if (a) equals or exceeds (b) where:
(a) is the sum of all premiums paid, minus any
partial surrenders, and minus any indebtedness;
and
(b) is the minimum monthly premium, as shown under
Policy Date in the Policy, times the number of
months since the Policy Date, including the
current month.
Minimum monthly premiums may be paid on other than a
monthly basis as long as the sum of premiums paid is at
least equal to the total required Minimum Monthly
Premiums at all times.
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PAGE 20
If on a monthly date, sufficient premiums have not been
paid to maintain the Death Benefit Guarantee, an
additional period of 61 days will be allowed for the
payment of a premium sufficient to pay the required
minimum monthly premiums. Notice of such premium will
be mailed to the Owner's last known address. If the
premium is not paid within this period, the death
benefit guarantee provision will no longer be in effect
and cannot be reinstated.
The minimum monthly premium will change if the
specified amount is increased or decreased or if riders
are added, changed or terminated. The new minimum
monthly premium will apply from the date of the change.
A death benefit guarantee charge is included in the
monthly deduction in the first five policy years or
until the insured's attained age 70, whichever is
later. The charge will not be taken if, as described
above, the death benefit guarantee provision is no
longer in effect.
For any month that the monthly deduction is being paid
for by a Waiver of Monthly Deduction Rider attached to
the policy, the minimum monthly premium for that month
will be zero.
The policy may be reinstated within five years after
the end of the grace period, unless it was surrendered
for cash. To do this, IDS Life will require all of the
following:
1. a written request to reinstate the policy;
2. evidence of insurability of the insured
satisfactory to IDS Life;
3. payment of a premium that will keep the
policy in force for at least 3 months;
4. payment of the monthly deductions that were
not collected during the grace period;
5. payment or reinstatement of any
indebtedness.
Surrender charges will also be reinstated.
The effective date of a reinstated policy will be the
monthly date on or next following the day IDS Life
approves the application for reinstatement.
The suicide and incontestability periods will apply
from the effective date of reinstatement. IDS Life
will have two years from the effective date of
reinstatement to contest the truth of statements or
representations in the reinstatement application.
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PAGE 21
Policy 3
Keeping the policy in force
This section includes a description of the policy
provisions that determine if the policy will remain in
force or lapse (terminate). It is important that the
owner understands them so the appropriate premium
payments are made to ensure that insurance coverage
meets their objectives.
If the owner wishes to have a guarantee that the policy
will remain in force until the youngest insured's
attained insurance age 100 regardless of investment
performance, they should pay at least the DBG-100
premiums.
If the owner wishes to pay a lower premium and is
satisfied to have a guarantee that the policy will
remain in force until the youngest insured's attained
insurance age 85 (or 15 policy years, if later)
regardless of investment performance, they should pay
at least the DBG-85 premiums.
If the owner wishes to pay yet a lower premium and is
not concerned with a long-term guarantee that the
policy will remain in force regardless of investment
performance, they can pay premiums so that the cash
surrender value on each monthly date is sufficient to
pay the monthly deduction. However, during the early
policy years, they must pay at least the DBG-85
premiums until the policy value is greater than the
surrender charge and the cash surrender value is
sufficient to pay the monthly deduction. At that time
they may be able to reduce their premiums as long as
the cash surrender value continues to be sufficient to
pay the monthly deduction.
Death benefit guarantee to age 85
The DBG-85 provides that the owner's policy will remain
in force until the youngest insured reaches attained
insurance age 85 (or 15 policy years, if later) even if
the cash surrender value is insufficient to pay the
monthly deduction. The DBG-85 will remain in effect,
as long as:
the sum of premiums paid - partial surrenders -
outstanding indebtedness
equals or exceeds
the DBG-85 premiums due since the policy date.
The DBG-85 premium is shown in the policy.
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PAGE 22
If, on a monthly date, the owner has not paid enough
premiums to keep the DBG-85 in effect, we will mail a
notice to their last known address, asking them to pay
a premium sufficient to bring their total up to the
required minimum. If they do not pay this amount
within 61 days, the DBG-85 will terminate. Their
policy will also lapse (terminate) if the cash
surrender value is less than the amount needed to pay
the monthly deduction. Although the policy can be
reinstated as explained below, the DBG-85 cannot be
reinstated.
Death benefit guarantee to age 100
The DBG-100 provides that the owner's policy will
remain in force until the youngest insured's attained
insurance age 100 even if the cash surrender value is
insufficient to pay the monthly deduction. The DBG-100
will remain in effect, as long as:
the sum of premiums paid - partial surrenders -
outstanding indebtedness
equals or exceeds
the DBG-100 premiums due since the policy date.
The DBG-100 premium is shown in the policy.
If, on a monthly date, they have not paid enough
premiums to keep the DBG-100 in effect, IDS Life will
mail a notice to their last known address, asking them
to pay a premium sufficient to bring their total up to
the required minimum. If they do not pay this amount
within 61 days, the DBG-100 will terminate. If they
have paid sufficient premium, the DBG-85 will be in
effect. If the DBG-85 and DBG-100 are not in effect,
the policy will lapse (terminate) if the cash surrender
value is less than the amount needed to pay the monthly
deduction. Although the policy can be reinstated as
explained below, the DBG-100 cannot be reinstated.
Grace period
If the DBG-85 and DBG-100 are not in effect and if on a
monthly date the cash surrender value of the policy is
less than the amount needed to pay the next monthly
deduction, the policy will still remain in force for at
least 61 days.
IDS Life will mail a notice to the owner's last known
address, requesting payment of a premium that will
raise the cash surrender value to an amount sufficient
to pay the next three monthly deductions. If IDS Life
receives this premium before the end of the 61-day
grace period, it will use the payment to pay all
<PAGE>
PAGE 23
monthly deductions and any other charges then due. Any
balance will be added to the policy value and allocated
in the same manner as other premium payment.
If a policy lapses with outstanding indebtedness, any
excess of the outstanding indebtedness over the premium
paid generally will be taxable to the owner. If the
last surviving insured dies during the grace period,
any overdue monthly deductions will be deducted from
the death benefit.
Reinstatement
The owner's policy may be reinstated within five year
after it lapses, unless they surrendered it for cash.
To reinstate, IDS Life will require:
o a written request;
o evidence satisfactory to IDS Life that both
insureds remain insurable or evidence for the
last surviving insured and due proof that the
first death occurred before the date of lapse;
o payment of a premium that will keep the policy in
force for at least three months;
o payment of the monthly deductions that were not
collected during the grace period; and
o payment or reinstatement of any indebtedness.
The effective date of a reinstated policy will be the
monthly date on or next following the day IDS Life
accepts the owner's application for reinstatement. The
suicide period (see "Death benefits") will apply from
the effective date of reinstatement. Surrender charges
will also be reinstated.
IDS Life will have two years from the effective date of
reinstatement to contest the truth of statements or
representations in the reinstatement application.
(f) The substance of any provisions of any indenture or
agreement with respect to voting rights, together with
the names of any persons other than security holders
given the right to exercise voting rights pertaining to
the trust's securities or the underlying securities and
the relationship of such persons to the trust.
The Variable Account is comprised of various
subaccounts. Subaccounts P,Q,R,S, and T, as well as
Subaccounts 1995 and 2004 fund the Single Premium
Variable Life policies issued by IDS Life. Subaccounts
U,V,W,X,Y, and IL, as well as Subaccounts 1995V and
2004V fund the Flexible Premium Variable Life policies
issued by IDS Life. Subaccounts U,V,W,X,Y and IL also
<PAGE>
PAGE 24
fund the Flexible Premium Survivorship Variable Life
Insurance Policy issued by IDS Life. Some Subaccounts
invest exclusively in the Portfolios of IDS Life Series
Fund (the Fund), while others invest in units of the
Smith Barney, Inc. Fund of Stripped (Zero Coupon) U.S.
Treasury Securities Fund, Series A ("the Trust" or "the
Trusts"). Subaccount P and U invest exclusively in the
shares of the Equity Portfolio; Subaccounts Q and V
invest exclusively in the shares of the Income
Portfolio; Subaccounts R and W invest exclusively in
the shares of Money Market Portfolio; Subaccounts S and
X invest exclusively in the shares of the Managed
Portfolio; Subaccounts T and Y invest exclusively in
the shares of the Government Securities Portfolio; and
Subaccount IL invests exclusively in the shares of the
International Equity Portfolio. All of the above six
portfolios make up IDS Life Series Fund, Inc., a series
mutual fund. Subaccounts 1995, 2004, 1995V and 2004V-
12-I invest in units of the designated unit investment
trust, with maturity dates of 1995 and 2004
respectively.
All shares issued by the Fund are the same class (kind)
capital stock. They have a par value of $.001 a share.
They are fully paid and nonassessable and can be
redeemed or transferred. All shares have equal voting
rights. They can be issued as full shares or
fractions. A fraction of a share has the same kind of
rights and privileges as a full share. The Fund
currently has six portfolios, each issuing its own
series of common stock. The shares of each portfolio
represent an interest only in that portfolio's assets
(and profits or losses) and in the event of
liquidation, each share of a portfolio would have the
same rights to dividends and assets as every other
share of that portfolio.
Each share of a portfolio has one vote. On some
issues, such as the election of directors, all shares
of the Fund vote together as one series. All shares
have cumulative voting when voting on the election of
directors. With cumulative voting, each shareholder is
entitled to a number of votes equal to the number of
shares which that shareholder holds multiplied by the
number of directors to be elected, and has the right to
divide votes among candidates in any way. On an issue
affecting a particular portfolio, its shares vote as a
separate series. An example of such an issue would be
a fundamental investment restriction pertaining to only
one portfolio. In voting on the Investment Management
and Services Agreement, approval of the Agreement by
the shareholders of a particular portfolio would make
the Agreement effective as to that portfolio, whether
or not it had been approved by the shareholders of the
other portfolios.
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PAGE 25
As previously stated, all of the assets held in the
subaccounts will be invested in shares of the
corresponding portfolio or in units of the Trust. With
regard to the Fund IDS Life is the Owner of those Fund
shares as such has the right to vote to elect the Board
of Directors of the Fund, to vote upon certain matters
that are required by the 1940 Act to be approved or
ratified by the shareholders, and to vote upon any
other matter that may be voted upon at a shareholders'
meeting. However, IDS Life will vote the shares of
each Fund portfolio at regular and special meetings of
the shareholders of the Fund in accordance with
instructions received from the owners of the Policies.
Fund shares held in each subaccount for which no timely
instructions from Owners are received, and Fund shares
that are not otherwise attributable to Owners, will be
voted by IDS Life in the same proportion as those
shares in that subaccount for which instructions are
received. The number of Fund shares in each subaccount
for which instructions may be given by an Owner is
determined by applying the Owner's percentage interest
in the subaccount to the total number of votes
attributable to the subaccount. The number will be
determined as of a date chosen by IDS Life, but not
more than 90 days before the meeting of the Fund.
Fractional votes are counted. Owners will receive
notice of each meeting of the shareholders together
with any proxy solicitation materials, and a statement
of the number of votes as to which they are entitled to
give directions at the meeting.
IDS Life may, if required by state insurance officials,
disregard voting instructions if such instructions
would require shares to be voted so as to cause a
change in the goals of one or more of the Funds'
portfolios, or to approve or disapprove an investment
advisory contract for the Fund. In addition, IDS Life
itself may disregard voting instructions that would
require changes in the investment policy or investment
adviser of one or more of the Fund's portfolios,
provided that IDS Life reasonably disapproves such
changes in accordance with applicable federal
regulations. If IDS Life does disregard voting
instructions, it will advise Owners of that action and
its reasons for such action in the next report to
Owners.
Generally, ownership of units of a unit investment
trust does not involve the exercise of voting rights.
However, with regard to the Trusts, unitholders may
vote for removal of the trustee or for the amendment or
the termination of the Trust indenture. In the event
of such vote, IDS Life, as the Owner of such units,
would solicit voting instructions from Owners under the
same procedures set forth above regarding the holders
of Fund shares.
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PAGE 26
(g) Whether security holders must be given notice of any
change in:
(1) the composition of the assets of the trust. If
shares of any Fund portfolio or Trust units
should not be available for purchase by the
appropriate subaccount or if, in the judgment of
IDS Life's management, further investment in such
shares is no longer appropriate in view of the
purposes of the subaccount, shares of another
registered, open-end management investment
company or unit investment trust may be
substituted for portfolio shares or Trust units
held in the subaccount. If deemed by IDS Life to
be in the best interest of persons having voting
rights under the Policy, the Variable Account may
be operated as a management company under the
Investment Company Act of 1940 or it may be
deregistered under such Act in the event such
registration is no longer required. In the event
of any such substitution or change, IDS Life may,
without the consent or approval of the Owners,
amend the Policy and take whatever action is
necessary and appropriate. However, no such
substitution or change will be made without any
necessary approval of the SEC. IDS Life will
notify Owners within five days of any
substitution or change.
(2) the terms and conditions of the securities issued
by the trust.
No change in the terms and conditions of an issued and
outstanding Policy can be made without the consent of
the Owner, other than as set forth in paragraph (1)
above.
(3) the provisions of any indenture or agreement of
the trust.
Not applicable.
(4) the identity of the depositor, trustee or
custodian. There is no provision requiring
notice to, or consent of, Owners with respect to
any change in the identity of the Variable
Account's depositor. However, IDS Life's
obligations under the Policy cannot be
transferred to any other entity without the
consent of the Owner.
(h) Whether the consent of security holder for action to be
taken concerning any change in:
(1) the composition of the assets of the trust.
Consent of Owners is not required when changing
the underlying securities of any of the
<PAGE>
PAGE 27
Subaccounts. However, to change these
securities, approval of the Securities and
Exchange Commission is required in compliance
with Section 26(b) of the Investment Company Act
of 1940.
(2) the terms and conditions of the securities issued
by the trust.
No change in the terms and conditions of the Policy may
be made without the consent of the Owner, except as
provided in paragraph (1) above.
(3) the provisions of any indenture or agreement of
the trust.
Not applicable.
(4) the identity of the depositor, trustee or
custodian.
The answer to Item 10(g)(4) is incorporated by
reference.
(i) Any other principal feature of the securities issued by
the trust or any other principal right, privilege or
obligation not covered by subdivisions (a) to (g) or by
any other item in this form.
Policy 1
The minimum single premium must be at least $5000. The
maximum single premium is $500,000. The Policy
provides life insurance coverage on the lives of the
named insureds. The Policy allows the Owner to borrow
from its Policy Value, using that value as collateral
for the loan.
Policy 2
The Owner has flexibility concerning the amount and
frequency of premium payments. At the time of
application, the Owner will determine a Scheduled
Premium. The Scheduled Premium will be a level amount
at a fixed interval of time. However, the Owner need
not adhere to the Scheduled Premium. Instead, the Owner
may, subject to certain restrictions, make premium
payments in any amount and at any frequency.
Premium payments may be increased or decreased at any
time. The minimum payment which IDS Life will accept is
$25. There is no maximum, but IDS Life reserves the
right to limit any payment.
The failure to pay a scheduled premium will not itself
cause the Policy to lapse. However, the payment of
scheduled premiums or unscheduled premiums in any
<PAGE>
PAGE 28
amount or frequency will not guarantee that the Policy
will remain in force. Subject to the limitations
contained in the Policy, payment the Minimum Monthly
Premium will keep the coverage in force until the later
of the insured's Age 70 Anniversary or five years from
the policy date.
The Policy contains two death benefit options. Under
Death Benefit Option 1, the death benefit is the
greater of the Specified Amount or a percentage of
policy value. Under Death Benefit Option 2, the death
benefit is the greater of the Specified Amount plus the
policy value, or a percentage of policy value.
Before issuing any policy, IDS Life requires evidence
of insurability satisfactory to it. IDS Life will
generally not issue a policy to persons over the age of
75. It may, however, at its sole discretion, issue a
policy to an applicant above age 75. The Initial
Minimum Specified Amount is $50,000, but this is
reduced to $40,000 in Policy Years 3 through 10, and
25,000 thereafter. The minimum specified amount for
policies purchased on or after May 1, 1991 with an
initial specified amount of $350,000 or more is
$350,000 in the first policy year, $325,000 in years
two to five, $300,000 in years six to 10 and $275,000
thereafter.
The Owner may borrow up to 85 percent of the Policy
Value less Surrender Charges at a 6.1 percent interest
rate, payable in advance. For policies purchased on or
after May 1, 1993 (October 1, 1993 for New Jersey), IDS
Life expects to reduce the loan interest rate after a
policy's 10th anniversary to 4.3%. The borrowed
amounts are placed in IDS Life's fixed account. If the
Owner does not specify whether to borrow the money from
the Fixed Account and/or any specific subaccount, or if
the Fixed Account or the designated subaccounts do not
have sufficient values, the loan will be taken pro rata
from the Fixed Account and each subaccount. The Fixed
Account value attributable to indebtedness will earn
4.50 percent annual interest. The minimum loan which
can be requested $500.
Policy 3
Premiums
Payment of premiums:
In applying for the policy, the owner must decide how
much they intend to pay and how often they will make
payments. During the early policy years until the
policy value is sufficient to cover the surrender
charge, IDS Life requires that the owner pay the
premiums sufficient to keep the DBG-85 in effect.
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PAGE 29
The owner may schedule payments annually, semiannually,
or quarterly. (Payment at any other interval must be
approved by IDS Life.) This premium schedule is shown
in the policy.
The scheduled premium serves only as an indication of
the owner's intent as to the frequency and amount of
future premium payments. The owner may skip scheduled
premium payments at any time if their cash surrender
value is sufficient to pay the monthly deduction, or if
they have paid sufficient premium to keep the DBG-85 or
the DBG-100 in effect.
The owner may also change the amount and frequency of
scheduled premium payments by written request. IDS
Life reserves the right to limit the amount of such
changes. Any change in the premium amount is subject
to applicable tax laws and regulations.
Although the owner has flexibility in paying premiums,
the amount and frequency of their payments will affect
the policy value, cash surrender value and length of
time their policy will remain in force, as well as
affect whether the DBG-85 or DBG-100 remain in effect.
Premium limitations:
The owner may make unscheduled premium payments at any
time and in an amount of at least $50. IDS Life
reserves the right to limit the number and amount of
unscheduled premium payments.
No premium payments, scheduled or unscheduled, are
allowed on or after the youngest insured's attained
insurance age 100.
Also, in order to receive favorable tax treatment under
the Code, premiums paid during the life of the policy
must not exceed certain limitations. To comply with
the Code, IDS Life can either refuse excess premiums as
they are paid, or refund excess premiums with interest
no later than 60 days after the end of the policy year
in which they were paid.
Allocation of premiums:
Until the owner's application is approved by IDS Life,
IDS Life holds all premiums in the fixed account, and
IDS Life credits interest on the net premiums (gross
premiums minus premium expense charge) at the current
fixed account rate. As of the date the owner's
application is approved, IDS Life will allocate the net
premiums plus accrued interest to the account(s) the
owner has selected in their application. At that time,
IDS Life will begin to assess the various loads, fees,
charges and expenses.
<PAGE>
PAGE 30
Any amount allocated to a subaccount is converted into
accumulation units of that subaccount. Similarly, when
transferring value between subaccounts, accumulation
units in one subaccount are converted into a cash
value, which is then converted into accumulation units
of the second subaccount.
Insurability: Before issuing the policy, IDS Life
requires satisfactory evidence of the insurability of
the persons whose lives the owner proposes to insure.
IDS Life's underwriting department will review the
owner's application and any medical information or
other data required to determine whether the proposed
individuals are insurable under IDS Life's underwriting
rules. The owner's application may be declined if a
person fails to meet the underwriting requirements and
any premiums that were paid will be returned.
Age limit: IDS Life generally will not issue a policy
to persons over the insurance age of 85. It may,
however, do so at its sole discretion.
Death benefits
IDS Life will pay a benefit to the beneficiary of the
policy when the last surviving insured dies. If that
death is prior to the youngest insured's attained
insurance age 100, the amount payable is based on the
specified amount and death benefit option the owner has
selected, as described below, less any indebtedness.
If the last surviving insured's death is on or after
the youngest insured's attained insurance age 100, the
amount payable is the cash surrender value.
Option 1 (level amount): Under this option, the
policy's value is part of the specified amount. The
Option 1 death benefit is the greater of:
o the specified amount on the date of the last
surviving insured's death; or
o the applicable percentage of the policy value on
the date of the last surviving insured's
death, if that death occurs on a valuation
date, or on the next valuation date
following the date of death.
Option 2 (variable amount): Under this option, the
policy value is added to the specified amount. The
Option 2 death benefit is the greater of:
o the policy value plus the specified amount; or
o the applicable percentage of policy value on
the date of the last surviving insured's death,
<PAGE>
PAGE 31
if that death occurs on a valuation date, or
on the next valuation date following the date of
death.
Information Concerning the Securities Underlying the Trust's
Securities
11. Describe briefly the kind or type of securities comprising
the unit of specified securities in which the security
holders have an interest.
The securities to be held in the Subaccounts will be shares
of the Fund or units of the Trust described in Item 12. This
fund is a registered, open-end diversified management
investment company. The Trust is a registered unit
investment trust (UIT).
12. If the trust is the issuer of periodic payment plan
certificates, and if any underlying securities were issued by
another investment company, furnish the following information
for each such company:
(a) Name of Company.
IDS Life Series Fund, Inc.
Smith Barney Inc. Fund of Stripped ("Zero Coupon") U.S.
Treasury Securities Fund, Series A.
(b) Name and principal address of depositor.
Not applicable.
(c) Name and principal business address of trustee or
custodian.
American Express Trust Company
P.O. Box 534
Minneapolis, Minnesota 55440-0534
acts as custodian for the Fund.
(d) Name and principal business address of principal
underwriter.
Not applicable.
(e) The period during which the securities of such Company
have been the underlying securities.
As of the date of the original registration statement,
no underlying securities had been acquired by the
Subaccounts.
Information Concerning Loads, Fees, Charges and Expenses
13. (a) Furnish the following information with respect to each
load, fee, expense or charge to which (1) principal
payments, (2) underlying securities, (3) distributions,<PAGE>
PAGE 32
(4) cumulated or reinvested distributions or income,
and (5) redeemed or liquidated assets or the trust's
securities are subject:
(A) the nature of such load, fee, expense or
charge;
(B) the amount thereof;
(C) the name of the person to whom such amounts
are paid and his relationship to the trust;
(D) the nature of the services performed by
such person in consideration for such load,
fee, expense or charge.
(1) Principal Payments. (Gross Premium)
Policy 1
<TABLE>
<CAPTION>
Nature of Person to whom
Charge Amount Paid/Relationship Services
<S> <C> <C> <C>
Monthly Cost Tabular charge per $1,000 at IDS Life Insurance
of insurance risk, varying by age, sex Protection
charges and insurance rating of the
insured
Policy Issue $150 at time of issue IDS Life Issue and
and Admin- Administrative
istrative Expenses
Expense
Surrender Percent of Amount IDS Life Sales Expenses
Charge Surrendered varying by
duration and guaranteed
not to exceed 9% of
Premium paid
Premium Tax 2.5% of Premium IDS Life State
Charge Premium
Taxes
Policy 2
Nature of Person to whom
Charge Amount Paid/Relationship Services
Sales 2.5% of Gross Premiums IDS Life Sales
Charge Expenses
Premium 2.5% of Gross Premiums IDS Life State
Tax Charge Premium
Taxes
Policy Currently $5 per policy IDS Life Adminis-
Fee month, never to exceed trative
$7.50 per policy month. Expenses
Waived for policies
purchased on or after
May 1, 1991 with an
initial specified amount
of $350,000 or more.
Cost of Tabular charge per $1000 IDS Life Insurance
Insurance net amount at risk each Protection
Charge policy month, determined by
age, sex and insurance
rating of the insured
Cost of Tabular charge each policy IDS Life Optional
Policy month determined by nature Insurance
Riders and amount of riders
attached to policy<PAGE>
PAGE 33
Death $0.01 per $1000 of IDS Life Death
Benefit Specified Amount and Other Benefit
Guarantee Insured Rider Coverage each Guarantee
Charge policy month that the Death Risk
Benefit Guarantee is in
effect
Contingent $4 per $1000 Initial IDS Life Issue
Deferred Specified Amount of policy and
Issue and is surrendered within 5 Under-
Adminis- years of policy issue, writing
trative decreasing monthly Expenses
Expense thereafter at a rate of 20% at Issue
Charge per year
(Issue)
Contingent $4 per $1000 increase in IDS Life Issue
Deferred Specified Amount if policy and
Issue and is surrendered within 5 Under-
Adminis- policy years of increase, writing
trative decreasing monthly Expenses
Expense thereafter at a rate of 20% at
Charge per year Increase
(Increase)
Contingent 27.5% of Gross Premiums up IDS Life Sales
Deferred to amount shown in policy Expenses
Sales (conservative estimate of at Issue
Charge one Guideline Annual
(Issue) Premium) plus 6.5% of all
other Gross Premiums except
those attributable to an
Increase or, if less
Tabular amount per $1000
Initial Specified Amount -
determined by age, sex and
insurance rating of insured
- if policy is surrendered
within 5 policy years of
issue, decreasing monthly
thereafter at a rate of 20%
per year
Contingent 6.5% of Premiums attrib- IDS Life Sales
Deferred utable to the Increase Expenses
Sales or, if less Tabular at
Charge amount per $100 Increase
(Increase) increased in Specified
Amount - determined by age,
sex and insurance rating of
insured - if policy is
surrendered within 5 policy
years of Increase,
decreasing monthly
thereafter at a rate of 20%
per year
Partial $25 or, if less, 2% of IDS Life Trans-
Surrender Policy Value surrendered action
Fee Costs
Policy 3
Nature of Person to whom
Charge Amount Paid/Relationship Services
Sales 30% of the premiums paid IDS Life Sales
Charge up to the first DBG-100 Expenses
and 6% of all additional
premiums.
Premium 2.5% of premium payment. IDS Life State
Tax Charge Premium
Taxes
<PAGE>
PAGE 34
Federal 1.25% of each premium IDS Life Federal
Tax Charge payment. taxes
Policy Currently $20 per policy IDS Life Adminis-
Fee month, never to exceed trative
$30 per policy month. Expenses
Cost of The monthly cost of insurance IDS Life Insurance
Insurance times the total of the death Protection
benefit minus the policy value
plus any other flat extra
insurance charges.
Cost of Determined by nature and IDS Life Optional
Policy amount of riders attached Insurance
Riders to policy.
Contingent $4 per $1000 of the initial IDS Life Issue
Deferred specified amount of the and
Issue and policy, if it is surrendered Under-
Adminis- during the first policy writing
trative years, and then decreasing Expenses
Expense monthly until it is zero at at Issue
Charge the end of 15 policy years.
(Issue)
Partial $25 (or 2% of the amount IDS Life Trans-
Surrender surrendered, if less). action
Fee Costs
(2) Underlying Security.
Investment The Money Market IDS Life Investment
Management Portfolio of IDS Life management
Fee Series Fund, Inc. and services
pays a fee equal described in
to an annual basis Agreement
to .50% of its
daily net assets.
The Equity, Income
Managed and
Government Securities
Portfolios of IDS Life
Series Fund, Inc. each
pay a fee equal on an
annual basis to
.70% of their
daily net assets.
The International Equity
Portfolio of IDS Life
Series Fund, Inc. pays a
fee equal on an annual
basis to .95% of its
daily net assets.
Non-Advisory IDS Life Series Fund, IDS Life Non-Advisory
Expense Inc. will reimburse Expenses
Charges IDS Life for non- described in
advisory expenses. Agreement
</TABLE>
(3) Distributions.
Not applicable. See paragraph (4) below.
(4) Cumulated or reinvested distributions or income.
All investment income and other distributions are
reinvested in Fund shares at net asset values.
<PAGE>
PAGE 35
(5) Redeemed or liquidated assets.
There are no charges for redeemed or liquidated
assets of the Trust's securities.
(b) For each installment payment type of periodic payment
plan certificate of the trust, furnish the following
information with respect to sales load and other
deductions from principal payments.
Policy 1
The Policy matures at the Insured's Age 95 Policy
Anniversary. See Item 13(a)(1).
Policy 2
The Policy matures at the Insured's Age 100 Policy
Anniversary.
Policy 3
The Policy matures at the youngest insured's attained
age 100.
(c) State (1) the amount of sales load as a percentage of
the net amount invested, and (2) the amount of total
deductions as a percentage of the net amount invested
for each type of security issued by the trust.
Policy 1
(1) 0% However, this does not take into account the
Surrender Charge described in Item 13(a)(1). The
surrender charge will not exceed 9% of the Premium.
(2) 0% However, this does not take into account the
Surrender Charge or the other deductions described in
Item 13(a)(1).
Policy 2
(1) 2.5% However, this does not take into account
the Contingent Deferred Sales Charge described in
Item 13(a)(1). The Contingent Deferred Sales
Charge will not exceed 27.5% of payments up to
one Guideline Annual Premium plus 6.5% of
payments in excess of one Guideline Annual
Premium; and 6.5% of any other amounts
attributable as premiums after an Increase in
Specified Amount.
<PAGE>
PAGE 36
(2) 5.0% However, this does not take into account
the Contingent Deferred Sales Charge or
Contingent Deferred Issue and Administrative
Expense Charge or any of the other deductions
from Policy Value described in Item 13(a)(1).
Policy 3
(1) Sales charge: 30% of the premiums paid up to the
first DBG-100 premium and 6% of all additional
premiums.
(2) Sales charge: 30% of the premiums paid up to the
first DBG-100 premium and 6% of all additional
premiums.
Premium tax charge: 2.5% of each premium payment.
Federal tax charge: 1.25% of each premium payment.
(d) Furnish a brief description of any loads, fees,
expenses or charges not covered in Item 13(a) which may
be paid by security holders in connection with the
trust or its securities.
Policy 1
IDS Life deducts a charge which on an annual basis is
equal to 0.50% of the average assets of the Subaccounts
as a mortality and expense risk charge.
IDS Life deducts a charge which on an annual basis is
equal to 0.15% of the average assets of the Subaccounts
as a minimum death benefit guarantee risk charge.
IDS Life reserves the right to charge the Subaccounts
for any tax liability it may incur because of the
operations of the Accounts regardless of whether or not
tax is actually paid by IDS Life.
Policy 2
IDS Life deducts a Mortality and Expense Risk Charge,
which is equal on an annual basis to 0.90% of the
average assets of the Subaccounts. This charge is
needed to reimburse IDS Life for assuming certain
mortality and expense risks under the Policy.
IDS Life deducts a Transaction Charge, currently equal
on an annual basis to 0.25% of the average assets of
the Subaccounts investing in the Trusts. IDS Life may
increase this charge in the future but not to more than
0.50%. This is a cost-based charge needed to reimburse
IDS Life for amounts paid to Smith Barney, Inc. on the
sale of Trust units to the Variable Account.
<PAGE>
PAGE 37
IDS Life reserves the right to charge the Subaccounts
for any tax liability it may incur because of the
operations of the Subaccounts, regardless of whether or
not the tax is actually paid by IDS Life.
Policy 3
Mortality and expense risk charge
This charge applies only to the subaccounts and not to
the fixed account. It is equal, on an annual basis, to
0.9% of the daily net asset value of the subaccounts --
a level guaranteed for the life of the policy.
Computed daily, the charge compensates IDS Life for:
o Mortality risk -- the risk that the cost of
insurance charge will be insufficient to meet
actual claims.
o Expense risk -- the risk that the policy fee and
the contingent deferred issue and administration
expense charge may be insufficient to cover the
cost of administering the policy.
IDS Life is taxed as a life insurance company under the
Code. For federal income tax purposes, the subaccounts
are considered a part of IDS Life, although their
operations are treated separately in accounting and
financial statements. Investment income from the
subaccounts is reinvested and becomes part of the
subaccounts' value. This investment income, including
realized capital gains, is not taxed to IDS Life, and
therefore no charge is made against the subaccounts for
our federal income taxes. IDS Life reserves the right
to make such a charge in the future if there is a
change in the tax treatment of variable life insurance
contracts or in IDS Life's tax status as we currently
understand it.
(e) State whether the depositor, principal underwriter,
custodian or trustee, or any affiliated person of the
foregoing may receive profits or other benefits not
included in answer to Item 13(a) or 13(b) through the
sale or purchase of the trust's securities or interests
in underlying securities, and described fully the
nature and extent of such profits or benefits.
Not as principal underwriter or depositor will IDS
Life, nor any affiliated person of IDS Life, receive
any profit or other benefit not included in the answer
to Item 13(a) or 13(b) through the sale or purchase of
the Policy or Fund shares, except that IDS Life will
pay to American Express Financial Advisors Inc. a fee
equal on an annual basis to .25% of the Fund's average
net assets for investment advice relative to the Fund
under an Investment Advisory Agreement between American
Express Financial Advisors Inc. and IDS Life.<PAGE>
PAGE 38
As custodian of the underlying securities, American
Express Trust Company will receive certain fees
indirectly from the Fund. The fees will be comparable
to the fees received by custodians which hold the
assets of other mutual funds.
(f) State the percentage that the aggregate annual charges
and deductions for maintenance and other expenses of
the trust, bear to the dividend and interest income
from the trust property during the period covered by
the financial statements filed herewith.
Not applicable.
Information Concerning the Operations of the Trust
14. Describe the procedure with respect to applications (if any),
and the issuance and authentication of the trust's
securities, and state the substance of the provisions of any
indenture or agreement pertaining thereto.
A person desiring to purchase a Policy must complete an
application on a form provided by IDS Life and submit it to
the Home Office of IDS Life. If the applicant meets the
prescribed standards, a Policy will be issued.
15. Describe the procedure with respect to the receipt of
payments from purchasers of the trust's securities and the
handling of the proceeds thereof, and state the substance of
the provisions of any indenture or agreement pertaining
thereto.
Policy 1
The Owner determines in the application what portions, if
any, of the premium are to be allocated to each of the
Subaccounts. Until the date that a policy is mailed from IDS
Life's Home Office for delivery to the Owner, the premium
received by IDS Life is held in IDS Life's general account.
When a Policy is mailed, the Policy Value will reflect the
performance of Subaccount R, which invests in the Money
Market Portfolio of IDS Life Series Fund, from the date the
premium was received. On the date that a Policy is mailed
from IDS Life's Home Office for delivery to the Owner, the
Policy Value will be allocated to one or more of the
Subaccounts, in accordance with the allocation instructions
received from the Owner in the application. Each of the
Subaccounts invests exclusively in the shares of a different
Portfolio of the Fund or units of the Trust. The net
investment results of each Subaccount vary with the
investment experience of its underlying Fund Portfolio or
valuation of Trust units. For each of the Subaccounts, a
unit price will be calculated daily by adding all investment
earnings of the Subaccount and deducting specified charges.
Thus, the value of each Policy varies with the investment
performance of the underlying Fund Portfolio(s) or valuation
of the Trust unit(s).
<PAGE>
PAGE 39
Policy 2
The Owner determines in the application what portions, if
any, of the premiums are to be allocated to each of the
Subaccounts of the Variable Account, the Fixed Account or
both. Until the date that an application is approved by IDS
Life's Home Office underwriting department, the premiums
received by IDS Life are held in IDS Life's Fixed Account and
interest at the current Fixed Account rate is credited on the
net premiums (gross premium received minus the Premium
Expense Charge). As of the date that IDS Life's Home Office
underwriting department approves the application, the net
premiums plus interest accrued thereon will be allocated to
the Fixed Account and/or one or more of the subaccounts, in
accordance with the allocation instructions received from the
Owner in the application. At that time, the various loads,
fees, charges and expenses will begin to be assessed.
Policy 3
The Owner determines in the application what portions, if
any, of the premiums are to be allocated to each of the
Subaccounts of the Variable Account, the Fixed Account or
both. Until the date that an application is approved by IDS
Life's Home Office underwriting department, the premiums
received by IDS Life are held in IDS Life's Fixed Account and
interest at the current Fixed Account rate is credited on the
net premiums (gross premium received minus the Premium
Expense Charge). As of the date that IDS Life's Home Office
underwriting department approves the application, the net
premiums plus interest accrued thereon will be allocated to
the Fixed Account and/or one or more of the subaccounts, in
accordance with the allocation instructions received from the
Owner in the application. At that time, the various loads,
fees, charges and expenses will begin to be assessed.
16. Describe the procedure with respect to the acquisition of
underlying securities and the disposition thereof, and state
the substance of the provisions of any indenture or agreement
pertaining thereto.
Policy 1
The Owner determines in the application what portions, if
any, of the premium are to be allocated to each of the
Subaccounts. Until the date that a policy is mailed from IDS
Life's Home Office for delivery to the Owner, the premium
received by IDS Life is held in IDS Life's general account.
When a Policy is mailed, the Policy Value will reflect the
performance of Subaccount R, which invests in the Money
Market Portfolio of IDS Life Series Fund, from the date the
premium was received. On the date that a Policy is mailed
from IDS Life's Home Office for delivery to the Owner, the
Policy Value will be allocated to one or more of the
Subaccounts in accordance with the allocation instructions
received from the Owner in the application. For amounts
allocated to the Subaccounts, IDS Life applies the Policy
<PAGE>
PAGE 40
Value so allocated to the purchase of Fund shares or units of
the Trust at their net asset value determined as of the end
of the valuation period during which the written directions
to make the allocation are received by IDS Life at its Home
Office. Fund shares or units of the Trust may be redeemed by
IDS Life to permit the payment of insurance benefits, amounts
requested for surrender, loan payments, interest charges on
loans, surrender charges and fees and other purposes
contemplated by the Policy.
Policy 2
The Owner determines in the application what portions, if
any, of the premiums are to be allocated to each of the
Subaccounts of the Variable Account, the Fixed Account or
both. Until the date that an application is approved by IDS
Life's Home Office underwriting department, the premiums
received by IDS Life are held in IDS Life's Fixed Account and
interest at the current Fixed Account rate is credited on the
net premiums (gross premium received minus the Premium
Expense Charge). As of the date that IDS Life's Home Office
underwriting department approves the application, the net
premiums plus interest accrued thereon will be allocated to
the Fixed Account and/or one or more of the Subaccounts, in
accordance with the allocation instructions received from the
Owner in the application. For amounts allocated to the
Subaccounts, IDS Life applies the Policy Value so allocated
to the purchase of Fund shares or units of the Trust at their
net asset value determined as of the end of the Valuation
Period during which the written directions to make the
allocation are received by IDS Life at its Home Office. Fund
shares or units of the Trust may be redeemed by IDS Life to
permit the payment of insurance benefits, amounts requested
for surrender, loan payments, interest charges on loans,
surrender charges and fees and other purposes contemplated by
the Policy.
Policy 3
The Owner determines in the application what portions, if
any, of the premiums are to be allocated to each of the
Subaccounts of the Variable Account, the Fixed Account or
both. Until the date that an application is approved by IDS
Life's Home Office underwriting department, the premiums
received by IDS Life are held in IDS Life's Fixed Account and
interest at the current Fixed Account rate is credited on the
net premiums (gross premium received minus the Premium
Expense Charge). As of the date that IDS Life's Home Office
underwriting department approves the application, the net
premiums plus interest accrued thereon will be allocated to
the Fixed Account and/or one or more of the Subaccounts, in
accordance with the allocation instructions received from the
Owner in the application. For amounts allocated to the
Subaccounts, IDS Life applies the Policy Value so allocated
to the purchase of Fund shares or units of the Trust at their
net asset value determined as of the end of the Valuation
Period during which the written directions to make the
<PAGE>
PAGE 41
allocation are received by IDS Life at its Home Office. Fund
shares or units of the Trust may be redeemed by IDS Life to
permit the payment of insurance benefits, amounts requested
for surrender, loan payments, interest charges on loans,
surrender charges and fees and other purposes contemplated by
the Policy.
17. (a) Describe the procedure with respect to withdrawal or
redemption by security holders.
Any surrender by an Owner may be made by a request in
writing to the Home Office of IDS Life. IDS Life will
determine the Surrender Value as of the end of the
Valuation Period during which the request is received.
See the response to item 13(a) for information
concerning surrender charges and fees. The Surrender
Value will be paid within seven days after the Owner's
written request is received by IDS Life at its Home
Office, however IDS Life reserves the right to defer
any payment of Surrender Value (1) which derives from a
Premium Payment made by a check which has not cleared
the banking system (good payment has been collected),
or (2) if (a) the New York Stock Exchange is closed
(other than customary weekend and holiday closings),
(b) trading on the Exchange is restricted; (c) an
emergency exists such that it is (b)not reasonably
practical to dispose of securities held in the Variable
Account or to determine the value of the Variable
Account's net assets; or (d) the Securities and
Exchange Commission by order so permits for the
protection of security holders. Conditions described
in (b) and (c) will be decided by or in accordance with
rules of the Securities and Exchange Commission.
Any surrenders of the Policy Value from the Fixed
Account may be postponed for up to 6 months, in Policy
2 and in Policy 3. If IDS Life postpones payment for
more than 30 days, interest at an annual rate of 3
percent will be paid on the amount surrendered for the
period of postponement.
(b) Furnish the names of any persons who may redeem or
repurchase, or are required to redeem or repurchase,
the trust's securities or underlying securities from
security holders, and the substance of the provisions
of any indenture or agreement pertaining thereto.
IDS Life is required to honor surrender requests as
described in Items 10(c) and 17(a).
The Fund is required to redeem Fund shares at net asset
value at the request of IDS Life, and to make payment
therefor to the Variable Account within seven days of
the receipt of the redemption request. The Trust is
required to redeem Trust units at net asset value at
the request of IDS Life, and to make payment therefor
to the Variable Account within seven days of the
receipt of the redemption request.<PAGE>
PAGE 42
(c) Indicate whether repurchased or redeemed securities
will be canceled or may be resold.
A totally surrendered Policy will be canceled.
18. (a) Describe the procedure with respect to the receipt,
custody and disposition of the income and other
distributable funds of the trust and state the
substance of the provisions of any indenture or
agreement pertaining thereto.
All income and other distributable funds of each
Subaccount investing in the Fund are reinvested in
shares of the appropriate Fund Portfolio and are added
to the assets of that Subaccount. For Trust units, all
investment income and other distributions, if any, are
held in the Trust.
(b) Describe the procedure, if any, with respect to the
reinvestment of distributions to security holders and
state the substance of the provisions of any indenture
or agreement pertaining thereto.
Not applicable.
(c) If any reserves or special funds are created out of
income or principal, state with respect to each such
reserve or fund the purpose and ultimate disposition
thereof, and describe the manner of handling the same.
At the present time, IDS Life does not intend to
establish any reserves for federal income taxes which
may be attributable to the Variable Account.
(d) Submit a schedule showing the periodic and special
distributions which have been made to security holders
during the three years covered by the financial
statements filed here with. State for each such
distribution the aggregate amount and amount per share.
If distributions from sources other than current income
have been made, identify each such other source and
indicate whether such distribution represents the
return of principal payments to security holders. If
payments other than cash were made, describe the nature
thereof.
Not applicable.
19. Describe the procedure with respect to keeping of records and
accounts of the trust, the making of reports and the
furnishing of information to security holders, and the
substance of the provisions of any indenture or agreement
pertaining thereto.
IDS Life has primary responsibility for all administration of
the Policy and will maintain the records and books of the
Variable Account.
<PAGE>
PAGE 43
Included in these records are the name, address, taxpayer
identification number and other pertinent information for
each Owner, and the number and Policy Value records of each
Policy. IDS Life will also keep, as custodian, the records
of all securities transactions entered into with the Fund and
the Trust for the purchase and sale of the Fund shares or
Trust units by the Variable Account.
20. State the substance of the provisions of any indenture or
agreement concerning the trust with respect to the following:
(a) Amendments to such indenture or agreement.
Not applicable.
(b) The extension or termination of such indenture or
agreement.
Not applicable.
(c) The removal or resignation of the trustee or custodian,
or the failure of the trustee or custodian, or the
failure of the trustee or custodian to perform its
duties, obligations and functions.
Not applicable.
(d) The appointment of a successor trustee and the
procedure if a successor trustee is not appointed.
Not applicable.
(e) The removal or resignation of the depositor, or the
failure of the depositor to perform its duties,
obligations and functions.
There are no provisions relating to the appointment of
a successor depositor.
(f) The appointment of a successor depositor and the
procedure if a successor depositor is not appointed.
There are no provisions regarding the removal or
resignation of IDS Life, nor its failure to perform its
duties, obligations, and functions as depositor.
21. (a) State the substance of the provisions of any indenture
or agreement with respect to loans to security holders.
Policy 1
After the first Policy Year, the Owner may obtain a
loan from the Company by sending a Written Request.
The loan value of the Policy is the only security
required. The policy loan rate is 5.0% per annum
payable in advance. The Owner may borrow an amount up
to 90% of the total Policy Value less Surrender
Charges. Interest to pay for the loan until the next<PAGE>
PAGE 44
policy anniversary will be included in determining the
maximum loan value. IDS Life will compute the Loan
Value as of the end of the Valuation Period during
which the loan request is received at its Home Office.
The Loan Value of the Variable Account will be paid
within seven days after the Owner's written request is
received by IDS Life at its Home Office, however IDS
Life reserves the right to defer any payment of Loan
Value (1) which derives from a Premium Payment made by
a check which has not cleared the banking system (good
payment has been collected), or (2) if (a) the New York
Stock Exchange is closed (other than customary weekend
and holiday closings), (b) trading on the Exchange is
restricted; (c) an emergency exists such that it is not
reasonably practical to dispose of securities held in
the Account or to determine the value of the Account's
net assets; or (d) the Securities and Exchange
Commission by order so permits for the protection of
security holders. Conditions described in (b) and (c)
will be decided by or in accordance with the rules of
the Securities and Exchange Commission.
Policy 2
The Owner may obtain a loan from the Company by sending
a Written Request. The loan value of the Policy is the
only security required. The policy loan rate is 6.1
percent per annum payable in advance. For policies
purchased on or after May 1, 1993 (October 1, 1993 for
New Jersey), IDS Life expects to reduce the loan
interest rate after a policy's 10th anniversary to 4.3%
payable in advance. The Owner may borrow an amount up
to 85 percent of the total Policy Value less Surrender
Charges. Interest to pay for the loan until the next
policy anniversary will be included in determining the
maximum loan value. IDS Life will compute the Loan
Value as of the end of the Valuation Period during
which the loan request is received at its Home Office.
The Owner also may request a loan by calling IDS Life.
IDS Life has the authority to honor any telephone loan
request believed to be authentic. IDS Life is not
responsible for determining the authenticity of such
calls. A loan request received before 3 p.m. Central
time (which is 4 p.m. New York time) will be processed
the same day.
The Loan Value of the Variable Account will be paid
within seven days after the Owner's written request is
received by IDS Life at its Home Office, however IDS
Life reserves the right to defer any payment of Loan
Value (1) which derives from a Premium Payment made by
a check which has not cleared the banking system (good
payment has been collected), or (2) if (a) the New York
Stock Exchange is closed (other than customary weekend
and holiday closings), (b) trading on the Exchange is
restricted; (c) an emergency exists such that it is not
reasonably practical to dispose of securities held in<PAGE>
PAGE 45
the Account or to determine the value of the Account's
net assets; or (d) the Securities and Exchange
Commission by order so permits for the protection of
security holders. Conditions described in (b) and (c)
will be decided by or in accordance with rules of the
Securities and Exchange Commission. Any loans from the
Fixed Account may be delayed up to six months from the
date IDS Life receives the request.
Policy 3
Policy loans
The owner may borrow against their policy by written or
telephone request. (See chart under "Transfers between
the fixed account and subaccounts" for address and
phone numbers for their requests.) A loan request
received before close of business will be processed the
same day. A request received after close of business
will be processed the following business day. (Loans
by telephone are limited to $50,000).
Interest rate: The interest rate for policy loans is
6% per year. After the policy's 10th anniversary we
expect to reduce the loan interest rate to 4% per year.
Interest is charged daily and due at the end of the
policy year.
Minimum loan: $500 ($200 for Connecticut residents) or
the remaining loan value, whichever is less.
Maximum loan:
o In Texas, 100% of the policy value in the
fixed account, minus a pro rata portion of
surrender charges.
o In Virginia, 90% of the policy value minus
surrender charges.
o In all other states, 85% of the policy value
minus surrender charges.
IDS Life will compute the maximum loan value as of the
end of the valuation period during which we receive
your loan request. In doing so, IDS Life reserves the
right to deduct from the loan value interest for the
period until the next policy anniversary and monthly
deductions that will be taken until the next policy
anniversary.
Payment of loaned funds: Generally, IDS Life will pay
loans within seven days after IDS Life receives the
owner's request (with certain exceptions -- see
"Deferral of payments," under "Payment of policy
proceeds").
<PAGE>
PAGE 46
Repayments: Loan repayments will be allocated to
subaccounts and/or the fixed account using the premium
allocation percentages in effect unless the owner tells
IDS Life otherwise. Repayments must be in amounts of
at least $25.
Deferral of payments:
IDS Life reserves the right to defer payments of cash
surrender value, policy loans, or variable death
benefits in excess of the specified amount if:
o the payments derive from a premium payment
made by a check that has not cleared the banking
system (good payment has not been collected);
o the NYSE is closed (other than customary
weekend and holiday closings);
o in accordance with SEC rules, trading on the
NYSE is restricted or, because of an emergency,
it is not practical to dispose of securities held
in the subaccount or determine the value of the
subaccount's net assets.
Any loans or surrenders from the fixed account may be
delayed up to six months from the date IDS Life
receives the request. If IDS Life postpones the
payment of surrender proceeds more than 30 days, IDS
Life will pay the owner interest on the amount
surrendered at an annual rate of 3% for the period of
postponement.
(b) Furnish a brief description of any procedure or
arrangement by which loans are made available to
security holders by the depositor, principal
underwriter, trustee or custodian, or any affiliated
person of the foregoing.
Policy 1
If it is not specified from which Subaccounts the loan
is to be made, the loan will be made from the
Subaccounts in the same proportion as the value in each
Subaccount bears to the total Policy Value, less
Indebtedness.
A loan from the Subaccounts will result in Accumulation
Units being redeemed and the Proceeds transferred from
the Subaccounts into IDS Life's General Account.
Repayments will be transferred into the Subaccounts.
Loan repayments must be in amounts of at least $50.
Loan repayments will be allocated to the Subaccounts
using the premium allocation percentages in effect
unless the Owner tells IDS Life otherwise.
If additional interest accrues to the Policy loan and
is not paid when due, IDS Life will increase the amount
of Indebtedness in the General Account to cover the<PAGE>
PAGE 47
amount of such additional interest. The interest added
to a Policy loan will be charged the same interest rate
as the loan. IDS Life will allocate the amount of the
additional interest among the Subaccounts, using the
monthly deduction allocation percentages. If the value
in any one of the Subaccounts is insufficient to pay
the additional interest so allocated, the entire
additional interest will be deducted from each of the
Subaccounts in the same proportion as the value in each
Subaccount bears to the total Policy Value less
Indebtedness.
IDS Life will credit the loaned amount with 4% annual
interest.
Policy 2
If it is not specified whether the loan is to be made
from the Fixed Account or the Subaccounts, the loan
will be made from the subaccounts and the Fixed Account
in the same proportion as the value in each subaccount
and the Fixed Account bears to the total policy value,
less indebtedness.
A loan from the subaccounts will result in accumulation
units being redeemed and the proceeds transferred from
the subaccounts into IDS Life's fixed account.
Repayments will be transferred into the Fixed Account
and/or the subaccounts. Loan repayments must be in
amounts of at least $25. Loan repayments will be
allocated to subaccounts and/or the Fixed Account using
the premium allocation percentages in effect unless the
Owner tells IDS Life otherwise.
If additional interest accrues to the Policy loan and
is not paid when due, IDS Life will increase the amount
of indebtedness in the fixed account to cover the
amount of such additional interest. The interest added
to a policy loan will be charged the same interest rate
as the loan. IDS Life will allocate the amount of the
additional interest among the Fixed Account and/or the
subaccounts, using the monthly deduction allocation
percentages. If the value in the Fixed Account or any
one of the subaccounts is insufficient to pay the
additional interest so allocated, the entire additional
interest will be deducted from the Fixed Account and
each of the subaccounts in the same proportion as the
value in the Fixed Account and each subaccount bears to
the total policy value, less indebtedness.
IDS Life will credit the loaned amount with 4.50
percent annual interest.
<PAGE>
PAGE 48
Policy 3
Allocation of loans to accounts: If the owner does not
specify whether the loan is to come from the fixed
account or the subaccounts, it will be made from the
subaccounts and the fixed account in proportion to
their values, minus indebtedness. When a loan is made
from a subaccount, accumulation units are redeemed and
the proceeds transferred into the fixed account. IDS
Life will credit the policy value loaned with 4% annual
interest. (See Repayments Section under 21(a) Policy
3).
Overdue interest: If accrued interest is not paid when
due, IDS Life will increase the amount of indebtedness
in the fixed account to cover the amount due. Interest
added to a policy loan will be charged the same
interest rate as the loan itself. IDS Life will take
such interest from the fixed account and/or
subaccounts, using the monthly deduction allocation
percentages. If the value in the fixed account or any
subaccount is not enough to pay the interest so
allocated, all of the interest will be taken from all
of the accounts in proportion to their value, minus
indebtedness.
Effects of policy loans: If the owner does not repay
their loan, it will reduce the death benefit and policy
value. Even if the owner does repay it, their loan can
have a permanent effect on death benefits and policy
values, because money borrowed against the subaccounts
will not share in the investment results of the
relevant portfolio(s). A loan may terminate the DBG-85
or the DBG-100. The loan amount is deducted from the
total premiums paid, which may reduce the total below
the level required to keep the DBG-85 or the DBG-100 in
effect.
(c) If such loans are made, furnish the aggregate amounts
of loans outstanding at the end of the last fiscal
year, the amount of interest collected during the last
fiscal year allocated to the depositor, principal
underwriter, trustee or custodian or affiliated person
of the foregoing and the aggregate amount of loans in
default at the end of the last fiscal year covered by
financial statements filed herewith.
None.
22. State the substance of the provisions of any indenture or
agreement with respect to limitations on the liabilities of
the depositor, trustee or custodian, or any other party to
such indenture or agreement.
Not applicable.
<PAGE>
PAGE 49
23. Describe any bonding arrangement for officers, directors,
partners or employees of the depositor or principal
underwriter of the trust, including the amount of coverage
and the type of bond.
The officers, employees and sales force of IDS Life are
bonded in the amount of $10 million, by virtue of a blanket
fidelity bond issued by United Pacific Insurance Company to
IDS Life's parent, American Express Financial Corporation.
An additional $12 million in fidelity coverage is extended by
a second policy issued by Lloyd's of London to the directors,
officers, and employees of IDS Life. An additional $10
million in fidelity coverage is extended by a third policy
issued by Federal Insurance Company to the directors,
officers, and employees of IDS Life.
24. State the substance of any other material provisions of any
indenture or agreement concerning the trust or its securities
and a description of any other material functions or duties
of the depositor, trustee or custodian not stated in Item 10
or Items 14 to 23 inclusive.
The Owner may assign the Policy at any time. No such
assignment is effective as to IDS Life, however, unless it is
filed with IDS Life at its Home Office for recording.
III.
ORGANIZATION, PERSONNEL AND AFFILIATED PERSONS OF DEPOSITOR
Organization and Operations of Depositor
25. State the form or organization of the depositor of the trust,
the name of the state or other sovereign power under the laws
of which the depositor was organized and the date of
organization.
IDS Life is a stock life insurance company organized under
Minnesota law on August 7, 1957. Prior to April 2, 1973, IDS
Life was called Investors Syndicate Life Insurance and
Annuity Company.
26. (a) Furnish the following information with respect to all
fees received by the depositor of the trust in
connection with the exercise of any functions or duties
concerning securities of the trust during the period
covered by the financial statements filed herewith.
Not applicable.
(b) Furnish the following information with respect to any
fee or any participation in fees received by the
depositor from any underlying investment company or any
affiliated person or investment adviser of such
company.
Not Applicable.
<PAGE>
PAGE 50
27. Describe the general character of the business engaged in by
the depositor including a statement as to any business other
than that of depositor of the trust. If the depositor acts
or has acted in any capacity with respect to any investment
company or companies other than the trust, state the name or
names of such company or companies, their relationship, if
any, to the trust, and the nature of the depositor's
activities therewith. If the depositor has ceased to act in
such named capacity, state the date of and circumstances
surrounding cessation.
IDS Life conducts a conventional life insurance business in
addition to a variable annuity business. IDS Life conducts
this business in 49 states and the District of Columbia. A
wholly owned subsidiary of IDS Life, IDS Life Insurance
Company of New York, conducts a substantially identical
business in New York. A wholly owned subsidiary of IDS Life,
American Enterprise Life, conducts a substantially identical
business in District of Columbia and in all states except
Maine, New Hampshire, New York, Vermont and Wyoming.
IDS Life is investment manager and underwriter of IDS Life
Variable Annuity Fund A and IDS Life Variable Annuity Fund B,
both of which are registered management investment companies.
IDS Life is also the investment manager and underwriter of
IDS Life Investment Series, Inc. IDS Life Special Income
Fund, Inc., IDS Life Moneyshare Fund, Inc., and IDS Life
Managed Fund, Inc.
These funds support a number of unit investment trusts
sponsored by IDS Life and its affiliates.
Officials and Affiliated Persons of Depositor
28. (a) Furnish as at latest practicable date the following
information with respect to the depositor of the trust,
with respect to each officer, director, or partner of
the depositor, and with respect to each natural person
directly or indirectly owning, controlling or holding
with Power to vote 5% or more of the outstanding voting
securities of the depositor.
Not applicable.
(b) Furnish a brief statement of the business experience
during the last five years of each officer, director or
partner of the depositor.
Directors.
The directors of IDS Life, together with their principal occupation
during the last five years, are shown below.
<PAGE>
PAGE 51
<TABLE><CAPTION>
Name and Address Principal Occupation
<S> <C>
Louis C. Fornetti Director since March 1994; senior
IDS Tower 10 vice president and director, IDS,
Minneapolis, MN since February 1985.
David R. Hubers Director since September 1989;
IDS Tower 10 president and chief executive
Minneapolis, MN officer, IDS, since August 1993,
and director, IDS, since January
1984. Senior vice president,
Finance and chief financial
officer, IDS, from January 1984
to August 1993.
Richard W. Kling Director since February 1984;
IDS Tower 10 president since March 1994.
Minneapolis, MN Executive vice president,
Marketing and Products from
January 1988 to March 1994.
Senior vice president, IDS, since
May 1994. Director of IDS Life
Series Fund, Inc. and manager of
IDS Life Variable Annuity Funds A
and B.
Paul F. Kolkman Director since May 1984;
IDS Tower 10 executive vice president since
Minneapolis, MN March 1994; vice president,
Finance from May 1984 to March
1994; vice president, IDS, since
January 1987.
Peter A. Lefferts Director and executive vice
IDS Tower 10 president, Marketing since March
Minneapolis, MN 1994; senior vice president and
director, IDS, since February
1986.
Janis E. Miller Director and executive vice
IDS Tower 10 president, Variable Assets since
Minneapolis, MN March 1994; vice president, IDS,
since June 1990. Director,
Mutual Funds Product Development
and Marketing, IDS, from May 1987
to May 1990. Director of IDS
Life Series Fund, Inc. and
manager of IDS Life Variable
Annuity Funds A and B.
James A. Mitchell Chairman of the board since March
IDS Tower 10 1994; director since July 1984;
Minneapolis, MN chief executive officer since
November 1986; president from
July 1984 to March 1994;
executive vice president, IDS,
since March 1994; director, IDS, <PAGE>
PAGE 52
since July 1984; senior vice
president, IDS, from July 1984 to
March 1994.
Barry J. Murphy Director and executive vice
IDS Tower 10 president, Client Service, since
Minneapolis, MN March 1994; senior vice
president, Operations, Travel
Related Services (TRS), a
subsidiary of American Express
Company, since July 1992; vice
president, TRS, from November
1989 to July 1992; chief
operating officer, TRS,
from March 1988 to November 1989.
Stuart A. Sedlacek Director and executive vice
IDS Tower 10 president, Assured Assets since
Minneapolis, MN March 1994; vice president, IDS,
since September 1988.
Melinda S. Urion Director and controller since
September 1991; executive vice
president since March 1994; vice
president and treasurer from
September 1991 to March 1994;
corporate controller, IDS, since
April 1994; vice president, IDS,
since September 1991; chief
accounting officer, IDS, from
July 1988 to September 1991.
</TABLE>
Principal Officers.
The following are principal officers of IDS Life. Each officer
serves at the pleasure of the Board of Directors.
Timothy V. Bechtold
Vice President, Insurance Product Development
David J. Berry
Vice President
Alan R. Dakay
Vice President, Institutional Insurance Marketing
Robert M. Elconin
Vice President
Morris Goodwin Jr.
Vice President and Treasurer
Lorraine R. Hart
Vice President, Investments
Ryan R. Larson
Vice President, Annuity Product Development<PAGE>
PAGE 53
Mary O. Neal
Vice President, Sales Support
James R. Palmer
Vice President, Taxes
F. Dale Simmons
Vice President, Real Estate Loan Management
William A. Stoltzmann
Vice President, General Counsel and Secretary
Companies Owning Securities of Depositor
29. Furnish as at latest practicable date the following
information with respect to each Company which directly or
indirectly owns, controls or holds with power to vote 5% or
more of the outstanding voting securities of the depositor.
IDS Life, a Minnesota corporation, is a wholly owned
subsidiary of American Express Financial Corporation;
American Express Financial Corporation, a Delaware
corporation, is a wholly owned subsidiary of American Express
Company, American Express Tower, World Financial Center, New
York, New York 10285.
Controlling Persons
30. Furnish as at latest practicable date the following
information with respect to any person, other than those
covered by Items 28, 29 and 42 who directly or indirectly
controls the depositor.
None.
Compensation of Officers and Directors of Depositor Compensation of
Officers of Depositor
31. Furnish the following information with respect to the
remuneration for services paid by the depositor during the
last fiscal year covered by financial statements filed
herewith:
(a) directly to each of the officers or partners of the
depositor directly receiving the three highest amounts
of remuneration:
To be filed by amendment.
(b) directly to all officers or partners of the depositor
as a group exclusive of persons whose remuneration is
included under Item 31(a), stating separately the
aggregate amount paid by the depositor itself and the
aggregate amount paid by all the subsidiaries:
To be filed by amendment.
<PAGE>
PAGE 54
(c) indirectly or through subsidiaries to each of the
officers or partners of the depositor:
To be filed by amendment.
Compensation of Directors
32. Furnish the following information with respect to the
remuneration reported under Item 31, paid by the depositor
during the last fiscal year covered by financial statements
filed herewith:
(a) the aggregate direct remuneration to directors:
To be filed by amendment.
(b) indirectly or through subsidiaries to directors:
To be filed by amendment.
33. (a) Furnish the following information with respect to the
aggregate amount of remuneration for services of all
employees of the depositor (exclusive of persons whose
remuneration is reported in Items 31 and 32) who
received remuneration in excess of $10,000 during the
last fiscal year covered by financial statements filed
herewith from the depositor and any of its
subsidiaries.
Not applicable - see Item 31.
(b) Furnish the following information with respect to
remuneration for services paid directly during the last
fiscal year covered by financial statements filed
herewith to the following classes of persons (exclusive
of those persons covered by Item 33(a)): (1) sales
managers, branch managers, district managers and other
persons supervising the sale of registrant's
securities; (2) salesmen, sales agents, canvassers and
other persons making solicitations but not ln
supervisory capacity; (3) administrative and clerical
employees; and (4) others (specify). If a person is
employed in more than one capacity, classify according
to the predominant type of work.
Not applicable - see Item 31.
Compensation to Other Persons
34. Furnish the following information with respect to the
aggregate amount of compensation for services paid any
persons (exclusive of persons whose remuneration is reported
in Items 31, 32 and 33), whose aggregate compensation in
connection with services rendered with respect to the trust
<PAGE>
PAGE 55
in all capacities exceed $10,000 during the last fiscal year
covered by financial statements filed herewith from the
depositor and any of its subsidiaries.
Not applicable - see Item 31.
IV.
DISTRIBUTION AND REDEMPTION OF SECURITIES
Distribution of Securities
35. Furnish the names of the states in which sales of the trust's
securities (A) are currently being made, (B) are presently
proposed to be made, and (C) have been discontinued,
indicating by appropriate letter the status with respect to
each state.
As of the date of the original registration statement, no
sale of the Policies had been made. IDS Life intends to sell
the Policy in all states where it has been approved
(including the District of Columbia), except New York.
36. If sales of the trust's securities have at any time since
January 1, 1936 been suspended for more than a month,
describe briefly the reasons for such suspension.
Not applicable.
37. (a) Furnish the following information with respect to each
instance where subsequent to January 1, 1937, any
Federal or state governmental officer, agency or
regulatory body denied authority to distribute
securities of the trust, excluding a denial which was
merely a procedural step prior to any determination by
such officer, etc., and which denial was subsequently
rescinded.
(1) Name of officer, agency or body.
(2) Date of denial.
(3) Brief statement of reasons given for denial.
Not applicable.
(b) Furnish the following information with regard to each
instance where, subsequent to January 1, 1937, the
authority to distribute securities of the trust has
been revoked by any Federal or state governmental
officer, agency or regulatory body.
(1) Name of officer, agency or body.
(2) Date of revocation.
<PAGE>
PAGE 56
(3) Brief statement of reason given for revocation.
Not applicable.
38. (a) Furnish a general description of the method of
distribution of securities of the trust.
IDS Life may be deemed to be the principal underwriter
of the Policy and will perform all sales and
administrative duties. IDS Life will distribute the
Policy exclusively through a sales force it shares with
American Express Financial Advisors Inc. IDS Life is
itself a registered broker/dealer, and is a member of
the National Association of Securities Dealers, Inc.
(NASD). Members of the IDS Life sales force are
trained and licensed to sell both the conventional
insurance products of the Company, as well as its
variable life insurance and annuity contracts.
(b) State the substance of any current selling agreement
between each principal underwriter and the trust or the
depositor, including a statement as to the inception
and termination dates of the agreement, any renewal and
termination provisions, and any assignment provisions.
Not applicable.
(c) State the substance of any current agreement or
arrangements of each principal underwriter with
dealers, agents, salesmen, etc., with respect to
commissions, and overriding commissions, territories,
franchises, qualifications and revocations. If the
trust is the issuer of periodic payment plan
certificates, furnish schedules of commissions and the
bases thereof. In lieu of a statement concerning
schedules of commissions, such schedules of commissions
may be filed as Exhibit A(3)(c).
Policy 1
IDS Life will pay a commission not to exceed 3% of the
single premium in the first Policy Year, .10% of the
single premium in the Second Policy Year, .20% of the
single premium in the third Policy Year, .30% of the
single premium in the fourth Policy Year, and .05% of
the Policy Value in Policy Years 5 through 11, to its
sales representatives for sales of the Policy, if the
Policy is not lapsed, surrendered or terminated as a
result of the Insured's death. IDS Life will also pay
on an approximate basis a total of 27% of the selling
representative's commission to the Divisional and
District Sales Managers of the selling representative.
<PAGE>
PAGE 57
Policy 2
IDS Life will pay a commission of up to 50 percent of
the Initial Minimum Monthly Premium (annualized) when
the Policy is sold, plus up to 3 percent of all
premiums in excess of twelve times the Minimum Monthly
Premium. At the end of policy years 4 through 10, IDS
Life will pay .05 percent of the policy value, net of
indebtedness Additional commissions will be paid if an
increase in coverage occurs. IDS Life will also pay
approximately 27 percent of the total representative's
commission to the Division and District Sales Managers
of the selling representative.
Policy 3
To be filed by amendment.
Information Concerning Principal Underwriter
39. (a) State the form of organization of each principal
underwriter of securities of the trust, the name of the
state or other sovereign power under the laws of which
each underwriter was organized and the date of
organization.
See Item 25.
(b) State whether any principal underwriter currently
distributing securities of the trust is a member of the
National Association of Securities Dealers, Inc.
IDS Life is a member of the NASD.
40. (a) Furnish the following information with respect to all
fees received by each principal underwriter of the
trust from the sale of securities of the trust and any
other functions in connection therewith exercised by
such underwriter in such capacity or otherwise during
the period covered by the financial statement filed
herewith.
Not applicable.
(b) Furnish the following information with respect to any
fee or any participation in fees received by each
principal underwriter from any underlying investment
company or any affiliated person or investment adviser
of such company:
(1) The nature of such fee or participation.
(2) The name of the person making payment.
(3) The nature of the services rendered in
consideration for such fee or participation.
<PAGE>
PAGE 58
(4) The aggregate amount received during the last
financial year covered by the financial
statements filed herewith.
Not applicable.
41. (a) Describe the general character of the business engaged
in by each principal underwriter, including a statement
as to any business other than the distribution of
securities of the trust. If a principal underwriter
acts or has acted in any capacity with respect to any
investment company or companies, their relationship, if
any, to the trust and the nature of such activities.
If a principal underwriter has ceased to act in such
named capacity, state the date of and circumstances
surrounding such cessation.
IDS Life is a stock life insurance company, organized
under Minnesota law on August 7, 1957. IDS Life
conducts a conventional life insurance business. In
addition to the Variable Account, IDS Life serves as
investment manager of IDS Life Variable Annuity Funds A
and B. Both funds are separate accounts of IDS Life
and are registered as open-end investment companies
with the Securities and Exchange Commission.
Additionally, IDS Life is the sponsor of a unit
investment trust comprised of IDS Life Accounts F, G,
H, IZ, JZ and N as the funding medium for variable
annuity contracts IDS Life is the principal underwriter
of all of its variable annuity contracts. IDS Life is
also the sponsor of IDS Life Variable Account for
Shearson Lehman, the funding medium for variable life
insurance policies distributed by Smith Barney, Inc.
(b) Furnish as at latest practicable date the address of
each branch office of each principal underwriter
currently selling securities of the trust and furnish
the name and residence address of the person in charge
of such office.
Not applicable.
(c) Furnish the number of individual salesmen of each
principal underwriter through whom any of the
securities of the trust were distributed for the last
fiscal year of the trust covered by the financial
statements filed herewith by such salesmen in such
year.
Not applicable.
42. Furnish as at latest practicable date the following
information with respect to each principal underwriter
currently distributing securities of the trust and with
respect to each of the officers, directors or partners of
such underwriter.
<PAGE>
PAGE 59
As of the date of the original registration statement the
Policy was not being distributed.
43. Furnish, for the last fiscal year covered by the financial
statements filed herewith, the amount of brokerage
commissions received by any principal underwriter who is a
member of a national securities exchange and who is currently
distributing the securities of the trust or effecting
transactions for the trust in the portfolio securities of the
trust.
As of the date of the original registration statement the
Policy was not being distributed.
44. (a) Furnish information with respect to the method of
valuation used by the trust for purposes of determining
the offering price to the public of securities issued
by the trust or the valuation of shares or interests in
the underlying securities acquired by the holder of a
periodic payment plan certificate.
Policy 1
The Net Premium allocated to the Subaccounts will be
invested at net asset value in any one or more of the
Fund Portfolios in accordance with the selection made
by the Owner. Fund shares so purchased become assets
of the Variable Account.
Upon allocation to the appropriate Subaccount(s), the
policy value is converted into Accumulation Units of
the Subaccount. The number of Accumulation Units to be
credited to the Policy is determined by dividing the
policy value by the Accumulation Unit Value as of the
end of the Valuation Period during which the Policy
Value was allocated to the subaccount. The same
calculation will apply to amounts transferred from any
other Subaccount. The net investment results of each
Subaccount vary with the investment performance of the
Fund Portfolio or valuation of the units of the Trust
in which the Subaccount invests.
Policy Values for the Subaccounts are determined by
multiplying the number of Accumulation Units credited
to the Subaccounts by the appropriate current
Accumulation Unit Value(s). The value of the
Accumulation Unit for each of the Subaccounts was
arbitrarily set initially at $1.00. Units of each
Trust will be valued at the "Sponsor's Repurchase
Price" as defined in the prospectus for the Trust. The
value of an Accumulation Unit for any of the
Subaccounts for any Valuation Period is determined by
multiplying that Subaccount's Accumulation Unit Value
for the immediately preceding Valuation Period by the
Net Investment Factor for the Valuation Period for
which the Accumulation Unit Value is being calculated.
<PAGE>
PAGE 60
The Net Investment Factor for any Subaccount for any
Valuation Period is determined by dividing (1) by (2)
and subtracting (3) from the result:
Where:
(1) is the net result of:
(a) the net asset value per share of the
Portfolio or value of units of the Trust
held in the Subaccount determined at the
end of the current Valuation Period, plus
(b) the per share amount of any dividend of
capital gain distribution made by the
Portfolio held in the Subaccount if the ex-
dividend date occurs during the current
Valuation Period, plus or minus
(c) a charge or credit for any taxes reserved
for, which is determined by IDS Life to
have resulted from the investment
operations of the Subaccount.
(2) is the net result of:
(a) the net asset value per share of the
Portfolio or value of units of the Trust
held in the Subaccount determined as of the
end of the immediately preceding Valuation
Period, plus or minus
(b) the charge or credit for any taxes reserved
for in the immediately preceding Valuation
Period.
(3) is the percentage factor representing the
mortality and expense risk charge and the minimum
death benefit guarantee risk charge. Such factor
is equal on an annual basis to .65% of the daily
net asset value of the Subaccount. In addition,
for subaccounts investing in one or more Trusts,
this factor will include a daily asset charge to
reimburse IDS Life for the transaction charge
which it has paid to Smith Barney, Inc. The
transaction charge is currently .25 percent and
is guaranteed to never exceed .50 percent.
Policy 2
The Owner determines in the application what portions,
if any, of the premiums are to be allocated to the
Fixed Account and/or to each of the subaccounts. Until
the date that an application is approved by IDS Life's
home office underwriting department, the premiums
received by IDS Life are held in IDS Life's Fixed
Account and interest at the current Fixed Account rate
<PAGE>
PAGE 61
is credited on the net premiums (gross premium received
minus the Premium Expense Charge). As of the date that
IDS Life's home office underwriting department approves
the application, the net premiums plus interest accrued
thereon will be allocated to the Fixed Account and/or
one or more of the subaccounts, in accordance with the
allocation instructions received from the Owner in the
application. At that time, the various loads, fees,
charges and expenses will begin to be assessed.
Upon allocation to the appropriate subaccounts, the
policy value in the Subaccounts is converted into
accumulation units of the subaccount. The number of
accumulation\units to be credited to the Policy is
determined by dividing the policy value in the
Subaccount by the accumulation unit value of that
Subaccount as of the end of the valuation period during
which the policy value was allocated to the respective
subaccounts. When amounts are transferred between the
subaccounts, the accumulation units in the first
subaccount will be reconverted into a cash value by
multiplying the accumulation unit value by the number
of accumulation units necessary to equal the amount to
be transferred. The amount transferred will then be
converted into accumulation units of the second
subaccount.
The investment experience of a subaccount reflects
increases or decreases in the net asset value of the
underlying fund shares or in the value of units of the
Trust and any charges against the assets in each
subaccount. Policy values for the subaccounts are
determined by multiplying the number of accumulation
units credited to the subaccounts by the appropriate
current accumulation unit value(s). The value of the
accumulation unit for each of the subaccounts was
arbitrarily set initially at $1. Units of each Trust
will be valued at the "Sponsor's Repurchase Price" as
defined in the prospectus for the Trust.
The value of an accumulation unit for any of the
subaccounts for any valuation period is determined by
multiplying that subaccount's accumulation unit value
for the immediately preceding valuation period by the
Net Investment Factor for the valuation period for
which the accumulation unit value is being calculated.
The Net Investment Factor for any subaccount investing
in any portfolio of the Fund or in any Trust for any
valuation period is determined by dividing (1) by (2)
and subtracting (3) from the result where:
(1) is the net result of:
(a) the net asset value per share of the
portfolio or the value of a unit of the
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PAGE 62
Trust held in the subaccount determined at
the end of the current valuation period,
plus
(b) the per share amount of any dividend or
capital gain distribution made by the
portfolio held in the subaccount if the ex-
dividend date occurs during the current
valuation period, plus or minus
(c) a charge or credit for any taxes reserved
for, which is determined by IDS Life to
have resulted from the investment
operations of the subaccount.
(2) is the net result of:
(a) the asset value per share of the portfolio
or the value of a unit of the Trust held in
the subaccount determined as of the end of
the immediately preceding valuation period,
plus or minus
(b) the charge or credit for any taxes reserved
for in the immediately preceding valuation
period.
(3) is the percentage factor representing the
mortality and expense risk charge. Such factor
is equal on an annual basis to .90 percent of the
daily net asset value of the subaccount. In
addition, for subaccounts investing in one or
more Trusts, this factor will include a daily
asset charge to reimburse IDS Life for the
transaction charge which it has paid to Shearson
Lehman. The transaction charge is currently .25
percent on an annual basis and is guaranteed to
never exceed .50 percent.
(b) Furnish a specimen schedule showing
the components of the offering price
of the trust's securities as at the
latest practicable date.
No Policy had been offered for sale
to the public as of the date of the
original registration statement.
(c) If there is any variation in the
offering price of the trust's
securities to any person or classes
of persons other than underwriters,
state the nature and amount of such
variation and indicate the person or
classes of persons to whom such
offering is made.
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There is no variation in offering
price of interests in a Subaccount.
The cost of insurance for any given
Policy will vary with the age, sex
and health of the Insured.
Policy 3
Policy value
The value of the owner's policy is the sum of values in
the fixed account and each subaccount of the variable
account.
Fixed account value
The value in the fixed account on the policy date (when
the policy is issued) equals the portion of the initial
net premium that the owner has allocated to the fixed
account, plus interest accrued before the policy date,
minus the portion of the monthly deduction for the
first policy month that the owner has allocated to the
fixed account.
On any later date, the value in the fixed account
equals:
o the value on the previous monthly date; plus
o net premiums allocated to the fixed account
since the last monthly date; plus
o any transfers to the fixed account from the
subaccounts, including loan transfers, since the
last monthly date; plus
o accrued interest on all of the above; minus
o any transfers from the fixed account to the
subaccounts, including loan repayment
transfers, since the last monthly date;
minus
o any partial surrenders or partial surrender fees
allocated to the fixed account since the
last monthly date; minus
o interest on any transfers or partial surrenders,
from the date of the transfer or surrender to
the date of calculation; minus
o any portion of the monthly deduction for the
coming month that is allocated to the fixed
account if the date of calculation is a monthly
date.
Subaccount values
The value in each subaccount changes daily, depending
on the investment performance of the fund portfolio in
which that subaccount invests and on other factors
detailed below. There is no guaranteed minimum
subaccount value. The owner bears the entire
investment risk.<PAGE>
PAGE 64
Calculation of subaccount value: The value of each
subaccount on each valuation date equals:
o the value of the subaccount on the preceding
valuation date, multiplied by the net
investment factor for the current valuation
period (explained below); plus
o net premiums received and allocated to the
subaccount during the current valuation period;
plus
o any transfers to the subaccount (from the fixed
account or other subaccounts, including loan
repayment transfers) during the period; minus
o any transfers from the subaccount including
loan transfers during the current valuation
period; minus
o any partial surrenders and partial surrender
fees allocated to the subaccount during the
period; minus
o any portion of the monthly deduction allocated
to the subaccount during the period.
The net investment factor measures the investment
performance of a subaccount from one valuation period
to the next. Because performance may fluctuate, the
value of a subaccount may increase or decrease from day
to day.
Accumulation units: The policy value allocated to each
subaccount is converted into accumulation units. Each
time the owner directs a premium payment or transfer
policy value into one of the subaccounts, a certain
number of accumulation units are credited to their
policy for that subaccount. Conversely, each time they
take a partial surrender or transfer value out of a
subaccount, a certain number of accumulation units are
subtracted.
Accumulation units are the true measure of investment
value in each subaccount. For subaccounts investing in
the fund portfolios, they're related to, but not the
same as, the net asset value of the corresponding fund
portfolio. The dollar value of each accumulation unit
can rise or fall daily, depending on the investment
performance of the underlying fund portfolio, and on
certain charges. Here's how unit values are
calculated:
Number of units: To calculate the number of units for a
particular subaccount, IDS Life divides the owner's
investment (net premium or transfer amount) by the
current accumulation unit value.
Accumulation unit value: The current value for each
subaccount equals the last value times the current net
investment factor.
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PAGE 65
Net investment factor: Determined at the end of each
valuation period, this factor equals (a divided by b) -
c, where:
(a) equals:
o net asset value per share of the
portfolio; plus
o per-share amount of any dividend or
capital gain distribution made by the
relevant fund portfolio to the
subaccount; plus
o any credit or minus any charge for
reserves to cover any tax liability
resulting from the investment operations
of the subaccount.
(b) equals:
o net asset value per share of the
portfolio at the end of the preceding
valuation period; plus
o any credit or minus any charge for
reserves to cover any tax liability in
the preceding valuation period.
(c) is a percentage factor representing the
mortality and expense risk charge.
Factors that affect subaccount accumulation units:
Accumulation units may change in two ways; in number
and in value. Here are the factors that influence
those changes:
The number of accumulation units you own may fluctuate
due to:
o additional purchase payments allocated to the
subaccounts;
o transfers into or out of the subaccount(s);
o partial surrenders and partial surrender fees;
o surrender charges; and/or
o monthly deductions
Accumulation unit values may fluctuate due to:
o changes in underlying fund portfolio(s) net
asset value;
o dividends distributed to the subaccount(s);
o capital gains or losses of underlying fund
portfolios;
o fund portfolio operating expenses; and/or
o mortality and expense risk fees. <PAGE>
PAGE 66
45. Furnish the following information with respect to any
suspension of the redemption rights of the securities issued
by the trust during the three fiscal years covered by the
financial statements filed herewith:
(a) by whose action redemption rights were suspended.
(b) the number of days notice given to security holders
prior to suspension of redemption rights.
(c) reason for suspension.
(d) period during which suspension was in effect.
Not applicable.
Redemption Valuation of Securities of the Trust
46. (a) Furnish the following information with respect to the
method of determining the redemption or withdrawal
valuation of securities issued by the trust:
(1) The source of quotations used to determine the
value of portfolio securities.
Net asset values as provided by the Fund's
Portfolios or value of units of the Trust as
provided by the Evaluator.
(2) Whether opening, closing, bid, asked or any other
price is used.
Net asset value or unit value as of the end of
the appropriate Valuation Period is used.
(3) Whether price is as of the day of sale or as of
any other time.
As of the end of the appropriate Valuation
Period.
(4) A brief description of the methods used by
registrant for determining other assets and
liabilities including accrual for expenses and
taxes (including taxes on unrealized
appreciation).
See Items 13(d), 17(a) and 18(c).
(5) Other items which registrant deducts from the net
asset value in computing redemption value of its
securities.
None, other than as set forth in (4) above.
(6) Whether adjustments are made for fractions.
Not applicable.
<PAGE>
PAGE 67
(b) Furnish a specimen schedule showing the components of
the redemption price to the holders of the trust's
securities as at the latest practicable date.
As of the date of the original registration statement,
no Policy had been offered for sale, and no securities
or amounts had been allocated to the Subaccounts.
Purchase and Sale of Interests to Underlying Securities from and to
Security Holders
47. Furnish a statement as to the procedure with respect to the
maintenance of a position in the underlying securities or
interests in the underlying securities, the extent and nature
thereof and the person who maintains such a position.
Include a description of the procedure with respect to the
purchase of underlying securities or interests in the
underlying securities from security holders who exercise
redemption or withdrawal rights and the sale of such
underlying securities and interests in the underlying
securities to other security holders. State whether the
method of valuation of such underlying securities and
interests in the underlying securities differs from that set
forth in Items 44 and 46. If any item of expenditure
included in the determination of the valuation is not or may
not actually be incurred or expended, explain the nature of
such item and who may benefit from the transaction.
Policy 1
The Subaccounts will maintain positions in Fund shares
or Trust units by purchasing Fund shares or Trust units
at net asset value with policy value in accordance with
instructions from the Owner in the application. The
Subaccounts will redeem Fund shares or Trust units at
net asset value for the purpose of meeting Policy
obligations, or making adjustments in reserves held in
the Subaccounts. There is no procedure for the
purchase of underlying securities or interests therein
from Owners who exercise surrender rights.
Policy 2 and Policy 3
The Subaccounts will maintain positions in Fund shares
or Trust units by purchasing Fund shares or Trust units
at net asset value with premiums in accordance with
instructions from the Owner in the application. The
Subaccounts will redeem Fund shares or Trust units at
net asset value for the purpose of meeting Policy
obligations or making adjustments in reserves held in
the Subaccounts. There is no procedure for the
purchase of underlying securities or interest therein
from Owners who exercise surrender rights.
<PAGE>
PAGE 68
V.
INFORMATION CONCERNING THE TRUSTEE OR CUSTODIAN
48. Furnish the following information as to each trustee or
custodian of the trust.
(a) Name and principal business address:
Not applicable as IDS Life will serve as custodian for
the Variable Account.
(b) Form of organization.
Not applicable as IDS Life will serve as custodian for
the Variable Account.
(c) State or other sovereign power under the laws of which
the trustee or custodian was organized.
Not applicable as IDS Life will serve as custodian for
the Variable Account.
(d) Name of governmental supervising or examining
authority.
Not applicable as IDS Life will serve as custodian for
the Variable Account.
49. State the basis for payment of fees or expenses of the
trustee or custodian for services rendered with respect to
the trust and its securities, and the aggregate amount
thereof for the last fiscal year. Indicate the person paying
such fees or expenses. If any fees or expenses are prepaid,
state the unearned amounts.
See Item 48.
50. State whether the trustee or custodian or any other person
has or may create a lien on the assets of the trust and, if
so, give full particulars, outlining the substance of the
provisions of any indenture or agreement with respect
thereto.
Not applicable.
VI.
INFORMATION CONCERNING INSURANCE OF HOLDERS OF SECURITIES
51. Furnish the following information with respect to the
insurance of holders of securities:
(a) The name and address of the insurance company.
All insurance elements of the Policy are provided by
IDS Life.
<PAGE>
PAGE 69
(b) The types of policies and whether individual or group
policies.
Policy 1
The Policy is a single premium variable life insurance
policy and is issued on an individual basis.
Policy 2
The Policy is a flexible premium variable life
insurance policy and is issued on an individual basis.
Policy 3
The policy is a flexible premium survivorship variable
life insurance policy and is issued on an individual
basis.
(c) The types of risks insured and excluded.
Under the Policy the Company assumes the risk that
insureds covered by the Policy may die before
anticipated and that the charge for this mortality risk
may prove insufficient. The Company assumes an expense
risk that deductions for expenses may not be adequate.
Under Policy 1, the Company assumes the risk in
guaranteeing that the death benefit will not fall below
the initial death benefit, regardless of the investment
performance of the Fund Portfolios or valuation of
units of the Trust. Under Policy 2 and Policy 3, the
company assumes the risks under the Death Benefits
Guarantee if the Minimum Monthly Premiums are timely
paid.
(d) The coverage of the policies.
See Paragraph (c) of this Item.
(e) The beneficiaries of such policies and the uses to
which the proceeds of policies must be put.
The recipient of the benefits of the insurance
undertakings described in Item 51(c) is either the
designated primary beneficiary, any contingent
beneficiaries, or the estate of the insured as stated
in the application for the Policy. There is no
limitation on the use of the proceeds.
(f) The terms and manner of cancellation and of
reinstatement.
The insurance undertakings described in Item 51(c) are
integral parts of the Policy and may not be canceled
while the Policy remains in effect. See Item 10(d)
with respect to lapse of the Policy.
<PAGE>
PAGE 70
(g) The method of determining the amount of premiums to be
paid by holders of securities.
Policy 1
The Owner may choose to purchase a policy based upon
the single premium which the Owner wishes to pay, or on
the initial death benefit which the Owner desires to
purchase. The amount of the initial death benefit
depends upon the Single Premium and the insured's age
and sex. The minimum Single Premium which can be
purchased is $5,000 and the maximum is $500,000.
Policy 2
The amount and frequency of premium payments will
affect the policy value, the Cash Surrender Value, and
how long the Policy will remain in force (including
affecting whether the Death Benefit Guarantee is in
effect). After the initial premium, the Owner may
determine the amount and timing of subsequent premium
payments, subject to certain limitations. In most
cases, payment of cumulative premiums sufficient to
maintain the Death Benefit Guarantee will be required
to keep the Policy in force during at least the first
several policy years.
The initial premium is the amount of money submitted by
the Owner with the application. It is the combination
of the Scheduled Premium and any unscheduled premium.
The scheduled premium is the premium shown on the
Policy Data page of the Policy. The scheduled premium
will serve only as an indication of the Owner's intent
as to the frequency and amount of future premium
payments.
The Owner may change the amount and frequency of
scheduled premium payments by written request. The
Owner may also skip scheduled premium payments. Any
change in amount may be subject to applicable tax laws
and regulations.
Scheduled premiums may be paid annually, semi-annually,
or quarterly. Payment at any other interval must be
approved by IDS Life. The minimum scheduled premium
payment IDS Life will accept is $25. IDS Life also
reserves the right to limit the amount of any increase
in scheduled premiums.
An unscheduled premium is any premium paid that is not
included with a Scheduled Premium. There is no
maximum. However, the Company reserves the right to
limit the number and amount of unscheduled premiums.
<PAGE>
PAGE 71
In order to receive favorable tax treatment under
sections 72, 101 and 7702 of the Internal Revenue Code,
the premiums paid during the life of the Policy must
not exceed certain premium guideline limitations. In
order to comply with the law, IDS Life can either
refuse excess premiums as they are paid, or refund
premiums with interest no later than 60 days after the
Policy Anniversary in which they were paid.
Until the insured's attained age 70, or five years from
the policy date, whichever is later, the policy will
not terminate even if the cash surrender value is
insufficient to cover the monthly deduction on a
monthly date if (a) equals or exceeds (b) where:
(a) is the sum of all premiums paid, minus any
partial surrenders, and minus any indebtedness;
and
(b) is the minimum monthly premium, as shown under
Policy Date in the Policy, times the number of
months since the Policy Date, including the
current month.
Minimum monthly premiums may be paid on other than a
monthly basis as long as the sum of premiums paid is at
least equal to the total required Minimum Monthly
Premiums at all times.
If on a monthly date, sufficient premiums have not been
paid to maintain the Death Benefit Guarantee, an
additional period of 61 days will be allowed for the
payment of a premium sufficient to pay the required
minimum monthly premiums. Notice of such premium will
be mailed to the Owner's last known address. If the
premium is not paid within this period, the death
benefit guarantee provision will no longer be in effect
and cannot be reinstated.
The minimum monthly premium will change if the
specified amount is increased or decreased or if riders
are added, changed or terminated. The new minimum
monthly premium will apply from the date of the change.
A death benefit guarantee charge is included in the
monthly deduction in the first five policy years or
until the insured's attained age 70, whichever is
later. The charge will not be taken if, as described
above, the death benefit guarantee provision is no
longer in effect.
For any month that the monthly deduction is being paid
for by a Waiver of Monthly Deduction Rider attached to
the policy, the minimum monthly premium for that month
will be zero.
<PAGE>
PAGE 72
Policy 3
Payment of premiums:
In applying for the policy, the owner decides how much
they intend to pay and how often they will make
payments. During the early policy years until the
policy value is sufficient to cover the surrender
charge, IDS Life requires that the owner pay the
premiums sufficient to keep the DBG-85 in effect.
The owner may schedule payments annually, semiannually,
or quarterly. (Payment at any other interval must be
approved by IDS Life.) This premium schedule is shown
in the owner's policy.
The scheduled premium serves only as an indication of
the owner's intent as to the frequency and amount of
future premium payments. The owner may skip scheduled
premium payments at any time if the cash surrender
value is sufficient to pay the monthly deduction, or if
the owner has paid sufficient premium to keep the DBG-
85 or the DBG-100 in effect.
The owner may also change the amount and frequency of
scheduled premium payments by written request. IDS
Life reserves the right to limit the amount of such
changes. Any change in the premium amount is subject
to applicable tax laws and regulations.
Although the owner has flexibility in paying premiums,
the amount and frequency of the owner's payments will
affect the policy value, cash surrender value and
length of time their policy will remain in force, as
well as affect whether the DBG-85 or DBG-100 remain in
effect.
Premium limitations:
The owner may make unscheduled premium payments at any
time and in an amount of at least $50. IDS Life
reserves the right to limit the number and amount of
unscheduled premium payments.
No premium payments, scheduled or unscheduled, are
allowed on or after the youngest insured's attained
insurance age 100.
Also, in order to receive favorable tax treatment under
the Code, premiums paid during the life of the policy
must not exceed certain limitations. To comply with
the Code, IDS Life can either refuse excess premiums as
they are paid, or refund excess premiums with interest
no later than 60 days after the end of the policy year
in which they were paid.
<PAGE>
PAGE 73
Keeping the policy in force
This section includes a description of the policy
provisions that determine if the policy will remain in
force or lapse (terminate). It is important that you
understand them so the appropriate premium payments are
made to ensure that insurance coverage meets the
owner's objectives.
If the owner wishes to have a guarantee that the policy
will remain in force until the youngest insured's
attained insurance age 100 regardless of investment
performance, they should pay at least the DBG-100
premiums.
If they wish to pay a lower premium and are satisfied
to have a guarantee that the policy will remain in
force until the youngest insured's attained insurance
age 85 (or 15 policy years, if later) regardless of
investment performance, they should pay at least the
DBG-85 premiums.
If they wish to pay yet a lower premium and are not
concerned with a long-term guarantee that the policy
will remain in force regardless of investment
performance, they can pay premiums so that the cash
surrender value on each monthly date is sufficient to
pay the monthly deduction. However, during the early
policy years, they must pay at least the DBG-85
premiums until the policy value is greater than the
surrender charge and the cash surrender value is
sufficient to pay the monthly deduction. At that time
the owner may be able to reduce their premiums as long
as the cash surrender value continues to be sufficient
to pay the monthly deduction.
Death benefit guarantee to age 85
The DBG-85 provides that the policy will remain in
force until the youngest insured reaches attained
insurance age 85 (or 15 policy years, if later) even if
the cash surrender value is insufficient to pay the
monthly deduction. The DBG-85 will remain in effect,
as long as:
the sum of premiums paid - partial surrenders -
outstanding indebtedness
equals or exceeds
the DBG-85 premiums due since the policy date.
The DBG-85 premium is shown in the policy.
<PAGE>
PAGE 74
If, on a monthly date, the owner has not paid enough
premiums to keep the DBG-85 in effect, IDS Life will
mail a notice to the owner's last known address, asking
them to pay a premium sufficient to bring the total up
to the required minimum. If they do not pay this
amount within 61 days, the DBG-85 will terminate. The
owner's policy will also lapse (terminate) if the cash
surrender value is less than the amount needed to pay
the monthly deduction. Although the policy can be
reinstated as explained below, the DBG-85 cannot be
reinstated.
Death benefit guarantee to age 100
The DBG-100 provides that the policy will remain in
force until the youngest insured's attained insurance
age 100 even if the cash surrender value is
insufficient to pay the monthly deduction. The DBG-100
will remain in effect, as long as:
the sum of premiums paid - partial surrenders -
outstanding indebtedness
equals or exceeds
the DBG-100 premiums due since the policy date.
The DBG-100 premium is shown in the policy.
If, on a monthly date, the owner has not paid enough
premiums to keep the DBG-100 in effect, IDS Life will
mail a notice to the owner's last known address, asking
them to pay a premium sufficient to bring the total up
to the required minimum. If they do not pay this
amount within 61 days, the DBG-100 will terminate. If
they have paid sufficient premium, the DBG-85 will be
in effect. If the DBG-85 and DBG-100 are not in
effect, their policy will lapse (terminate) if the cash
surrender value is less than the amount needed to pay
the monthly deduction. Although the policy can be
reinstated as explained below, the DBG-100 cannot be
reinstated.
Grace period
If the owner's DBG-85 and DBG-100 are not in effect and
if on a monthly date the cash surrender value of their
policy is less than the amount needed to pay the next
monthly deduction, the policy will still remain in
force for at least 61 days.
IDS Life will mail a notice to the owner's last known
address, requesting payment of a premium that will
raise the cash surrender value to an amount sufficient
to pay the next three monthly deductions. If IDS Life
receives this premium before the end of the 61-day
grace period, IDS Life will use the payment to pay all
<PAGE>
PAGE 75
monthly deductions and any other charges then due. Any
balance will be added to the policy value and allocated
in the same manner as other premium payments.
If a policy lapses with outstanding indebtedness, any
excess of the outstanding indebtedness over the premium
paid generally will be taxable to the owner (See
"Federal taxes"). If the last surviving insured dies
during the grace period, any overdue monthly deductions
will be deducted from the death benefit.
(h) The amount of aggregate premiums paid to the insurance
company during the fiscal year.
Not applicable.
(i) Whether any person other than the insurance company
receives any part of such premiums, the name of each
such person and the amount involved, and the nature of
the services rendered therefor.
Policy 1
A deduction of $150 for issue and administrative
expenses plus 2.5% of the Single Premium for state
premium taxes is made from the premium. Also,
deductions are made from the Policy Value after the
premiums have been allocated to the Subaccounts.
However, no person other than IDS Life receives the
amounts deducted for the mortality and expense risk
charge, the mortality charges, or the minimum death
benefit guarantee risk charge. IDS Life may, from time
to time, enter into reinsurance treaties with other
insurers whereby these insurers may agree to reimburse
IDS Life for mortality expenses. However, any such
arrangements do not affect the Policy.
Policy 2
IDS Life deducts a sales charge and a charge for
premium taxes from each premium payment. The total of
these charges is called the Premium Expense Charge.
Sales Charge: A sales charge of 2.5% of each premium
payment will be deducted to compensate IDS Life for
expenses relating to the distribution of the Policy,
including agents' commissions, advertising, and the
printing of the prospectuses and sales literature.
Premium Tax Charge: A charge of 2.5% of each premium
payment will be deducted to compensate IDS Life for
paying state premium taxes imposed by certain states
and governmental subdivisions on premiums received by
insurance companies.
<PAGE>
PAGE 76
Also, deductions are made from the Policy Value after
the premiums have been allocated to the Subaccounts.
However, no person other than IDS Life receives the
amounts deducted for the mortality and expense risk
charge, the mortality charges, or the minimum death
benefit guarantee risk charge. IDS Life may, from time
to time, enter into reinsurance treaties with other
insurers whereby these insurers may agree to reimburse
IDS Life for mortality expenses. However, any such
arrangements do not affect the Policy.
Policy 3
Loads, fees and charges
Policy charges compensate IDS Life for:
o providing the insurance benefits of the policy;
o administering the policy;
o assuming certain risks in connection with the
policy; and
o distributing the policy.
Some of these charges are deducted from the owner's
premium payments. Others are deducted periodically
from the owner's policy value in the fixed account
and/or subaccounts. The owner may also be assessed a
charge if they surrender the policy or the policy
lapses.
Premium expense charge
IDS Life deducts this charge from each premium payment.
The amount remaining after the deduction, called the
net premium, is credited to the account(s) the owner
has selected. The premium expense charge has three
parts:
Sales charge: 30% of the premiums paid up to the first
DBG-100 premium and 6% of all additional premiums.
Partially compensates IDS Life for expenses in
distributing the policy, including agents' commissions,
advertising and printing of prospectuses and sales
literature.
Premium tax charge: 2.5% of each premium payment.
Compensates IDS Life for paying taxes imposed by
certain states and governmental subdivisions on
premiums received by insurance companies. All policies
in all states are charged the average rate of 2.5% even
though state premium taxes vary from 2.0% to 3.5%.
This 2.5% rate may be different than the actual premium
tax IDS Life expects to pay in your state.
<PAGE>
PAGE 77
Federal tax charge: 1.25% of each premium payment.
Compensates IDS Life for paying Federal taxes resulting
from the sale of the policy and is a reasonable charge
in relation to IDS Life's federal tax burden. IDS Life
reserves the right to change the amount of this charge
if applicable federal law changes IDS Life's federal
tax burden.
Monthly deduction
On each monthly date IDS Life deducts from the value of
the owner's policy in the fixed account and/or
subaccounts an amount equal to the sum of:
1. the cost of insurance for the policy month;
2. the policy fee shown in the owner's policy; and
3. charges for any optional insurance benefits
provided by rider for the policy month.
Each of the three components is explained below.
The owner specifies, in their policy application, what
percentage of the monthly deduction from 0% to 100%
will be taken from the fixed account and from each of
the subaccounts. The owner may change these
percentages for future monthly deductions by written
request.
Monthly deductions will be taken from the fixed account
and the subaccounts on a pro rata basis if:
o the owner does not specify the accounts from
which the monthly deduction is to be taken;
o the value in the fixed account or any subaccount
is insufficient to pay the portion of the monthly
deduction the owner has specified; or
o the owner purchased the policy in Texas.
If the cash surrender value of the owner's policy is
not enough to pay the monthly deduction on a monthly
anniversary, the policy may lapse. However, the policy
will not lapse if the DBG-85 or DBG-100 is in effect.
Components of the monthly deduction:
Cost of insurance: the cost providing the death benefit
under the owner's policy.
The cost of insurance for a policy month is calculated
as:
[a x (b - c)] + d
<PAGE>
PAGE 78
where:
(a) is the monthly cost of insurance rate based on
each insured's attained insurance age, duration
of coverage, sex (unless unisex rates are
required by law) and risk classification.
Generally the cost of insurance rate will
increase as the attained insurance age of each
insured increases.
Rates are set by IDS Life, based on its
expectations as to future mortality experience.
IDS Life may change the rates from time to time;
any change will apply to all individuals of the
same risk classification. However, rates will
not exceed the Guaranteed Maximum Cost of
Insurance Rates shown in the owner's policy,
which are based on the 1980 Commissioners
Standard Ordinary Smoker or Nonsmoker Mortality
Tables, Age Last Birthday.
(b) is the death benefit on the monthly date divided
by 1.0032737 (which reduces IDS Life's net amount
at risk, solely for computing the cost of
insurance, by taking into account assumed monthly
earnings at an annual rate of 4%);
(c) is the policy value on the monthly date. At this
point, the policy value has been reduced by the
policy fee, and any charges for optional riders;
(d) is any flat extra insurance charges assessed as a
result of special underwriting considerations.
Mortality and expense risk charge
This charge applies only to the subaccounts and not to
the fixed account. It is equal, on an annual basis, to
0.9% of the daily net asset value of the subaccounts --
a level guaranteed for the life of the policy.
Computed daily, the charge compensates IDS Life for:
o Mortality risk -- the risk that the cost of
insurance charge will be insufficient to meet
actual claims.
o Expense risk -- the risk that the policy fee and
the contingent deferred issue and administration
expense charge (described above) may be
insufficient to cover the cost of administering
the policy.
IDS Life may profit from the mortality and expense risk
charge. Any such profit would be available to IDS Life
for any proper corporate purpose including, among
others, payment of sales and distribution expenses,
<PAGE>
PAGE 79
which IDS Life does not expect to be covered by the
sales charge discussed earlier. Any further deficit
will have to be made up from IDS Life's general assets.
(j) The substance of any other material provisions of any
indenture or agreement of the trust relating to
insurance.
Not applicable.
VII.
POLICY OF REGISTRANT
52. (a) Furnish the substance of the provisions of any
indenture or agreement with respect to the conditions
upon which and the method of selection by which
particular portfolio securities must or may be
eliminated from the assets of the trust or must or may
be replaced by other portfolio securities. If an
investment adviser or other person is to be employed in
connection with such selection, elimination or
substitution, state the name of such person, the nature
of any affiliation to the depositor, trustee or
custodian, and any principal underwriter, and the
amount of remuneration to be received for such
services. If any particular person is not designated
in the indenture or agreement, describe briefly the
method of selection of such person.
If shares of any Fund Portfolio or units of the Trust
should not be available for purchase by the appropriate
Subaccount or if, in the judgment of IDS Life's
management, further investment in such shares is no
longer appropriate in view of the purposes of the
Subaccount, shares of another registered, open-end
management investment company or units of another unit
investment trust may be substituted for Fund shares or
Trust units, respectively, held, in the subaccount. If
deemed by IDS Life to be the best interest of persons
having voting rights under the subaccount may be
operated as a management company under the Investment
Company Act of 1940 or it may be deregistered under
such Act in the event such registration is no longer
required. In the event of any such substitution or
change, IDS Life may, without the consent or approval
of the Owners, amend the Policy and take whatever
action is necessary and appropriate. However, no such
substitution or change will be made without any
necessary approval of the Securities and Exchange
Commission. IDS Life will notify Owners within five
(5) days of any substitution or change.
(b) Furnish Information with respect to each transaction
involving the elimination of any underlying security
during the period covered by the financial statements
filed herewith.
<PAGE>
PAGE 80
Not applicable.
(c) Describe the policy of the trust with respect to the
substitution and elimination of the underlying
securities of the trust with respect to:
(1) the grounds for elimination and substitution;
(2) the type of securities which may be substituted
for any underlying security;
(3) whether the acquisition of such substituted
security or securities would constitute the
concentration of investment in a particular
industry or group of industries or would conform
to a policy of concentration of investment in a
particular industry or group of industries;
(4) whether such substituted securities may be the
securities of any other investment company; and
(5) the substance of the provisions of any indenture
or agreement which authorize or restrict the
policy of the registrant in this regard.
See Item 52(a).
(d) Furnish a description of any policy (exclusive of
policies covered by Paragraphs (a) and (b) herein) of
the trust which is deemed a matter of fundamental
policy and which is elected to be treated as such.
None.
Regulated Investment Company
53. (a) State the taxable status of the trust.
The Policy is designed for use by individuals in
meeting their insurance and financial security needs.
The ultimate effect of the Federal income taxes on the
Policy Value, on benefit payments and on the economic
benefit to the Policy Owner or Beneficiary depends on
both IDS Life's tax status and upon the tax status of
the individual concerned.
IDS Life is taxed as a life insurance company under the
Code. Since the variable Account is not a separate
entity from IDS Life for tax purposes, and its
operations from a part of IDS Life, it will not be
taxed separately as a "regulated investment company"
under Subchapter M of the Code.
(b) State whether the trust qualified for the last taxable
year as a regulated investment company as defined in
Section 851 of the Internal Revenue Code of 1954, and
state its present intention with respect to such
qualification during the current taxable year.<PAGE>
PAGE 81
Not applicable.
VIII.
FINANCIAL AND STATISTICAL INFORMATION
54. If the trust is not the issuer of periodic payment plan
certificates, furnish the following information with respect
to each class or series of its securities.
Not applicable.
55. If the trust is the issuer of periodic payment plan
certificates, a transcript of a hypothetical account shall be
filed in approximately the following form on the basis of the
certificate calling for the smallest amount of payments. The
schedule shall cover a certificate of the type currently
being sold assuming that such certificate had been sold at a
date approximately ten years prior to the date of
registration or at the approximate date of organization of
the trust.
Policy 2
Understanding the illustrations:
Rates of return: assumed to be uniform, gross,
after-tax, annual rates of 0%, 6%, or 12% for the fund.
Results would differ depending on allocations among the
subaccounts, if returns averaged 0%, 6% and 12% for the
fund as a whole but differed across portfolios.
Insured: assumed to be a male insurance age 35, in a
standard rate classification, qualifying for the
nonsmoker rate. Results would be lower if the insured
were in a substandard rate classification or did not
qualify for the non-smoker rate.
Premiums: A $900 premium is assumed to be paid in full
at the beginning of each policy year. Results would
differ if premiums were paid on a different schedule.
Policy loans and partial withdrawals: It is assumed
that none have been made. (Since indebtedness is
assumed to be zero, the cash surrender value in all
cases equals the policy value minus the surrender
charge.)
Effect of expenses and charges: The net investment
return of the subaccounts, shown in the tables, is
lower than the gross, after-tax return of the fund
because expenses paid by the fund and charges made
against the subaccounts have been deducted. These
include:
<PAGE>
PAGE 82
o the daily investment management fee paid by the
fund, assumed to be equivalent to an annual rate
of 0.6% of the fund's aggregate average daily net
assets;
o the daily mortality and expense risk charge,
equivalent to 0.9% of the daily net asset value
of the subaccounts annually; and
o an annual charge of 0.1% of the fund's aggregate
average daily net assets for direct expenses
incurred by the fund.
The latter charge is capped by IDS Life at 0.1%, even
though actual expenses have been higher, ranging from
0.6% to 0.8% of the average daily net assets of the
different portfolios in the year ended April 30, 1993.
Although IDS Life reserves the right to discontinue
capping these expenses, our present intent is to
continue the cap indefinitely until actual expenses are
less than the cap. Should IDS Life discontinue the cap
prior to that time, the policy values and death
benefits in the tables generally would be less.
After deduction of the above expenses and charges, the
illustrated gross annual investment rates of return of
0%, 6%, and 12% correspond to approximate net annual
rates of -1.59%, 4.32%, and 10.22%, respectively.
Taxes: Results shown in the tables reflect the fact
that IDS Life does not currently charge the subaccounts
for federal income tax. If such a charge is taken in
the future, the portfolios will have to earn more than
they do now in order to produce the death benefits and
policy values illustrated.
<PAGE>
PAGE 83
<TABLE>
<CAPTION>
Illustration Policies purchased on or after May 1, 1993
_____________________________________________________________________________________________________________________________
Initial specified amount $100,000 Male age 35 Current costs assumed
Death benefit Option 1 nonsmoker annual premium $900
_____________________________________________________________________________________________________________________________
Premium Death benefit (1)(2) Policy value (1)(2) Cash surrender value (1)(2)
accumulated assuming hypothetical gross assuming hypothetical gross assuming hypothetical gross
End of with annual annual investment return of annual investment return of annual investment return Of
policy interest
year at 5% 0% 6% 12% 0% 6% 12% 0% 6% 12%
_____________________________________________________________________________________________________________________________
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 $ 945 $100,000 $100,000 $100,000 $ 605 $ 648 $ 691 $ 0 $ 1 $ 44
2 1,937 100,000 100,000 100,000 1,202 1,326 1,455 475 598 727
3 2,979 100,000 100,000 100,000 1,779 2,022 2,285 993 1,236 1,499
4 4,073 100,000 100,000 100,000 2,336 2,737 3,190 1,491 1,893 2,346
5 5,222 100,000 100,000 100,000 2,873 3,473 4,177 1,972 2,572 3,276
6 6,428 100,000 100,000 100,000 3,392 4,230 5,255 2,671 3,509 4,534
7 7,694 100,000 100,000 100,000 3,892 5,010 6,434 3,352 4,470 5,894
8 9,024 100,000 100,000 100,000 4,371 5,812 7,722 4,011 5,451 7,362
9 10,420 100,000 100,000 100,000 4,827 6,632 9,128 4,647 6,452 8,948
10 11,886 100,000 100,000 100,000 5,257 7,471 10,662 5,257 7,471 10,662
11 13,425 100,000 100,000 100,000 5,663 8,329 12,338 5,663 8,329 12,338
12 15,042 100,000 100,000 100,000 6,043 9,207 14,172 6,043 9,207 14,172
13 16,739 100,000 100,000 100,000 6,396 10,104 16,178 6,396 10,104 16,178
14 18,521 100,000 100,000 100,000 6,720 11,018 18,375 6,720 11,018 18,375
15 20,392 100,000 100,000 100,000 7,013 11,948 20,779 7,013 11,948 20,779
16 22,356 100,000 100,000 100,000 7,272 12,894 23,413 7,272 12,894 23,413
17 24,419 100,000 100,000 100,000 7,495 13,852 26,301 7,495 13,852 26,301
18 26,585 100,000 100,000 100,000 7,678 14,820 29,467 7,678 14,820 29,467
19 28,859 100,000 100,000 100,000 7,815 15,794 32,940 7,815 15,794 32,940
20 31,247 100,000 100,000 100,000 7,901 16,770 36,753 7,901 16,770 36,753
age 60 45,102 100,000 100,000 100,000 7,405 21,540 62,448 7,405 21,540 62,448
age 65 62,785 100,000 100,000 127,948 4,791 25,684 104,875 4,791 25,684 104,875
(1) Assumes no policy loans or partial withdrawals have been made.
(2) Assumes a $900 premium is paid at the beginning of each policy year. Values will be different if premiums are paid in
different amounts or with a different frequency.
The above hypothetical investment results are illustrative only and should not be deemed a representation of past or future
investment results. Actual investment results may be more or less than those shown. The death benefit, policy value and cash
surrender value would be different from those shown if returns averaged 0%, 6%, and 12% over a period of years, but fluctuated
above and below those averages for individual policy years. No representation can be made that these hypothetical rates of return
can be achieved for any one year or sustained over any period of time.
<PAGE>
PAGE 84
Illustration Policies purchased before May 1, 1993
_____________________________________________________________________________________________________________________________
Initial specified amount $100,000 Male age 35 Current costs assumed
Death benefit Option 1 nonsmoker annual premium $900
_____________________________________________________________________________________________________________________________
Premium Death benefit (1)(2) Policy value (1)(2) Cash surrender value (1)(2)
accumulated assuming hypothetical gross assuming hypothetical gross assuming hypothetical gross
End of with annual annual investment return of annual investment return of annual investment return of
policy interest
year at 5% 0% 6% 12% 0% 6% 12% 0% 6% 12%
_____________________________________________________________________________________________________________________________
1 $ 945 $100,000 $100,000 $100,000 $ 605 $ 648 $ 691 $ 0 $ 1 $ 44
2 1,937 100,000 100,000 100,000 1,202 1,326 1,455 475 598 727
3 2,979 100,000 100,000 100,000 1,779 2,022 2,285 993 1,236 1,499
4 4,073 100,000 100,000 100,000 2,336 2,737 3,190 1,491 1,893 2,346
5 5,222 100,000 100,000 100,000 2,873 3,473 4,177 1,972 2,572 3,276
6 6,428 100,000 100,000 100,000 3,380 4,218 5,243 2,660 3,498 4,522
7 7,694 100,000 100,000 100,000 3,869 4,986 6,409 3,329 4,446 5,868
8 9,024 100,000 100,000 100,000 4,329 5,766 7,674 3,969 5,406 7,314
9 10,420 100,000 100,000 100,000 4,772 6,571 9,061 4,591 6,391 8,880
10 11,886 100,000 100,000 100,000 5,186 7,390 10,570 5,186 7,390 10,570
11 13,425 100,000 100,000 100,000 5,572 8,224 12,217 5,572 8,224 12,217
12 15,042 100,000 100,000 100,000 5,931 9,075 14,016 5,931 9,075 14,016
13 16,739 100,000 100,000 100,000 6,253 9,932 15,974 6,253 9,932 15,974
14 18,521 100,000 100,000 100,000 6,548 10,809 18,120 6,548 10,809 18,120
15 20,392 100,000 100,000 100,000 6,807 11,694 20,464 6,807 11,694 20,464
16 22,356 100,000 100,000 100,000 7,030 12,589 23,030 7,030 12,589 23,030
17 24,419 100,000 100,000 100,000 7,207 13,486 25,834 7,207 13,486 25,834
18 26,585 100,000 100,000 100,000 7,337 14,384 28,904 7,337 14,384 28,904
19 28,859 100,000 100,000 100,000 7,412 15,274 32,264 7,412 15,274 32,264
20 31,247 100,000 100,000 100,000 7,420 16,146 35,942 7,420 16,146 35,942
age 60 45,102 100,000 100,000 100,000 6,601 20,390 60,812 6,601 20,390 60,812
age 65 62,785 100,000 100,000 124,315 3,230 23,445 101,900 3,230 23,445 101,900
(1) Assumes no policy loans or partial withdrawals have been made.
(2) Assumes a $900 premium is paid at the beginning of each policy year. Values will be different if premiums are paid in
different amounts or with a different frequency.
The above hypothetical investment results are illustrative only and should not be deemed a representation of past or future
investment results. Actual investment results may be more or less than those shown. The death benefit, policy value and cash
surrender value would be different from those shown if returns averaged 0%, 6%, and 12% over a period of years, but fluctuated
above and below those averages for individual policy years. No representation can be made that these hypothetical rates of return
can be achieved for any one year or sustained over any period of time.
<PAGE>
PAGE 85
Illustration
_____________________________________________________________________________________________________________________________
Initial specified amount $100,000 Male age 35 Guaranteed costs assumed
Death benefit Option 1 nonsmoker annual premium $900
_____________________________________________________________________________________________________________________________
Premium Death benefit (1)(2) Policy value (1)(2) Cash surrender value (1)(2)
accumulated assuming hypothetical gross assuming hypothetical gross assuming hypothetical gross
End of with annual annual investment return of annual investment return of annual investment return of
policy interest
year at 5% 0% 6% 12% 0% 6% 12% 0% 6% 12%
_____________________________________________________________________________________________________________________________
1 $ 945 $100,000 $100,000 $100,000 $ 605 $ 648 $ 660 $ 0 $ 1 $ 12
2 1,937 100,000 100,000 100,000 1,172 1,295 1,388 445 568 661
3 2,979 100,000 100,000 100,000 1,720 1,959 2,180 934 1,173 1,394
4 4,073 100,000 100,000 100,000 2,248 2,640 3,042 1,403 1,796 2,198
5 5,222 100,000 100,000 100,000 2,757 3,341 3,982 1,856 2,440 3,081
6 6,428 100,000 100,000 100,000 3,236 4,050 4,996 2,515 3,329 4,275
7 7,694 100,000 100,000 100,000 3,697 4,780 6,104 3,156 4,239 5,564
8 9,024 100,000 100,000 100,000 4,129 5,520 7,306 3,769 5,159 6,945
9 10,420 100,000 100,000 100,000 4,544 6,282 8,622 4,364 6,102 8,441
10 11,886 100,000 100,000 100,000 4,932 7,057 10,053 4,932 7,057 10,053
11 13,425 100,000 100,000 100,000 5,291 7,845 11,614 5,291 7,845 11,614
12 15,042 100,000 100,000 100,000 5,624 8,647 13,317 5,624 8,647 13,317
13 16,739 100,000 100,000 100,000 5,920 9,454 15,169 5,920 9,454 15,169
14 18,521 100,000 100,000 100,000 6,189 10,276 17,197 6,189 10,276 17,197
15 20,392 100,000 100,000 100,000 6,422 11,105 19,411 6,422 11,105 19,411
16 22,356 100,000 100,000 100,000 6,609 11,931 21,822 6,609 11,931 21,822
17 24,419 100,000 100,000 100,000 6,760 12,764 24,463 6,760 12,764 24,463
18 26,585 100,000 100,000 100,000 6,866 13,596 27,353 6,866 13,596 27,353
19 28,859 100,000 100,000 100,000 6,915 14,416 30,512 6,915 14,416 30,512
20 31,247 100,000 100,000 100,000 6,898 15,215 33,965 6,898 15,215 33,965
age 60 45,102 100,000 100,000 100,000 5,674 18,740 57,045 5,674 18,740 57,045
age 65 62,785 100,000 100,000 116,888 1,599 20,552 95,188 1,599 20,552 95,188
(1) Assumes no policy loans or partial withdrawals have been made.
(2) Assumes a $900 premium is paid at the beginning of each policy year. Values will be different if premiums are paid in
different amounts or with a different frequency.
The above hypothetical investment results are illustrative only and should not be deemed a representation of past or future
investment results. Actual investment results may be more or less than those shown. The death benefit, policy value and cash
surrender value would be different from those shown if returns averaged 0%, 6%, and 12% over a period of years, but fluctuated
above and below those averages for individual policy years. No representation can be made that these hypothetical rates of return
can be achieved for any one year or sustained over any period of time.
</TABLE>
Policy 3 to be filed by amendment.
56. If the trust is the issuer of periodic payment plan
certificates, furnish by years for the period covered by the
financial statements filed herewith in respect of
certificates sold during such period, the following
information for each fully paid type of each installment
payment type of periodic payment plan certificate currently
being issued by the trust.
Not applicable.
57. If the trust is the issuer of periodic payment plan
certificates, furnish by years for the period covered by the
financial statements filed herewith the following information
for each installment payment type of periodic payment plan
certificate currently being issued by the trust.
Not applicable.
<PAGE>
PAGE 86
58. If the trust is the issuer of periodic payment plan
certificates, furnish the following information for each
installment type of periodic payment plan certificate
outstanding as of the latest practicable date.
Not applicable.
59. Financial Statements:
Financial Statements of the Trusts
Financial Statements of the Accounts
To be filed by amendment.
Financial Statements of the Depositor
To be filed by amendment.
EXHIBITS -
A. (1) Resolution of Board of Directors of IDS Life authorizing the
Trust. **
(2) Not applicable.
(3) (a) Not applicable.
(b) Form of
(1) Division Vice President's Employment
Agreement filed electronically herewith.
(2) District Sales Manager's Rider to IDS Life Insurance
Company, Personal Financial Planner's Agreement
filed electronically herewith.
(3) Personal Financial Planner's Agreement filed
electronically herewith.
(c) Schedules of Sales Commissions to be filed by amendment.
(4) Not applicable.
(5) (a) Single Premium Variable Life Insurance Policy **
(b) Flexible Premium Variable Life Insurance Policy **
(c) Flexible Premium Survivorship Variable Life Insurance
Policy to be filed by amendment.
(6) (a) Certificate of Incorporation of IDS Life filed
electronically herewith.
(b) Amended Bylaws of IDS Life filed electronically
herewith.
(7) Not applicable.
(8) (a) Form of Investment Management and Services
Agreement between IDS Life and IDS Life Series
Fund, Inc. filed electronically herewith.
(b) Form of Investment Advisory Agreement between IDS
Life and IDS Financial Services, Inc. relating to
the Variable Account filed electronically herewith.
(9) None.
(10) (a) Application form for the Single Premium Variable
Life Insurance Policy. **
(b) Application form for the Flexible Premium
Variable Life Insurance Policy. **
(c) Application form for the Flexible Premium Survivorship
Variable Life Insurance Policy to be filed by amendment.
<PAGE>
PAGE 87
(11) Memorandum on Transfer and Redemption Procedures, and
Method of Computing Adjustments on Conversions filed
electronically herewith.
(12) Power of attorney dated February 28, 1995 filed
electronically herewith.
B. (1) Not applicable.
(2) Not applicable.
C. Not applicable.
** Filed as an Exhibit to the original Registration
Statement and/or Amendments No. 1 or 2 thereto
(Form 811-4298)
Pursuant to the requirements of the Investment Company Act of 1940,
the depositor of the Registrant has cause this Amendment No. 4 to
the Registration Statement to be duly signed on behalf of the
Registrant in Minneapolis, Minnesota on March 3, 1994.
IDS Life VARIABLE LIFE SEPARATE ACCOUNT
BY IDS Life INSURANCE COMPANY
(Depositor)
By /s/ Richard W. Kling*
Richard W. Kling
By___________________________
Mary Ellyn Minenko
Attest:______________________
(name)
______________________
(title)
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following Officers
and Directors of IDS Life Insurance Company in the capacities
indicated on the 2nd day of March, 1995:
Signature Title
/s/ James A. Mitchell* Chairman of the Board
James A. Mitchell and Chief Executive
Officer
/s/ Richard W. Kling* Director and President
Richard W. Kling
/s/ Louis C. Fornetti* Director
Louis C. Fornetti
<PAGE>
PAGE 88
Signature Title
/s/ David R. Hubers* Director
David R. Hubers
/s/ Paul F. Kolkman* Director and Executive Vice
Paul F. Kolkman President
/s/ Peter A. Lefferts* Director and Executive Vice
Peter A. Lefferts President, Marketing
/s/ Janis E. Miller* Director and Executive Vice
Janis E. Miller President, 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, Assured Assets
/s/ Melinda S. Urion* Director, Executive Vice
Melinda S. Urion President and Controller
*Signed pursuant to Power of Attorney dated February 28, 1995,
filed electronically herewith as Exhibit No. 12 to Registration
Statement Amendment No. 4 to form N-8B-2 file No. 811-4298.
By:
Mary Ellyn Minenko
<PAGE>
PAGE 1
IDS LIFE VARIABLE LIFE SEPARATE ACCOUNT
Registration Number 811-4298
EXHIBIT INDEX
Exhibit A3(b)(1) Form of Division Vice President's Employment
Agreement dated November, 1991.
Exhibit A3(b)(2) Form of District Manager's Rider to IDS Life
Insurance Company, Personal Financial Planner's
Agreement dated November, 1986.
Exhibit A3(b)(3) Form of Personal Financial Planner's Agreement
dated November, 1986.
Exhibit A6(a) Certificate of Incorporation of IDS Life
Insurance Company, dated July 23, 1957.
Exhibit A6(b) Amended By-Laws of IDS Life Insurance Company.
Exhibit A8(a) Form of Investment Management and Services
Agreement between IDS Life and IDS Life Series
Fund, Inc., dated December 17, 1985.
Exhibit A8(b) Form of Investment Advisory Agreement between IDS
Life and IDS Financial Services Inc., dated July
11, 1984.
Exhibit 11 IDS Life Insurance Company's Description of
Transfer and Redemption Procedures and Method of
Conversion to Fixed Benefit Policies.
Exhibit 12 Power of attorney dated February 28, 1995.
<PAGE>
PAGE 1
IDS Life Insurance Company
Division Vice President's Agreement
This is an Agreement, made at Minneapolis, Minnesota, by and
between IDS Life Insurance Company and you,
______________________________________
(Print Full Name)
executed and effective as of the date shown on the last line of
this Agreement. It defines your relationship with Company as a
Division Vice President. Both you and Company promise to comply
with the terms of this Agreement and any properly executed Riders
to this Agreement.
Section I - Definitions
For purposes of this Agreement, the terms listed below have the
special meanings shown.
(a) "Company" means IDS Life Insurance Company.
(b) "Affiliate" means any partnership, business, trust, company
or corporation affiliated with Company at any time while this
Agreement is in effect.
(c) "Personal Financial Planner or Planner" means Personal
Financial Planner and Sales Representative.
(d) "District Manager" means a person who has executed a District
Manager's Rider to a Planner's Agreement with Company.
(e) "Services" means financial planning, advisory, securities
brokerage, tax or other financial Services.
(f) "Products" means Certificates, Stock, other securities or
investments, lending products, life insurance and annuity
policies and contracts, and other insurance products.
(g) "Records and Materials" means all records, files, manuals,
blanks, forms, materials, supplies, stationery, literature,
seminar materials, computer software, licenses, papers and
books that Company or an Affiliate furnishes or leases to you
for use, with or without charge, or that you create or
prepare, including notes, memos and works of authorship, in
connection with the performance of this Agreement.
(h) "Sales Compensation Plan" means the rules, policies and
schedules as amended and published from time to time that are
related to items (1), (2) and (3) below and to other matters.
1. the assignment or reassignment of territory or Client
accounts,
2. the payment of overwriting, commissions, and other fees
or compensation, and
3. the imposition of charge-backs
<PAGE>
PAGE 2
(i) "Client" means a person or entity who (1) purchases or holds
a Product or Service acquired from or through Company or an
Affiliate or one of their Planners with the consent of
Company or the Affiliate, or (2) authorized Company, an
Affiliate or one of their Planners to make personal financial
planning presentations to it or its employees or members, or
(3) is a member of a Client's household.
Section II - Appointment of Manager
Company hires you as a Division Vice President to supervise the
Company sales force of Personal Financial Planners and District
Managers in the territory assigned to you in connection with the
sale and servicing of insurance policies and annuity contracts and
any other policy or contract offered for sale by Company to Clients
and the servicing of such Company Clients in the territory assigned
to you, but without exclusive rights in that territory.
Section III - Business Activities of Manager
You agree to devote all of your working time and effort, to the
best of your abilities, to performing your duties as a Division
Vice President under this Agreement with Company and under any
similar agreement with any Affiliate. You will recruit, train,
maintain and supervise a sales force of Personal Financial
Planners and District Managers operating under agreements with
Company. You will also act as an instructor at any training school
designated by Company and provide such other services as may be
requested by Company. You will, during your employment under this
Agreement, act and perform your duties and responsibilities in line
with the directions of Company. You will not exercise nor attempt
to exercise any greater control over the Planners and District
Managers of Company than is authorized by Company.
Section IV - Status of Manager
You are an employee of Company, but nothing contained in this
Agreement can be interpreted as creating an employer-employee
relationship or an agency relationship between you and any Planner
or District Manager of Company. You will pay all your expenses and
will comply with all applicable laws and regulations. You will
secure all licenses or registrations required by law or Company and
obtain a surety or fidelity bond satisfactory to Company. This
Agreement will terminate upon cancellation or non-renewal of any
license, registration or bond which you are required to have by the
terms of this Agreement.
Section V - Undertakings by Manager
(a) Violation of Company's Interests. You will not, without the
written consent of Company, use any information you acquired
while this Agreement was in force in a manner adverse to the
interests of Company or an Affiliate. You also will not:
1. Do any act to damage the goodwill of Company or an
Affiliate;
<PAGE>
PAGE 3
2. Encourage or induce any person to terminate an
agreement with Company or an Affiliate without
Company's consent;
3. Encourage or induce any annuity or policyholder to give
up a policy or contract;
4. Do any act which may cause a Client or prospective
Client of an insurance policy or annuity contract to
refrain from purchasing or making purchase payments
thereon.
All of the above provisions apply while the Agreement is in
effect and after it ends.
(b) Bonds, Licenses and Registration. You will not allow any
Planner or District Manager to seek any applications or any
Clients for insurance policies or annuity contracts until
Planner or District Manager has secured all licenses or
registrations required by law or Company, obtained a surety
or fidelity bond satisfactory to Company and complied with
all other requirements of Company or its Affiliates that
relate to their activities under their agreement.
(c) Full Disclosure. In dealing with Clients or prospective
Clients, you will fully explain the terms of any insurance
policy or annuity contract, not make any untrue statements
and state all relevant facts. You will also take steps to
prevent and promptly advise Company of the failure of a
Planner or District Manager to make a full disclosure.
(d) Policies of Company. You will comply with all rules,
regulations and policies of Company or an Affiliate that
apply to your activities under this Agreement.
(e) Reports, Collections and Remittances.
(1) Promptly deliver premium receipts and policies or
contracts originating from applications solicited for
life insurance and annuities, but only when applicant
appears to be in good health and the initial premium
(if required) has been duly paid, and other receipts
and policies or contracts as required by Company.
(2) Collect and immediately report and remit to Company any
initial premiums and any payments you receive for
applications you obtain and any other money or property
you receive on behalf of Company.
(3) Send the payments, money or property you collect to
Company without commingling it with your own money or
property.
(f) You will take steps to prevent any activity or practice on
the part of a Planner or District Manager that is in
violation of that Planner's or District Manager's agreement
<PAGE>
PAGE 4
with Company or with Company's rules, policies or procedures.
You also will promptly notify Company about any such activity
or practice.
(g) Authority Limited. You cannot alter or change the provisions
of any insurance policy or annuity contract distributed by
Company. You also cannot incur any liability or expense on
behalf of Company.
(h) Any application for an insurance policy or annuity contract
that you submit is subject to acceptance or rejection by the
home office of Company in Minneapolis, Minnesota.
(i) In consideration for your receiving overwriting on Planners
and District Managers assigned to you, you will be
responsible for such proportionate share, as set forth in the
Sales Compensation Plan, of any training-period salary
(including any salary as a temporary employee) and other
recruiting and first-year training expenses incurred with
respect to Personal Financial Planners of Company assigned to
your supervision.
(j) Debit Balance of a Planner or District Manager. You will be
responsible for such proportionate share, as set forth in the
Sales Compensation Plan, of any debit balance of, or advance
or loan made to, a Planner or District Manager who terminates
and who was subject to your supervision pursuant to this
Agreement, if Company is unable to recoup same from such a
Planner or District Manager.
Section VI - Compensation
(a) Overwriting and Fees. Except as hereinafter provided in this
Agreement, you will be entitled to overwriting or fees on the
sale, by a Company Planner or District Manager subject to
your supervision, of an insurance policy or annuity contract
to a Client within the territory to which you are assigned by
Company, in accordance with commission rules and policies set
forth in the Sales Compensation Plan at the time of such
sale, and on such other basis as Company will designate from
time to time. Overwriting or fees paid pursuant to this
Agreement and any riders to it will constitute payment in
full for all services rendered to Company under this
Agreement and will be subject to all applicable provisions of
this Agreement. Any expenses in rendering such services will
be paid by you unless the contrary is specifically authorized
in writing by an officer of Company. Except as provided by
the Sales Compensation Plan, no fees or overwriting will be
paid for any applications or business if:
(1) It is obtained outside the territory assigned to you;
or
(2) The Client's account is assigned to some Planner or
District Manager of Company or an Affiliate who is not
under your supervision.
<PAGE>
PAGE 5
(b) Special Services Compensation. From time to time, Company
may direct you to act as an instructor at a training school,
as a field trainer or perform other occasional services.
These services must be carried out at the times and places
Company designates, under Company direction and control.
Additional compensation, if any, for such services will be
set forth in the Sales Compensation Plan. In the event of
termination of this Agreement for any reason, you will
receive no such additional compensation with respect to the
period subsequent to such termination.
(c) Marginal Representatives. Company has, or may from time to
time, determine that a Planner's earnings from Company and
any companies associated with Company should, depending upon
length of association with Company, be at a certain level or
Company will consider the Planner marginal. Any such rules
as to marginal earnings will be set forth in the Sales
Compensation Plan. If a Planner assigned to your division is
considered to be marginal under such rules and that marginal
status continues for a period of time as established by the
Sales Compensation Plan, your account will be charged
periodically with a dollar amount as set forth by the Sales
Compensation Plan. In applying this provision, Company will
take into consideration any time that the Planner was
disabled.
(d) You are not entitled to receive any compensation for any
period of overwriting on business sold during any period for
which you:
(1) Received benefits under Company's Disability Income
Insurance Plan for Division Vice Presidents, or
(2) Would have received benefits if you had been covered by
the Plan.
Company will determine whether your disability is temporary
or total and permanent based on proof submitted.
(e) Overwriting After Termination. If this Agreement is
terminated, you will not be entitled to any overwriting on
premium or purchase payments thereafter received with respect
to any insurance policies or annuity contracts, except as
provided in the Sales Compensation Plan at the date of such
termination.
(f) Advances. Company may charge to your account any amounts
advanced to or paid on your behalf by Company.
(g) Right of Offset. Company has the right to apply any amount
payable by Company to you against any debt you owe to Company
or an Affiliate
(h) You hereby agree to and authorize the assignment of any debt
you owe Company to any Affiliate. You also agree to repay
any assigned debt to the assignee.
<PAGE>
PAGE 6
(i) Commission Statements. Except for clerical error and
undisclosed material facts, the regular compensation
statement Company issues to you is considered to be an
accurate and complete record of:
(1) All the amounts Company owes you, and
(2) All accounts between you and Company purporting to be
covered by that statement.
(j) Settlement on the basis of these regular statements
constitutes full satisfaction and agreement between you and
Company about the amounts and accounts defined just above.
The only exceptions occur in the case of a claim to the
contrary made within 120 days after the statement is issued,
clerical error or undisclosed material fact.
Section VII - Charges to Manager's Account and Loss and
Limitations of Overwriting or Other Compensation
(a) Unfair Competition. You will not be entitled to receive any
overwriting, fees or other amounts you would otherwise have
been entitled to receive if you engage in "unfair
competition" while this Agreement is in effect or thereafter.
For purposes of this provision, you are considered to be
engaging in unfair competition if, without the consent of
Company, you commit any of the following acts, directly or
indirectly, while a Division Vice President for Company or
within one year thereafter in any territory where you or a
Planner or a District Manager subject to your supervision
sought applications for insurance policies or annuity
contracts under this or any other agreement with Company or
an Affiliate:
(1) Offer for sale, sell or seek an offer to buy any
insurance policy or annuity contract issued by any
company to or from a Client. This provision applies to
any Client whom you contacted or dealt with or learned
about because you represented Company or an Affiliate.
(2) Try to encourage anyone to terminate an agreement with
Company or an Affiliate.
(3) Disclose any trade secret or other proprietary
information of Company or an Affiliate or use any trade
secret or other proprietary information in competition
with Company or an Affiliate.
(b) You understand and agree that information about Clients,
including Client identities, is confidential information and
a trade secret. This Client information is the sole and
exclusive property of Company and its Affiliates.
(c) Claims, Controversies and Settlements. If any of the events
listed below should occur, Company may withhold any amounts
that you are entitled to receive or may become entitled to
receive:
<PAGE>
PAGE 7
(1) Any claims of misrepresentation or of the use of unfair
or inequitable methods in the sale of any insurance
policies or annuity contracts.
(2) Your failure to send any payments you collect to
Company.
(3) Any controversy between you and Company.
(4) You violate this Agreement, or
(5) You are suspended while Company investigates whether
cause for terminating this Agreement exists.
Company may withhold such amounts to the extent it believes
necessary. The withholding may continue until the violation
has been corrected or the situation has been resolved.
(d) If you are found to be guilty of wrongdoing Company may
retain or charge you for the following amounts as damages:
the amount of its loss, plus the expenses it incurred in
connection with the loss including the costs of
investigation.
(e) If Company will for any reason deem it proper to rescind or
cancel a policy and return any part of a premium, no
overwriting will be payable thereon and you will repay to
Company upon demand any overwriting already paid on such
returned premium.
(f) Company or an Affiliate may make a settlement with a Client
in accordance with its business judgement and refund in whole
or in part any sum paid by such a Client. Upon the making of
a settlement or refund, whether or not a claim of
misrepresentation was made, Company shall be entitled to
charge back to you the whole or such proportionate part of
the overwriting and fees paid, credited to or retained by
you. You may not make any settlement with or refund to a
Client without the written approval of Company.
(g) Annualized Overwriting Any fees or overwriting paid or
credited to you for business accepted by Company may be
charged back to you if those amounts are due to:
(1) A dishonored check or draft; or
(2) An uncompleted plan for the systematic payment on or
for the purchase of insurance policies and annuity
contracts.
Section VIII - Restrictions on Manager's Activities
(a) You will not, without the written consent of Company, use any
information you acquired while this Agreement was in force in
a manner adverse to the interests of Company or an Affiliate.
You also will not:
<PAGE>
PAGE 8
(1) Encourage or induce anyone to terminate an agreement
with Company or an Affiliate without Company's consent.
(2) Encourage or induce any annuity or policyholder to give
up a policy or contract.
(3) Promote or make unwarranted claims against Company or
an Affiliate.
All of the above provisions apply while the Agreement is in
effect and after it ends.
(b) All Records and Materials are the property of Company or an
Affiliate. All rights to Records and Materials that you
prepare or create in connection with the performance of this
Agreement are hereby assigned to Company. You agree that you
will not reproduce or allow the reproduction of the Records
and Materials in any manner whatsoever, except pursuant to
written policy or consent of Company.
(c) You are responsible for the safekeeping of these items. Such
Records and Materials are open to inspection by Company at
any time. You must deliver them and all copies of them to
Company at any time on request. When this Agreement ends,
all of these items remain Company property. You must deliver
all of them, together with any licenses you have or control,
without demand or compensation.
(d) While this Agreement is in effect and after it ends, you
agree that you will not reveal the contents of any Company
property or allow them to be revealed, except in connection
with carrying out your duties under this Agreement. You will
not reveal any names and addresses of Company Clients or any
other information about them, including financial
information. You will also not reveal any of this
information about potential Clients, to whom a presentation
has been made by a Company Planner, who might reasonably be
expected to do business with Company or an Affiliate. You
will not allow any of this information about Clients or
potential Clients to be revealed.
(e) You agree that the identity of Clients and potential Clients
is confidential information. For one year after this
Agreement ends, you agree not to use any such information in
connection with any business in competition with Company or
an Affiliate.
(f) For one year after this Agreement ends, you will not directly
or indirect offer for sale, sell or seek an application for
any life insurance or disability income policy or annuity
contract issued by any company to or from a Client you
contacted, dealt with or learned about while you represented
Company or an Affiliate or because of that representation.
You are excepted from this restriction only if you carry out
these activities as a Planner or Manager of Company or with
the written consent of the Company.
<PAGE>
PAGE 9
(g) You agree that:
(1) The violation of the provisions set forth in this
section will result in damage to Company that cannot be
determined exactly and for which Company has no
adequate remedy under the law; and that
(2) Company has the specific right to enforce these
provisions; and that
(3) Company is entitled to an injunction to keep you from
violating the provisions or to enforce them.
(h) If a dispute involving this Agreement is submitted for
arbitration under the Code of Arbitration Procedure of the
National Association of Securities Dealers or otherwise, you
agree that Company is entitled to an injunction by a court of
competent jurisdiction to keep you from violating these
restrictions while the arbitration is pending
Section IX - Other Restrictions
(a) Sales Literature. You must have written approval from
Company or an Affiliate before you issue or use in any way
material about insurance policies or annuity contracts
distributed by Company or an Affiliate or about them. You
will also take steps to prevent and promptly advise Company
of the u~e of unapproved material by a Planner or District
Manager in your territory.
(b) You will not attempt to cancel or rescind any insurance
policy or annuity contract nor make any refunds to a policy
or contractholder without the written approval of Company.
Section X - Termination
(a) This Agreement terminates in the event of
(1) Your death or retirement.
(2) Your total and permanent disability. You shall be
deemed to be disabled if, by reason of a physical or
mental condition, you are unable to perform this
Agreement. Whether such disability is considered
temporary or total and permanent will be determined by
Company in its sole discretion.
(3) Cancellation or non-renewal of any license,
registration or bond you are required to have by the
terms of this Agreement.
(4) A violation of any provision of this Agreement. If you
violate any part of the Agreement, you will not be
entitled to receive any payment from Company that you
otherwise would have been entitled to receive.
<PAGE>
PAGE 10
(5) You have entered into or will enter into Division Vice
President's Agreements with one or both of the
following:
a. IDS Financial services Inc (formerly IDS
Marketing Corporation).
b. IDS Insurance Agencies.
If any of the above agreements are entered into and
later terminated, this Agreement terminates on the same
date, unless Company waives the termination of this
Agreement. Duplicate notice of termination is not
required.
(b) Termination by Parties. This Agreement may be terminated by
either party without cause upon 30 days' written notice to
the other party and for cause may be terminated immediately
by Company.
(c) Suspension of Rights of Manager. If Company believes it may
have the right to terminate this Agreement for cause, Company
can notify you that it is investigating whether cause for
termination exists. This suspension can be given instead of
terminating the Agreement, in order to provide time for
determining the facts. Until the notice is retracted, it has
the same effect on your rights as a notice of termination for
cause. When the investigation has been completed, if not
before, Company will notify you whether your suspension is
lifted or the Agreement is terminated for cause. If the
Agreement is terminated, the termination takes effect on the
date you received the notice of suspension.
(d) Debit Balance of Manager. When this Agreement ends, you must
pay on demand any debt you owe Company, including any amount
owed in your compensation account. Payment is required
whether the debt is for charges made before or after
Agreement termination.
Section XI - Termination Claims
If the Agreement ends, you have no claim for profits, anticipated
profits or earnings other than accrued and accruing overwriting due
you under the terms of this Agreement. You also have no claim for
a refund or reimbursement of any funds you have advanced or
expenses you have paid or incurred in connection with your
responsibilities under this Agreement or for any reason. The only
exception occurs if Company specifically authorizes reimbursement
in writing before termination of the Agreement.
Section XII - Prior Agreements
This Agreement terminates and supersedes any existing agreements
between the parties whether executed effective the same date as
this Agreement or otherwise. However, this provision does not
<PAGE>
PAGE 11
impair your right to any commissions or overwriting payable under
such an agreement for business written under that agreement or your
right to any compensation earned and unpaid under that agreement.
Section XIII - Miscellaneous
(a) This Agreement may be amended only in writing The amendment
must be signed by you and an authorized officer of Company.
(b) This Agreement is a Minnesota contract, governed by Minnesota
law. All of the payment you make to Company are payable in
Hennepin County, Minnesota. You expressly waive any
privileges contrary to this provision. You agree to the
jurisdiction of State of Minnesota courts for determining any
controversy in connection with this Agreement.
(c) If Company waives any provision of this Agreement, the waiver
applies only to that provision, not to any other parts of the
Agreement. A waiver is effective only when it is in writing
and signed by an authorized Company officer.
(d) If the laws of any state prohibit any provision of this
Agreement, the laws apply to only that provision. They do
not invalidate the remaining portion of the Agreement.
(e) Any notice to be given to Company under this Agreement shall
be given to the home office of Company in Minneapolis,
Minnesota. Any notice given to you under this Agreement is
considered to have been given if it is delivered to you in
person or mailed to your last known address on file with the
Company home office in Minneapolis.
(f) You and Company both acknowledge that no oral or written
representations were made about this Agreement or about the
relationship between you and Company that are not set forth
in this Agreement. Your rights and Company's rights are
governed only by this Agreement and by any other subsequent
written agreements or riders entered into between you and
Company that are signed by an authorized officer of the
Company.
(g) You hereby authorize Company to utilize the cumulative method
of federal income tax withholding as long as you are an
employee of Company.
(h) "Compliance with Law"
(1) You represent and warrant that:
(a) You will comply with all the laws and regulations
applicable to your activities under this
Agreement.
(b) In carrying out your responsibilities under this
Agreement, you will not directly or indirectly
make or promise any illegal payments or engage in
any illegal conduct in order to:
<PAGE>
PAGE 12
(i) Obtain or keep business.
(ii) Influence Clients or governmental entities
(including their officers or employees) to
perform their official function improperly,
not perform that function at all, or
influence legislation.
(2) Company may believe that it should disclose the
existence of this Agreement and its terms and
conditions if a governmental authority or agency should
make a proper inquiry or in other situations. You
authorize any disclosure Company may make in its
discretion.
(i) "Greater Force"
(1) If an act or condition beyond your or Company's
reasonable control prevents, restricts or interferes
with fulfilling the terms of this Agreement, the
obligation to fulfill the Agreement will be suspended
to the extent appropriate. State or government action
and national disaster are examples of acts or
conditions beyond reasonable control.
(2) For suspensions of the Agreement to occur, the party
affected must:
(a) Notify the other party promptly about the act or
condition and its effect.
(b) Make its best effort to avoid or remove the cause
of the suspension.
(c) Promptly continue fulfilling the terms of the
Agreement when the cause of the suspension is
removed.
Section XIV - Nonassignable
You may not assign this Agreement or any payment or benefit you
become entitled to receive under it without Company's written
consent.
Section XV - Effective Date
In witness of the provisions of this Agreement as described above,
you and Company have entered into this Agreement with the
understanding that it becomes effective on ______________, 19__.
IDS Life Insurance Company
_________________________ By __________________________
Division Vice President Assistant Secretary
<PAGE>
PAGE 13
DO Number __________________________
Planner Number _________________________
(To be executed in duplicate - one copy to be returned to Division
Vice President.)
<PAGE>
PAGE 1
District Manager's Rider To
IDS Life Insurance Company
Personal Financial Planner's Agreement
This agreement, made at Minneapolis, Minnesota, by and between IDS
Life Insurance Company and you,
_____________________________
Print Full Name)
is a Rider to the Personal Financial Planner's Agreement between
you and IDS Life. That Planners Agreement with any other Riders to
it, as modified by this Rider, continues in full force and effect.
This Rider takes effect on the date shown in Section VII.
As parties to this Rider, you and IDS Life agree as follows:
Section I - Appointment
1. IDS Life appoints you, as an independent contractor, to act
as a District Manager in the territory assigned to you from
time to time, in connection with the sale and servicing of
insurance policies and annuity contracts offered or
distributed by IDS Life, and the servicing of IDS Life
Clients.
Section II - Business Activities
1. In addition to your duties under your Planners Agreement with
IDS Life, you must devote your best efforts to recruiting,
establishing, training, maintaining and assisting a unit of
Planners operating under agreements with IDS Life and,
consistent with the independent contractor status of any such
Planners and your independent contractor status, to supervise
their business activities to assure that they have complied
with the laws, rules and regulations applicable to the sale
or offering of Products or Services by or through IDS Life,
including but not limited to the rules and regulations of the
National Association of Securities Dealers and IDS Life rules
designed to assure such compliance.
Section III - Your Status
1. You are an independent contractor, not an IDS Life employee.
Nothing in this Rider can be interpreted as creating an
employer-employee relationship between you and IDS Life or
between you and any Planner. In addition, nothing in the
Rider can be interpreted as creating an agency relationship
between you and any IDS Life Planner.
2. Your undertakings outlined in this section are in addition to
your undertakings and obligations outlined in the Planners
Agreement between you and IDS Life.
<PAGE>
PAGE 2
3. (a) If IDS Life is unable to obtain repayment of the items
in (1) and (2) below from a Planner assigned to your
district who terminates, you are responsible for a
proportionate share of that item as set forth in the
Sales Compensation Plan.
(1) Any debit balance of that Planner.
(2) Any advance or loan made to that Planner with
your approval.
(b) You are responsible for a share, as set forth in the
Sales Compensation Plan, of the following Training
Period expenses with respect to any IDS Life Planner
assigned to your district:
(1) Any salary, including salary as a temporary
employee.
(2) Any other recruiting or training expenses.
4. You must take steps to prevent any activity or practice on
the part of a Planner that is in violation of that Planners
Agreement with IDS Life or with IDS Life's rules, policies or
procedures. You also must promptly notify IDS Life about any
such activity or practice.
5. You assume these responsibilities in consideration for your
receiving overwriting on Planners assigned to you.
6. If, on the effective date of this Rider, you are in your
Training Period, your Training Period is ended and you are an
independent contractor as a Planner and a District Manager.
Section IV - Overwriting
1. You will receive overwriting in accordance with the Sales
Compensation Plan and your Planners Agreement, as modified by
this and any other Riders, on the sale of an insurance policy
or annuity contract by a Planner to a person whose current
address is in your open territory if the Planner is assigned
to your district and is entitled to a commission, fee or
production credit on that sale. Your open territory is your
territory and any other territory that IDS Life opens from
time to time to the Planners assigned to your district.
Overwriting commissions, service fees and assignment fees
paid under this Rider and your Planners Agreement with IDS
Life and any other Riders thereto constitute full payment for
all services rendered to IDS Life and are subject to all
provisions of your Planners Agreement as so modified.
2. You are not entitled to receive overwriting on business sold
during any time for which you:
(a) Received benefits under IDS Life's Disability Income
Insurance Plan, or
<PAGE>
PAGE 3
(b) Would have received benefits if you had been covered by
the Plan.
IDS Life will determine whether your disability is temporary
or total and permanent based on proof submitted.
Section V - Termination
1. Either you or IDS Life may terminate this Rider without
cause, with 15 days' written notice. For cause, IDS Life may
terminate the Rider immediately without written notice This
Rider also terminates if you violate any of its provisions
and is subject to the suspension and termination provisions
of Paragraph 3 of Section VI of your Planners Agreement.
2. If your Planners Agreement is suspended or terminated, this
Rider is suspended or terminated on the same date.
3. You have entered into District Managers Riders to Personal
Financial Planners Agreements you have with one or both of
the following:
(a) IDS Financial Services Inc.
(b) IDS Insurance Agencies.
If any such Rider is terminated, this Rider terminates as of
the same date. Duplicate notice of termination is not
required.
4. IDS Life may ask you to refrain from or limit your selling
activities as a Personal Financial Planner and to devote all
or most of your efforts to your duties under this Rider. If
you refuse to comply with any such request, IDS Life may
terminate this Rider.
Section VI - Nonassignability
1. Without IDS Life's written consent, you may not assign this
Rider or any payment or benefit you may become entitled to
receive under the Rider.
Section VII - Effective Date
1. In witness of the provisions of this Rider as described
above, you and IDS Life have entered into this Rider with the
understanding that it becomes effective on
____________________, 19__.
IDS Life Insurance Company
_________________________ By __________________________
District Manager Assistant Secretary
<PAGE>
PAGE 4
D.O. Number _____________________
Planner Number __________________
(To be executed in duplicate - one copy to be returned to District
Manager.)
<PAGE>
PAGE 1
IDS Life Insurance Company
Personal Financial Planner's Agreement
This is an agreement, made at Minneapolis, Minnesota, by and
between IDS Life Insurance Company and you,
_________________________________
(Print Full Name)
executed and effective as of the date shown on the last line of
this Agreement. It defines your relationship with IDS Life as a
Personal Financial Planner. Both you and IDS Life promise to comply
with the terms of this Agreement and any properly executed Riders
to this Agreement.
Section I - Definitions
1. For purposes of this Agreement, the terms listed below have
the special meanings shown.
(a) "IDS Life" means IDS Life Insurance Company.
(b) "IDS NY" means IDS Life Insurance Company of New York}.
(c) "Affiliate" means any partnership, business, trust,
company or corporation affiliated with IDS Life at any
time while this Agreement is in effect.
(d) "Personal Financial Planner or Planners" means Personal
Financial Planner and Sales Representative
(e) "Service Date" is _____________________________
(f) "Services" means financial planning, advisory,
securities brokerage, tax or other financial Services
(g) "Products" means certificates stock, other securities
or investments, lending products, life insurance and
annuity policies and contracts, and other insurance
products
(h) "Records and Materials" means any records, files,
manuals, blank forms, materials, supplies, stationery,
literature, seminar materials, computer software,
licenses, papers and books that IDS Life or an
Affiliate furnishes or leases to you for use, with or
without charge, or that you create or prepare,
including notes, memos and works of authorship, in
connection with the performance of this Agreement.
(i) "Service Period" means any two week period coinciding
with IDS Life's regular biweekly commission period for
Personal Financial Planners.
(j) "Training Period" means the time while you are being
trained by IDS Life. It begins on your Service Date.
Unless IDS Life extends your Training Period, it ends
<PAGE>
PAGE 2
after completion of the 26th Service Period following
your Service Date - or at the termination of this
Agreement, if that occurs first. IDS Life may
disregard any time that you are disabled in determining
the end of your Training Period.
(k) "Sales Compensation Plan" means the rules, policies and
schedules as amended and published from time to time
that are related to items (1), (2) and (3) below and to
other matters.
(1) The assignment or reassignment of territory or
Client accounts;
(2) The payment of commissions, assignment fees,
service fees, Training Period salaries and
expense allowances, and other fees or
compensation; and
(3) The imposition of assignment fee and service fee
penalties and charge backs.
(l) "Basic Earnings Requirements" means any requirements
you must meet to remain on salary during the Training
Period, as they appear in the sales Compensation Plan.
(m) "Client" means a person or entity who (1) purchases or
holds a Product or Service acquired from or through IDS
Life or an Affiliate or one of their Planners with the
consent of IDS Life or the Affiliate, or (2) authorized
IDS Life, an Affiliate or one of their Planners to make
personal financial planning presentations to it or its
employees or members or (3) is a member of a Client's
household.
Section IIA - Appointment
1. Through this Agreement, IDS Life appoints you to seek
applications for insurance and annuity policies offered by
IDS Life in the territory assigned to you, but without
exclusive right in that territory. You also are appointed to
collect payments on those policies and annuities. You accept
this appointment and will:
(a) Before seeking any applications, obtain any licenses or
registrations required by law or IDS Life and a surety
or fidelity bond satisfactory to IDS Life and maintain
them in force until this Agreement is terminated.
(b) In dealing with Clients or prospective Client, fully
explain the terms of any insurance policy or annuity
contract; make no untrue statements; and state all
relevant facts.
(c) Comply with all laws, ordinances, regulations and
company policies that apply to your activities under
the Agreement.
<PAGE>
PAGE 3
(d) Promptly deliver premium receipts and policies or
contracts originating from applications solicited for
life insurance and annuities, but only when the
applicant appears to be in good health and the initial
premium (if required) has been duly paid, and other
receipts and policies or contracts as required by IDS
Life.
(e) Collect and immediately report and remit to IDS Life
any initial premiums or any payments you receive for
applications you obtain and any other money or property
you receive on behalf of IDS Life.
(f) Send the payments, money or property you collect to IDS
Life without commingling it with your own money or
property.
(g) Pay all expenses and fees you incur while carrying out
the terms of this Agreement.
2. You cannot alter or change the provisions of any insurance
policy or annuity contract distributed by IDS Life. You also
cannot incur any liability or expense on behalf of IDS Life.
3. Any application that you submit is subject to acceptance or
rejection by the home office of IDS Life in Minneapolis,
Minnesota.
Section IIB - Employee Status During Training Period
1. During your Training Period, you are an employee of IDS Life.
You agree to devote all of your working time and effort, to
the best of your abilities, to performing your duties under
this Agreement for IDS Life and any agreement with an
Affiliate. You also agree not to engage in any other
employment, occupation or business enterprise unless it is
with an Affiliate.
2. As long as your Training Period continues, you will carry out
your duties and responsibilities in line with instructions
and directions from IDS Life. You will be required to:
(a) Attend any training school, weekly training classes and
sales meetings at the time and places set by IDS Life;
and complete the training courses IDS Life designates.
(b) File daily work plans, weekly activity reports and any
other reports IDS Life designates.
(c) Perform any other duties IDS Life assigns.
3. As long as you are an IDS Life employee during the Training
Period, you authorize IDS Life to use the cumulative method
of federal income tax withholding. This provision also
applies during any time you provide other occasional services
as an employee of IDS Life.
<PAGE>
PAGE 4
Section IIC - Independent Contact After Training Period
1. When your Training Period ends, you are no longer an employee
and unless this Agreement has already been terminated, you
are engaged by IDS Life as an independent contractor to seek
applications for insurance and annuity policies offered by
IDS Life in the territory assigned to you without exclusive
right therein.
2. From time to time, IDS Life may ask you to perform other
special services as an independent contractor. You will be
paid for those special services in accordance with the rules
and policies that IDS Life establishes periodically.
3. After the Training Period ends, you are an independent
contractor, rather than an employee, for all purposes,
including but not limited to state or federal income tax,
Social Security, worker's compensation, unemployment
compensation or similar laws.
4. You must not take any position that is contrary to your
status as an independent contractor. Nothing in this
Agreement can be interpreted as creating an employer-employee
relationship between any IDS Life representative and you or,
except as provided in Sections IIB and IID, between IDS Life
and you. You agree to accept any responsibilities placed on
an independent contractor by any statute, regulation, rule of
law, or otherwise.
5. You decide whom to choose as business prospects and when and
where to conduct your working activities. You acknowledge
that you set your business hours.
6. As an independent contractor, you are responsible for paying
all taxes, duties, assessments and other government charges
that are related to items (a) and (b) below. This provision
applies to taxes, duties, assessments and other government
charges imposed now or in the future by any government
authority or agency.
(a) Carrying out your obligations under this Agreement; or
(b) Any payment IDS Life makes to you in connection with
this Agreement.
Section IID - Additional Services as an Employee
1. From time to time, IDS Life may employ you for occasional
services as an employee. These services must be carried out
at the times and places IDS Life designates, under IDS Life
direction and control. You will be paid for your services as
an employee in line with the terms of the Sales Compensation
Plan.
<PAGE>
PAGE 5
Section III - Compensation
1. "Salary"
(a) During that part of the Training Period beginning on or
after the effective date of this Agreement, you will be
paid a biweekly salary and expense allowance and other
compensation, if any, in line with this Agreement and
the Sales Compensation Plan. Payment is made at the end
of each Service Period, unless the Basic Earnings
Requirements set forth in the Sales Compensation Plan
apply to you, and your salary is discontinued because
your performance falls below the Basic Earnings
Requirements. If you are paid for less than a full
Service Period, your salary and expense allowance will
be prorated.
2. "Commissions and Fees"
(a) After the Training Period ends, IDS Life will pay you
commissions, fees and overwriting in accordance with
the provisions of this Agreement, any Riders to this
Agreement and the Sales Compensation Plan. Except as
otherwise provided by the Sales Compensation Plan or
Riders to this Agreement, no commissions or fees are
paid, during or after the Training Period, for any
applications or business obtained by you if:
(1) You obtain it outside the territory assigned to
you; or
(2) The Client's account is assigned to some other
Personal Financial Planner of IDS Life or of an
Affiliate.
(b) Any commissions, fees or overwriting paid or credited
to you for business accepted by IDS Life may be charged
back to you if those commissions are due to:
(1) A dishonored check or draft; or
(2) An uncompleted plan for the systematic payment on
or for the purchase of insurance policies or
annuity contracts.
(c) When this Agreement terminates you will not, except as
provided by the Sales Compensation Plan, be entitled
to:
(1) Any commissions, fees or overwriting on payments
made after the termination for any insurance
policy or annuity contract; or
(2) Any further commissions, fees, overwriting or
other compensation.
<PAGE>
PAGE 6
4. "Charges and Payment"
(a) If IDS Life believes it is appropriate to make an
adjustment or take back or cancel a policy or contract
and return any part of a payment or premium, no
commission, fee or overwriting will be paid on the
payment or premium returned on that policy or contract.
You will be required, on demand, to repay IDS Life for
any commission, fee or overwriting already paid on the
payment or premium returned.
(b) Based on its business judgment, IDS Life may make a
settlement with a Client on a sale you have made and
refund all or any part of any payment that a Client has
made. When the settlement or refund is made, IDS Life
is entitled to charge you for items (1) and (2) below.
IDS Life may make the charge whether or not the Client
claims misrepresentation.
(1) All or any part of its loss because of the
settlement or refund; and
(2) Any part of a related commission, fee or other
amount paid or credited to you or that you have
obtained.
(c) If any of the events listed below should occur, IDS
Life may withhold any amount that you are entitled to
receive or may become entitled to receive:
(1) Any claims of misrepresentation or of the use of
unfair or inequitable methods in the sale of any
insurance policy or annuity contract.
(2) Your failure to send any payments you collect to
IDS Life.
(3) Any controversy between you and IDS Life.
(4) You violate this Agreement, or
(5) Your suspension while IDS Life investigates
whether cause for terminating this Agreement
exists.
IDS Life may withhold such amounts to the extent
it believes necessary. The withholding may
continue until the violation has been corrected
or the situation has been resolved.
(d) If you are found to be guilty of wrongdoing, IDS Life
may retain or charge you for the following amounts as
damages: the amount of its loss, plus the expenses it
incurred in connection with the loss, including the
costs of investigation.
<PAGE>
PAGE 7
(e) You will not be entitled to receive any commissions,
assignment fees or other amounts you would otherwise
have been entitled to receive if you engage in "unfair
competition" while this Agreement is in effect or
thereafter. For purposes of this provision, you are
considered to be engaging in unfair competition if,
without the consent of IDS Life, you commit any of the
following acts, directly or indirectly, while an IDS
Life Planner or within one year thereafter in any
territory where you sought applications for insurance
policies or annuity contracts under this or any other
agreement with IDS Life or an Affiliate:
(1) Offer for sale, sell or seek an offer to buy any
insurance policy or annuity contract issued by
any company to or from a Client. This provision
applies to any Client that you contacted or dealt
with or learned about because you represented IDS
Life or an Affiliate.
(2) Try to encourage anyone to terminate an agreement
with IDS Life or an Affiliate.
(3) Disclose any trade secret or other proprietary
information of IDS Life or an Affiliate or use
any trade secret or other proprietary information
in competition with IDS Life or an Affiliate
(f) You understand and agree that information about
Clients, including Client identities, is confidential
information and a trade secret. This Client information
is the sole and exclusive property of IDS Life and its
Affiliates.
(g) In addition to other appropriate legal remedies, IDS
Life has the right to apply any amount payable to you
by IDS Life against any debt you owe IDS Life or an
Affiliate.
(h) IDS Life may charge you and your compensation and
commission account for any amounts advanced to you, any
amounts paid on your behalf or any amounts charged to
you under this Agreement.
(i) When this Agreement ends, you must pay, on demand, any
debt you owe IDS Life, including any amount owed in
your compensation or commission account. Payment is
required whether the debt is for charges made before or
after Agreement termination.
5. "Assignment of Debt"
(a) You agree to and authorize the assignment of any debt
you owe IDS Life to any Affiliate. You Also agree to
repay any assigned debt to the assignee.
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PAGE 8
6. "Commission Statements"
(a) Except for clerical error and undisclosed material
facts, the regular compensation or commission statement
IDS Life issues to you is considered to be an accurate
and complete record of:
(1) All the amounts IDS Life owes you, and
(2) All accounts between you and IDS Life purporting
to be covered by that statement.
(b) Settlement on the basis of these regular statements
constitutes full satisfaction and agreement between you
and IDS Life about the amounts and accounts defined
just above. The only exceptions occur in the case of a
claim to the contrary made within 120 days after the
statement is issued, clerical error or undisclosed
material fact.
Section IV - Restrictions on Your activities
1. "Using Information You Acquire"
(a) You must not, without the written consent of IDS Life
use any information you acquired while this Agreement
was in force in a manner adverse to the interests of
IDS Life or an Affiliate. You also must not:
(1) Encourage or induce anyone to terminate an
agreement with IDS Life without IDS Life's
consent;
(2) Encourage or induce any annuity or policy holder
to give up a policy or contract;
(3) Promote or make unwarranted claims against IDS
Life.
(b) All of the above provisions apply while the Agreement
is in effect and after it ends
(c) All Records and Materials are the property of IDS Life,
an Affiliate or one of their associated companies. All
rights to Records and Materials that you prepare or
create in connection with the performance of this
Agreement are hereby assigned to IDS Life. You agree
that you will not reproduce or allow the reproduction
of the Records and Materials in any manner whatsoever,
except pursuant to written policy or consent of IDS
Life.
(d) You re responsible for the safekeeping of these items.
Such Records and Materials are open to inspection by
IDS Life at any time during your normal business hours.
You must return them and all copies of them to IDS Life
at any time on request. When this agreement ends, all
<PAGE>
PAGE 9
of these items remain IDS Life property. You must
return all of them, together with any licenses you have
or control, without demand or compensation.
(e) While this Agreement is in effect and after it ends,
you agree that you will not reveal the contents of any
IDS Life property or allow them to be revealed, except
in connection with carrying out your duties under the
Agreement. You will not reveal the names and addresses
of IDS Life Clients or any other information about
them, including financial information. You also will
not reveal any of this information about potential
Clients, to whom a presentation has been made by an IDS
Life Planner, who might reasonably be expected to do
business with IDS Life or an Affiliate. You will not
allow any of this information about Clients or
potential Clients to be revealed.
(f) You agree that the identity of Clients and potential
Clients is confidential information. For one year after
this Agreement ends, you agree not to use any such
information in connection with any business in
competition with IDS Life or an Affiliate.
(g) For one year after this Agreement ends, you agree that
you will not, in the territory where you sought
applications for Products or Services under this or any
other agreement with IDS Life or an Affiliate, directly
or indirectly offer for sale, sell or seek an
application for any Product or Service issued or
provided by any company to or from a Client you
contacted, dealt with or learned about while you
represented IDS Life or an Affiliate or because of that
representation. You are excepted from this restriction
only if you carry out these activities as a Planner or
manager of IDS Life or with the written consent of IDS
Life.
2. "Using the IDS Life Name and Logo"
(a) As long as this Agreement is in effect, you have a
limited license to use the IDS Life name and logo in
advertising and in telephone directories or listings to
indicate your association with IDS Life as a Personal
Financial Planner. You must use the name or logo in
line with IDS Life rules and policies. IDS Life is not
obligated for any costs connected with your use of the
name or logo.
(b) When this Agreement ends, IDS Life has the exclusive
right either to use or cancel the service of any such
telephone number listed or to become listed in any
directory or in any advertising that would associate
the telephone number with IDS Life. You are responsible
for executing and delivering to IDS Life the documents
needed to transfer or cancel the service, without
demand and without compensation.
<PAGE>
PAGE 10
3. "Violation of These Restrictions"
(a) You agree that:
(1) The violation of the provisions in this section
will result in damage to IDS Life that cannot be
determined exactly and for which mm Life has no
adequate remedy under the law; and that
(2) IDS Life has the specific right to enforce these
provisions; and that
(3) IDS Life is entitled to an injunction to keep you
from violating the provisions or to enforce them.
(b) If a dispute involving this Agreement is submitted for
arbitration under the Code of Arbitration Procedure of
the National Association of Securities Dealers or
otherwise, you agree that IDS Life is entitled to an
injunction from a court of competent jurisdiction to
keep you from violating these restrictions while the
arbitration is pending.
Section V - Other Restrictions
l. You must have written approval from IDS Life or an Affiliate
before you issue or use in any way any material about
Products and Services distributed by IDS Life or an
Affiliate, or about them.
2. As noted earlier, you must not interview business prospects;
seek business; act as an insurance agent; or negotiate,
obtain or seek business or applications until you have the
licenses, registrations and agent appointments required by
law or IDS Life and have obtained a surety or fidelity bond
satisfactory to IDS Life.
3. Without written approval from IDS Life, you must not:
(a) Try to cancel or rescind any IDS Life insurance policy
or annuity contract;
(b) Make any settlement with a Client; or
(c) Make any refund to a Client.
4. You must not do anything to damage the goodwill of md Life or
an Affiliate.
Section VI - Termination
1. During the Training Period, either you or IDS Life may
terminate this Agreement without cause, with written notice.
The termination takes effect on the date specified in the
notice. For cause, IDS Life may terminate the Agreement
immediately without written notice.
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PAGE 11
2. After the Training Period ends, the Agreement may be
terminated without cause with 15 days' written notice. For
cause, it may be terminated immediately without written
notice.
3. If IDS Life believes it may have the right to terminate this
Agreement for cause, IDS Life can notify you that it is
investigating whether cause for termination exists. This
suspension can be given instead of terminating the Agreement,
in order to provide time for determining the facts. Until
the notice is retracted, it has the same effect on your
rights as a notice of termination for cause. When the
investigation has been completed, if not before, IDS Life
will notify you whether your suspension is lifted or the
Agreement is terminated for cause. If the Agreement is
terminated, the termination takes effect on the date you
received the notice of suspension.
4. If the Basic Earnings Requirements imposed by the Sales
Compensation Plan during the Training Period apply to you,
the Agreement will end if you do not meet the Basic Earnings
Requirements for a period of time during the Training Period
as established by the Sales Compensation Plan.
5. This Agreement terminates in the event of:
(a) Your death or retirement.
(b) Your total and permanent disability. You shall be
considered disabled if, by reason of a physical or
mental condition, you are unable to perform this
Agreement. Whether such disability is considered
temporary or total and permanent will be determined by
IDS Life in its sole discretion.
(c) Cancellation or non-renewal of any license,
registration or bond you are required to have by the
terms of this Agreement.
(d) A violation of any provision of this Agreement. If you
violate any part of the Agreement, you will not be
entitled to receive any payment from IDS Life that you
otherwise would have been entitled to receive.
(e) You have entered into or will enter into Planner's
Agreements with some or all of the following:
(1) IDS Financial Services Inc. (formerly IDS
Marketing Corporation)
(2) IDS Life Insurance Company of New York.
(3) IDS Insurance Agencies
<PAGE>
PAGE 12
If any of the above agreements are entered into and
later terminated, this Agreement terminates on the same
date unless IDS Life waives the termination of this
Agreement. Duplicate notice of termination is not
required.
6. If the Agreement ends, you have no claim for profits,
anticipated profits or earnings other than the commissions,
fees or overwriting that you are entitled to receive under
the terms of this Agreement. You also have no claim for a
refund or reimbursement of any funds you have advanced or
expenses you have paid or incurred in connection with your
responsibilities under this Agreement or for any other
reason. The only exception occurs. if IDS Life specifically
authorizes reimbursement, in writing, before termination of
the Agreement.
Section VII - Amendment and Miscellaneous Provisions.
1. This Agreement may be amended only in writing. The amendment
must be signed by you and an authorized officer of IDS Life.
This Agreement terminates and supersedes any agreement
between the parties which was in effect immediately prior to
the effective date of this Agreement. However, this provision
does not impair your right to any commissions or overwriting
payable under such an agreement for business written under
that agreement or your right to any compensation earned and
unpaid under that agreement. You may not assign this
Agreement or any payment or benefit you become entitled to
receive under it without IDS Life's written consent.
2. This Agreement is a Minnesota contract, governed by Minnesota
law. All of the payments you make to IDS Life are payable in
Hennepin County, Minnesota. You expressly waive any
privileges contrary to this provision. You agree to the
jurisdiction of State of Minnesota courts for determining any
controversy in connection with this Agreement.
3. If IDS Life waives any provision of this Agreement, the
waiver applies only to that provision, not to any other parts
of the Agreement. A waiver is effective only when it is in
writing and signed by an authorized IDS Life officer.
4. If the laws of any state prohibit any provision of this
Agreement, the laws apply only to that provision. They do not
invalidate the remaining portion of the Agreement.
5. Any notice to IDS Life under this Agreement must be given to
the home office of IDS Life in Minneapolis, Minnesota. Any
notice given to you under this Agreement is considered to
have been given if it is delivered to you in person or mailed
to your last known address on file with the IDS Life home
office in Minneapolis.
6. You and IDS Life both acknowledge that no oral or written
representations were made about this Agreement or about the
relationship between you and IDS Life that are not set forth
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PAGE 13
in this Agreement. Your rights and IDS Life's rights are
governed only by this Agreement and by any other subsequent
written agreements between you and IDS Life that are signed
by an authorized officer of IDS Life.
7. "Compliance with Law"
(a) You represent and warrant that:
(1) You will comply with all the laws and regulations
of the territory assigned to you.
(2) In carrying out your responsibilities under this
Agreement, you will not directly or indirectly
make or promise any illegal payments or engage in
any illegal conduct in order to:
a. Obtain or keep business.
b. Influence Clients or governmental entities
(including their officers or employees) to
perform their official function improperly,
not perform that function all, or influence
legislation.
(b) IDS Life may believe that it should disclose the
existence of this Agreement and its terms and
conditions if a governmental authority or agency should
make a proper inquiry or in other situations. You
authorize any disclosure IDS Life may make in its
discretion.
8. "Greater Force"
(a) If an act or condition beyond your or IDS Life's
reasonable control prevents, restricts or interferes
with fulfilling the terms of this Agreement, the
obligation to fulfill the Agreement will be suspended
to the extent appropriate. State or government action
and national disasters are examples of acts or
conditions beyond reasonable control.
(b) For suspension of the Agreement to occur, the party
affected must:
(1) Notify the other party promptly about the act or
condition and its effect.
(2) Make its best effort to avoid or remove the cause
of the suspension.
(3) Promptly continue fulfilling the terms of the
Agreement when the cause of the suspension is
removed.
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PAGE 14
In witness of the provisions of this Agreement as described above,
you and IDS Life have entered into this Agreement with the
understanding that it becomes effective on _______________, 19__
IDS Life Insurance Company
________________________ By _______________________
Planner Assistant Secretary
D.O. Number _______________________
Planner Number ____________________
(To be executed in duplicate - one copy to be returned to Planner.)
<PAGE>
PAGE 1
CERTIFICATE OF INCORPORATION
OF
IDS LIFE INSURANCE COMPANY
We, the undersigned, for the purpose of forming an insurance
corporation under and pursuant to the provisions of the Minnesota
Statutes, Chapter 300 relating thereto, and of any amendments
thereof, do hereby associate ourselves as a body corporate and do
hereby adopt the following Articles of Incorporation:
ARTICLE I
The name of this Corporation shall be IDS Life Insurance
Company.
ARTICLE II
The purposes of and general nature of its business shall be:
(a) To engage in the general business of a life insurance
company, and to effect all forms, types, variations and
combinations of life insurance, endowment or annuity
contracts or policies, on a group or individual basis,
for the payment of money in a single sum or in
installments upon the contingencies of death,
disability or survivorship. To provide in such
policies or contracts supplemental thereto, for
additional benefits in the event of the death of the
insured by accidental means, total and permenent [sic]
disability of the insured, or specific dismemberment or
disablement suffered by the insured.
(b) To engage in the general business of an accident and
health insurance company, for the purpose of effecting
insurance against loss or damage by the sickness,
bodily injury or death by accident of the assured or
his dependents, on a group or individual basis; to
effect all forms, types, variations and combinations of
policies or contracts of insurance providing for
indemnities in the event of death, sickness or
disability.
(c) To effect contracts of reinsurance or co-insurance of
any individual or group risk underwritten by this
Corporation, to reinsure risks of this Corporation or
any part thereof with any other company or to reinsure
the whole of or any portion of the risks of any other
company.
(d) To effect all other contracts of insurance authorized
by clauses (4) and (5)(a) of subdivision 1 of Section
60.29 of Minnesota Statutes.
(e) To have one or more offices and to conduct business in
this state or elsewhere.
<PAGE>
PAGE 2
(f) To acquire, hold and dispose of shares of stock, notes,
bonds or other evidences of indebtedness or securities
of any other corporation or corporations.
(g) To transact all business and to do all other things
necessary or incidental to the foregoing purposes.
ARTICLE III
The duration of this Corporation shall be perpetual.
ARTICLE IV
The principal place of transacting the business of this
Corporation shall be the City of Minneapolis, State of Minnesota.
ARTICLE V
2/9/72
10/18/85
The capital stock of this Corporation shall consist of One
Hundred Thousand (100,000) shares of stock with a par value of
Thirty Dollars ($30.00) per share. The amount of stated capital of
this Corporation shall be Three Million Dollars ($3,000,000).
ARTICLE VI
(1) The general management of this Corporation shall be
vested in a Board of Directors.
(2) The names and post office addresses of the members of
the first Board of Directors are respectively as follows:
Joseph M. Fitzsimmons 800 Investors Building
Minneapolis 2, Minnesota
John W. McCartin 800 Investors Building
Minneapolis 2, Minnesota
Virgil C. Sullivan 800 Investors Building
Minneapolis 2, Minnesota
A. Edward Archibald 800 Investors Building
Minneapolis 2, Minnesota
Harold E. Miller, M.D. 1531 Medical Arts Building
Minneapolis 2, Minnesota
Said named Directors shall serve as such until the first
annual meeting of the shareholders of the Corporation and until
their successors have been duly elected and qualified.
ARTICLE VII
The first Board of Directors of this Corporation shall have
full power and authority to make and adopt By-Laws for the
government of this Corporation and its affairs as they may deem
advisable or necessary and as shall not be inconsistent with the <PAGE>
PAGE 3
provisions of these Articles. The By-Laws may be amended or
altered by the shareholders at any regular or special meeting
called therefor.
ARTICLE VIII
These Articles of Incorporation may be amended by the
affirmative vote of the holders of a majority of the voting power
of the capital stock.
ARTICLE IX
The first meeting of the Corporation shall be a meeting of
the Incorporators and Subscribers to the capital stock of the
Corporation. Three days' written notice of such meeting shall be
given unless there is a written Waiver of Notice.
ARTICLE X
The names and post office addresses of the Incorporators are
as follows:
Lloyd J. Muehlberg 800 Investors Building
Minneapolis 2, Minnesota
Joseph F. Grinnell 800 Investors Building
Minneapolis 2, Minnesota
Edward M. Burke 800 Investors Building
Minneapolis 2, Minnesota
IN TESTIMONY WHEREOF we have set our hands this 23rd day of July,
1957.
IN PRESENCE OF: Lloyd J. Muehlberg
M. Gould Joseph F. Grinnell
D. Fairchild Edward M. Burke
State of Minnesota )
) SS.
County of Hennepin )
On this 23rd day of July, 1957, before me, a Notary Public,
personally appeared Lloyd J. Muehlberg, Joseph F. Grinnell, and
Edward M. Burke, to me known to be the persons named in and who
executed the foregoing instrument, and they acknowledged to me that
they executed the same as their free act and deed and for the uses
and purposes therein expressed.
(Notarial seal) Helen M. Bochnak
Helen M. Bochnak
Notary Public, Hennepin County, Minn.
My Commission Expired Nov. 12, 1958
<PAGE>
PAGE 4
APPROVAL OF COMMISSIONER OF INSURANCE
The foregoing Certificate of Incorporation of Investors
Syndicate Life Insurance and Annuity Company is hereby approved
this 24th day of July, 1957.
Cyril C. Sheehan
Commissioner of Insurance
State of Minnesota
J.O.M.
<PAGE>
PAGE 1
AMENDED BY-LAWS OF IDS LIFE INSURANCE COMPANY
ARTICLE I
OFFICES
Section 1. The principal place of transacting the business
of this Corporation shall be in the City of Minneapolis, State of
Minnesota.
Section 2. The Corporation may also have offices at such
other places, within or without the State, as the Board of
Directors may from time to time determine or the business of the
Corporation may require.
ARTICLE II
STOCKHOLDERS' MEETINGS
Section 1. All meetings of stockholders for the election of
Directors shall be held at the principal office of the Corporation
in the City of Minneapolis, Minnesota. Meetings of stockholders
for any other purpose may be held at such place, within or without
the State of Minnesota, and at such time as may be designated in
the call and notice thereof.
Section 2. The annual meeting of stockholders for the
election of Directors and the transaction of such other business as
may properly come before the meeting shall be held on the Wednesday
following the first Tuesday on or after the nineteenth day of April
in each year, at 10:30 o'clock A.M. Election of Directors shall be
by plurality vote.
Section 3. In the event the stockholders shall fail to hold
an annual meeting at the time specified therefor in Section 2 of
this Article, or the Directors are not elected thereat, Directors
may be elected at a special meeting held for that purpose upon call
and notice as hereinafter provided for a special meeting of
stockholders.
Section 4. Special meetings of stockholders may be called
for any purpose or purposes at any time by the President, the
Secretary, the Board of Directors, any two or more members of the
Board of Directors or in the manner hereinafter provided by one or
more stockholders holding not less than one-tenth of the issued and
outstanding stock entitled to vote. Upon request in writing by
registered mail or delivered in person to the President, any Vice
President, or Secretary, by any person or persons entitled to call
a meeting of stockholders, such officer shall forthwith cause
notice to be given to the stockholders entitled to vote at a
special meeting of stockholders to be held at such time and place
as such officer shall fix, not less than ten pr more than sixty
days after the receipt of such request. Any such request shall
state the purpose or purposes of the proposed meeting.
<PAGE>
PAGE 2
Section 5. Written notice of each meeting of stockholders,
stating the time and place, and in case of a special meeting the
purpose thereof, shall be served upon or mailed to each stockholder
of record entitled to vote thereat at such address as appears on
the stock register of the Corporation, at least ten days before
such meeting.
Section 6. Notice of the time, place and purpose of any
meeting of shareholders, whether required by statute, by the
Articles of Incorporation or by these By-Laws, may be waived in
writing by any stockholder. Such waiver may be given before or
after the meeting, and shall be filed with the Secretary or entered
upon the records of the meeting.
Section 7. Business transacted at all special meetings shall
be confined to the objects stated in the call.
Section 8. The presence, at any meeting of stockholders, in
person or by proxy of the holders of a majority of the stock
entitled to vote thereat shall constitute a quorum for the
transaction of business, except as otherwise provided by statute.
If, however, a quorum shall not be present at any meeting of the
stockholders, the stockholders present in person or by proxy shall
have power to adjourn the meeting from time to time, until a quorum
shall be present. If any meeting of stockholders be adjourned to
another time or place, whether for lack of quorum or otherwise, no
notice as to such adjourned meeting need be given other than by an
announcement, giving the time and place thereof, at the meeting at
which the adjournment is taken. At such adjourned meeting at which
a quorum shall be present, any business may be transacted which
might have been transacted at the meeting as originally noticed.
The stockholders present at a duly called or held meeting at which
a quorum is present may continue to transact business until final
adjournment, notwithstanding the withdrawal of enough stockholders
to leave less than a quorum.
Section 9. At each meeting of the stockholders, every
stockholder of record at the date fixed by the Board of Directors
as the record date for the determination of the persons entitled to
vote at a meeting of stockholders, or, of not date has been fixed,
then at the date of the meeting, shall be entitled at such meeting
to one vote for each share having voting power standing in his name
on the books of the Corporation. A stockholder may cast his vote
or votes in person or by proxy. The appointment of a proxy shall
be in writing filed with the Secretary at or before the meeting.
ARTICLE III
BOARD OF DIRECTORS
Section 1. The number of directors which shall constitute
the whole Board shall not be less than three nor more than
fourteen, as the stockholders may from time to time determine. The
President of the Corporation shall be a Director. Directors shall
be elected at the annual meeting of the stockholders of the
Corporation, except that if the number of directors is increased at
any time other than at an annual meeting of stockholders, an <PAGE>
PAGE 3
additional Director or Directors to fill the places on the Board
created by any such increase may be elected at a special meeting of
stockholders called for that purpose. Each Director shall be
elected to serve until the next annual meeting of the stockholders
and until his successor shall be elected and shall quality.
Section 2. Vacancies in the Board of Directors, not to
exceed one-third of the members of the Board in any one year, shall
be filled by the remaining members of the Board, though less than a
quorum, and each person so elected shall be a Director until his
successor is elected by the stockholders who may make such election
at their next annual meeting or at any special meeting called for
that purpose. A vacancy in the Board of Directors, which cannot be
filled by the remaining members of the Board, shall be filled by
the stockholders at any special meeting called for that purpose.
Section 3. The Board of Directors shall have the general
management, control and supervision of all business and affairs of
the Corporation, and shall fix and change, as it may from time to
time determine, by majority vote, the compensation to be paid
Directors, officers and agents of the Corporation, and do all such
lawful acts and things as are not by statue [sic] or by the
Articles of Incorporation or by the By-Laws directed or required to
be exercised or done by the stockholders.
ARTICLE IV
EXECUTIVE COMMITTEE
Section 1. The Board of Directors may, by affirmative action
of the entire Board, designate two or more of their number, one of
which shall be the President, to constitute an Executive Committee,
which, to the extent determined by affirmative action of the entire
Board, shall have and exercise the authority of the Board in the
management of the business or the Corporation. Any such Executive
Committee shall act only in the interval between meetings of the
Board, and shall be subject at all times to the control and
direction of the Board. The Executive Committee shall keep regular
minutes of its proceedings and report the same to the Board.
ARTICLE V
MEETINGS OF THE BOARD OF DIRECTORS
Section 1. The annual meeting of the Board of Directors of
the Corporation shall be held at its principal office in the City
of Minneapolis, Minnesota, as soon as practicable after the final
adjournment of the annual meeting of the stockholders in each year,
and no notice of such meeting shall be necessary to the newly
elected Directors in order to legally constitute the meeting
provided a quorum shall be present; except, however, that such
meeting may be held at such other place, whether in this state or
elsewhere, as a majority of the Board of Directors may have
previously determined.
<PAGE>
PAGE 4
Section 2. Regular meetings of the Board of Directors may be
held without notice at such time and place either within or without
the State of Minnesota, as shall from time to time have been
previously determined by the Board.
Section 3. Special meetings of the Board may be called by
the President on two days notice to each Director, either
personally or by mail or telegram; special meetings shall be called
by the President or Secretary in like manner and on like notice on
the written request of two Directors. Any Directors may, in
writing, either before or after the meeting, waive notice thereof;
and, without notice, any Director by his attendance at and
participation in the action taken at the meeting shall be deemed to
have waived notice.
Section 4. At all meetings of the Board of Directors, a
majority of the Directors shall be necessary and sufficient to
constitute a quorum for the transaction of business; and the acts
of a majority of the Directors present at a meeting at which a
quorum is present shall be the acts of the Board of Directors. If
a quorum shall not be present at any meeting of Directors, the
Directors present thereat may adjourn the meeting from time to
time, until a quorum shall be present. No notice of an adjourned
meeting, whether for lack of quorum or otherwise, need be given
other than by announcement, giving the time and place thereof, at
the meeting at which the adjournment is taken.
Section 5. Any action, which might be taken at a meeting of
the Board of Directors, may be taken without a meeting if done in
writing signed by all of the Directors.
ARTICLE VI
NOTICES
Section 1. Whenever under the provisions of statutes or of
the Articles of Incorporation or of the By-Laws, notice is required
to be given to any Directors or stockholder, it shall not be
construed to mean personal notice, but such notice may be given in
writing by depositing the same in a post office or letter box, in a
postpaid sealed wrapper, addressed to such Director or stockholder
at such address as appears on the stock register or books of this
Corporation, or, in default of address appearing in the stock
register of the Corporation or any known address, to such Director
or stockholder at the Main Post Office in the City of Minneapolis,
Minnesota, and such notice shall be deemed to be given at the time
when the same shall thus be mailed.
ARTICLE VII
OFFICERS
Section 1. The officers of the Corporation shall be a
Chairman of the Board, a President, one or more Vice Presidents
(the number thereof to be determined by the Board of Directors), a
Treasurer, a Secretary, a Medical Director, and such Assistant
Treasurers, Assistant Secretaries, and such other officers as the <PAGE>
PAGE 5
Board of Directors may deem necessary. All officers of the
Corporation shall exercise such powers and perform such duties and
shall be set forth in these By-Laws and as shall be determined from
time to time by the Board of Directors or by the President. Any
two of the offices, except those of President and Vice President,
Treasurer and Assistant Treasurer, and Secretary and Assistant
Secretary may be held by the same person.
Section 2. The Board of Directors, at its annual meeting,
shall elect a Chairman of the Board, a President, a Secretary, a
Treasurer, a Medical Director and such Executive Vice Presidents or
Senior Vice Presidents as the Board shall determine. Only the
Chairman of the Board and the President need be a member of the
Board. The President, or his designee, may appoint any other
officers permitted by Section 1 of this Article.
Section 3. The officers of the Corporation shall, except in
the event of death, resignation, or removal by the Board of
Directors, hold office until their successors are chosen and
quality in their stead. Any officer elected by the Board of
Directors may be removed at any time by the Board of Directors with
or without cause; such removal, however, shall be without prejudice
to the contract rights, if any, of the person so removed. When a
vacancy for any reason occurs among the officers, the Board of
Directors shall have the power to elect a successor to fill such
vacancy for the unexpired term.
Section 4. Chairman of the Board. The Chairman of the Board
shall preside at all meetings of the stockholders and of the Board
of Directors, and will perform such other duties as are assigned to
him by the Board of Directors.
Section 5. President. The President shall be the chief
executive officer of the Corporation. He shall have general and
active supervision and direction over the business affairs of the
Corporation and over its several officers, subject to the control
of the Board of Directors whose policies he shall execute. He
shall see that all lawful orders and resolutions of the Board of
Directors and of the Executive Committee are carried into effect
and he shall make or cause to be made timely and appropriate
reports to the Board of Directors of all matters which in the
interest of the Corporation are required to be brought to their
notice. He shall be a member of the Executive Committee and shall
preside at its meetings and he shall ex officio be a member of all
standing committees or other committees as may be from time to time
constituted or appointed by the Board of Directors.
Section 6. Secretary. The Secretary shall attend all
meetings of the Board of Directors and of the stockholders and
record their proceedings in a book to be kept for that purpose, and
shall perform like duties for the Executive Committee when
required. In case the Secretary shall be absent from any meeting,
the Chairman of the meeting may appoint a temporary secretary to
act at such meeting. The Secretary shall give, or cause to be
given, notice of all meetings of the stockholders and special
meetings of the Board of Directors. He shall have the custody of
<PAGE>
PAGE 6
the stock register, minute books and the seal of the Corporation,
and shall make such reports and perform such other duties as are
incident to this office or are properly required of him by the
Board of Directors.
Section 7. Treasurer. The Treasurer, unless otherwise
ordered by the Board of Directors, shall have the custody of all
the funds and securities of the Corporation, and shall deposit all
monies and valuables in the name of and to the credit of the
Corporation in such banks or depositories as the Board of Directors
may designate, and shall keep regular books of account, and shall
have custody of the books and records incident to his office and
such as the Board of Directors may direct, and he shall have such
other powers and shall perform such other duties as are incident to
his office or which are properly required of him by the Board of
Directors.
Section 8. Medical Director. The Medical Director shall,
under the direction of the Board of Directors, appoint all medical
examiners for this Corporation and shall have such other powers and
shall perform such other duties as are incident to his office or
which are properly required of him by the Board of Directors. In
his absence or inability to act, an assistant, designated by the
Executive Committee, may act for and in his stead.
Section 9. The powers and duties of all other officers shall
be such as are usual in like corporations under the direction and
control of the Board of Directors.
ARTICLE VIII
CLOSING OF TRANSFER BOOKS AND FIXING OF RECORD DATE
Section 1. The Board of Directors may fix a time, not less
than twenty nor more than forty days preceding the date of any
meeting of stockholders, as a record date for the determination of
the stockholders entitled to notice of any to vote at such meeting,
and in such case by stockholders of record on the date so fixed, or
their legal representatives, shall be entitled to notice of and to
vote at such meeting, notwithstanding any transfer of any shares on
the books of the Corporation after any record date so fixed. The
Board of Directors may close the books of the Corporation against
transfers of shares during the whole or any part of such period.
Section 2. The Board of Directors may fix a time not
exceeding forty days preceding the date fixed for the payment of
any dividend or distribution, or the date for the allotment of
rights, or, subject to contract rights with respect thereto, the
date when any change or conversion or exchange of shares shall be
made or go into effect, as a record date for the determination of
the stockholders entitled to receive payment of any such dividend,
distribution or allotment of rights or to exercise rights in
respect to any such change, conversion or exchange of shares, and
in such case only stockholders of record on the date so fixed shall
be entitled to receive payment of such dividend, distribution or
allotment of rights or to exercise such rights of change,
conversion or exchange of shares, as the case may be, <PAGE>
PAGE 7
notwithstanding any transfer of any shares on the books of the
Corporation after any record date fixed as aforesaid. The Board of
Directors may close the books of the Corporation against the
transfer of shares during the whole or any part of such period.
ARTICLE IX
MISCELLANEOUS
Section 1. The Corporation shall be entitled to treat the
holder of record of any share or shares of stock as the holder in
fact thereof, and, accordingly, shall not be found to recognize any
equitable or other claim to or interest in such share on the part
of any other person, whether or not it shall have express or other
notice thereof, except as expressly provided by the laws of the
State of Minnesota.
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 Manager of Variable Annuity Funds A
and B, director, officer, employee or agent of this Corporation, or
is or was serving at the direction of the Corporation as a Manager
of Variable Annuity Finds A and B, 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 Manager of Variable Annuity Funds A and B,
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.
ARTICLE X
LOST STOCK CERTIFICATES
Section 1. The Board of Directors may direct a new
certificate or certificates to be issued in place of any
certificate or certificates theretofore issued by the Corporation
alleged to have been destroyed or lost upon the making of an
affidavit of that fact by the person claiming the certificate of
stock to be lost or destroyed, and the Board of Directors, when
authorizing such issue of a new certificate or certificates, may,
in its discretion and as a condition precedent to the issuance
thereof, require the owner of such lost or destroyed certificate or
certificates, or his legal representative, to advertise the same in
such manner as it shall require and/or give the Corporation a bond
in such sum as it may direct, to indemnify the Corporation against
any claim arising from the issues of such new certificate.
<PAGE>
PAGE 8 ARTICLE XI
POLICIES, CONTRACTS AND CONVEYANCES
Section 1. Subject to the provisions of Section 2 of the
Article, the President or any Vice President may with the Secretary
or any Assistant Secretary, sign, cause the corporate seal to be
affixed thereto when necessary, acknowledge and deliver all
conveyances, contracts, deeds, notes, mortgages, satisfactions,
leases, assignments, licenses, transfers, powers of attorney,
certificates for shares of stock, and all other similar and
dissimilar instruments.
The Board of Directors may by resolution authorize any officer or
officers alone or with another officer or officers, to sign, or
counter-sign, cause the corporate seal to be affixed thereto when
necessary, acknowledge and deliver any written instrument, or class
of written instruments, for and on behalf of this Corporation.
Section 2. All insurance, annuity or endowment policies or
contracts issued by this Corporation and all reinsurance agreements
of this Corporation shall be signed by the President or a Vice
President and the Secretary or an Assistant Secretary. The
signature of any of said officers, on the foregoing or any other
instrument may be a facsimile signature, if the same is
countersigned by an officer or employee duly authorized by the
Board of Directors or Executive Committee of this Corporation to
counter-sign the same.
Section 3. All checks, demands for money, and notes of the
Corporation shall be signed by such officer or officers or such
other person or persons as may from time to time be authorized by
the Board of Directors.
ARTICLE XII
AMENDMENTS OF BY-LAWS
Section 1. These By-Laws may be altered at any regular
meeting of the stockholders, or at any special meeting of the
stockholders at which a quorum is present or represented, provided
notice of the proposed alternation is contained in the notice of
such meeting, by the affirmative vote of the holders of a majority
of the shares issued and outstanding and entitled to vote at such
meeting and present or represented thereat.
<PAGE>
PAGE 1
INVESTMENT MANAGEMENT AND SERVICES AGREEMENT Exhibit A
Agreement made the 17th day of December, 1985, by and between IDS
Life Series Fund, Inc. (the Fund), a Minnesota Corporation, and IDS
Life Insurance Company. (IDS Life), a Minnesota Corporation.
Part One: INVESTMENT MANAGEMENT AND OTHER SERVICES
(1) The Fund hereby retains IDS Life, and IDS Life hereby agrees,
for the period of this agreement and under the terms and conditions
hereinafter set forth, to furnish the Fund continuously with
suggested investment planning; to determine, consistent with the
Fund's investment objectives and policies, which securities in
IDS's discretion shall be purchased, held or sold and to execute or
cause the execution of purchase or sell orders; to prepare and make
available to the Fund all necessary research and statistical data
in connection therewith; to furnish the Fund all administrative,
accounting, clerical, statistical, correspondence, corporate and
all other services of whatever nature required in connection with
the administration of the affairs of the Fund, including transfer
agent and dividend disbursing agent services; and to pay such
expenses as may be provided for in Part Three hereof; subject
always to the direction and control of the Board of Directors, the
Executive Committee and the authorized officers of the Fund. IDS
Life agrees to maintain an adequate organization of competent
persons to provide the services and to perform the functions herein
mentioned. IDS Life agrees to meet with any persons at such times
as the Board of Directors deems appropriate for the purpose of
reviewing IDS Life's performance under this agreement.
(2) IDS Life agrees that the investment planning and investment
decisions will be in accordance with general investment policies of
the Fund as disclosed to IDS Life from time to time by the Fund and
as set forth in its prospectuses and registration statements filed
with the United States Securities and Exchange Commission.
(3) IDS Life agrees that it will maintain all required records,
memoranda, instructions or authorizations relating to the
acquisition or disposition of securities for the Fund.
(4) The Fund agrees that it will furnish to IDS Life any
information that the latter may reasonably request with respect to
the services performed or to be performed by IDS Life under this
agreement.
(5) IDS Life is authorized to select the brokers or dealers that
will execute the purchases and sales of portfolio securities for
the Fund and is directed to use its best efforts to obtain the best
available price and most favorable execution, except as prescribed
herein. Subject to prior authorization by the Fund's Board of
Directors of appropriate policies and procedures, and subject to
termination at any time by the Board of Directors, IDS Life may
also be authorized to effect individual securities transactions at
commission rates in excess of the minimum commission rates
available, to the extent authorized by law, if IDS Lifedetermines
in good faith that such amount of commission was reasonable in
relation to the value of the brokerage and research services
<PAGE>
PAGE 2
provided by such broker or dealer, viewed in terms of either that
particular transaction or IDS Life's overall responsibilities with
respect to the Fund and other investment companies advised by them
or either of them.
(6) It is understood and agreed that in furnishing the Fund with
the services as herein provided, neither IDS Life, nor any officer,
director or agent thereof shall be held liable to the Fund or its
creditors or shareholders for errors of judgment or for anything
except willful misfeasance, bad faith, or gross negligence in the
performance of its duties, or reckless disregard of its obligations
and duties under the terms of this agreement. It is further
understood and agreed that IDS Life may rely upon information
furnished to it reasonably believed to be accurate and reliable.
(7) The existence of an investment advisory agreement between IDS
Life and IDS Financial Services Inc. (IDS), a copy of which is
attached hereto as Exhibit B, is specifically acknowledged and
approved.
Part Two: COMPENSATION TO INVESTMENT MANAGER
(1) The Fund agrees to pay to IDS Life, and IDS Life covenants and
agrees to accept from the Fund in full payment for all the services
furnished, and for the use of all facilities and equipment, and for
all expenses paid or reimbursed by IDS Life hereunder, a fee for
each calendar day of each year equal to the total of 1/365th
(1/366th in each leap year) of:
.70 percent for the Equity Portfolio
.70 percent for the Income Portfolio
.70 percent for the Managed Portfolio
.70 percent for the Government Securities Portfolio; and
.50 percent for the Money Market Portfolio
to be computed for each day on the basis of net assets as of the
close of business of the full business day two (2) business days
prior to the day for which the computation is being made. In case
of the suspension of the computation of net asset value, the said
fee for each day during such suspension shall be computed as of the
close of business on the last full business day on which the net
assets were computed. As used herein, "net assets" as of the close
of a full business day shall include all transactions in shares of
the Fund recorded on the books of the Fund for that day.
(2) The foregoing fee shall be paid on a monthly basis and, in the
event of termination of this agreement, the fee accrued shall be
prorated on the basis of the number of days that this agreement is
in effect during the month with respect to which such payment is
made.
(3) The fee provided for hereunder shall be paid in cash by the
Fund to IDS Life within five (5) business days after the last day
of each month.
<PAGE>
PAGE 3
Part Three: ALLOCATION OF EXPENSES
(1) The Fund agrees to pay:
a. Fees payable to IDS Life for the latter's services under this
agreement.
b. All taxes of any kind payable by the Fund other than Federal
original issuance taxes on shares issued by the Fund.
c. All brokerage commissions and charges in the purchase and sale
of assets.
(2) IDS Life agrees to incur and pay for the cost of all services
described in Part One, Paragraph (1) of this agreement. The Fund
agrees in return to reimburse IDS Life for the aggregate cost of
the services listed below incurred by IDS Life in its operation of
the Fund.
a. All Custodian or Trustee fees, costs and expenses.
b. Costs and expenses in connection with the auditing and
certification of the records and accounts of the Fund by
independent certified public accountants.
c. Costs of obtaining and printing of dividend checks, reports to
shareholders, notices, proxies, proxy statements and tax notices to
shareholders, and also the cost of envelopes in which such are to
be mailed.
d. Postage on all communications, notices and statements to
brokers, dealers, and the Fund's shareholders.
e. All fees and expenses paid to directors of the Fund; however,
IDS Life will pay fees to directors who are officers or employees
of IDS Life or its affiliated companies.
f. Costs of fidelity and surety bonds covering officers, directors
and employees of the Fund.
g. All fees and expenses of attorneys and consultants who are not
officers or employees of IDS Life or any of its affiliates.
h. All fees paid for the qualification and registration for public
sales of the securities of the Fund under the laws of the United
States and of the several states of the United States in which the
securities of the Fund shall be offered for sale.
i. Cost of printing prospectuses and application forms for existing
shareholders, and any supplements thereto.
j. Any losses due to theft and defalcation of the assets of the
Fund, or due to judgments or adjustments not covered by surety or
fidelity bonds, and not covered by agreement or obligation.
<PAGE>
PAGE 4
k. All fees, costs, expenses and allowances payable to any person,
firm, or corporation for services under any agreement entered into
by the Fund covering the offering for sale, sale and distribution
of the Fund's shares.
l. Legal costs in conjunction with a claim asserted by the Board of
Directors of the Fund against IDS or IDS Life or their officers,
directors, employees or agents except that IDS Life shall reimburse
the Fund for reasonable legal costs incurred by the Fund if it is
ultimately determined by a court of competent jurisdiction or it is
agreed by IDS Life that it is liable in whole or in part to the
Fund and except further that if the Fund asserts a claim against a
third party which results in a recovery in whole or in part of
legal costs advanced by IDS Life, such recovery of costs shall be
refunded to IDS Life.
m. Filing fees and charges incurred by the Fund in connection with
filing any amendment to its articles of incorporation, or incurred
in filing any other document with the State of Minnesota or its
political subdivisions.
n. One-half of the Investment Company Institute membership dues
charged to IDS Life.
o. Organizational expenses of the Fund.
(3) IDS Life agrees to pay all other expenses associated with the
services it provides under the terms of this agreement. Further,
IDS Life agrees that, if at the end of any month the expenses of
the Fund, under this and any other agreement between the Fund and
IDS Life, but excluding those expenses set forth in (1)(b) and
(1)(c) of this Part Three exceed the most restrictive expense
limitations then in effect under any state securities law, or
regulations thereunder the Fund shall not pay those expenses set
forth in (1)(a) and (2) of this Part Three, and any expenses due
under any other agreement between the Fund and IDS Life, to the
extent necessary to keep the Fund's expenses from exceeding the
limitation, it being understood that IDS Life will assume all
unpaid expenses and bill the Fund for them in subsequent months but
in no event can the accumulation of unpaid expenses or billing be
carried past the end of the Fund's fiscal year.
Part Four: MISCELLANEOUS
(1) IDS Life shall be deemed to be an independent contractor and,
except as expressly provided or authorized in the agreement, shall
have no authority to act for or represent the Fund.
(2) A "full business day" shall be defined as a day with respect to
which the New York Stock Exchange is open for business, and "the
close of business" shall be defined as the time of closing of the
New York Stock Exchange.
(3) The Fund recognizes that IDS and IDS Life now render and may
continue to render investment advice and other services to other
investment companies which may or may not have investment policies
and investments similar to those of the Fund and that IDS and IDS
<PAGE>
PAGE 5
Life manages its own investments and those of its subsidiaries.
IDS and IDS Life shall be free to render such investment advice and
other services and the Fund hereby consents thereto.
(4) Neither this agreement nor any transaction had pursuant thereto
shall be invalidated or in anywise affected by the fact that
directors, officers, agents and/or shareholders of the Fund are or
may be interested in IDS or IDS Life, or any successor or assignee
thereof, as directors, officers, stockholders or otherwise; that
directors, officers, stockholders or agents of IDS or IDS Life are
or may be interested in the Fund as directors, officers,
shareholders, or otherwise; or that IDS or IDS Life, or any
successor or assignee, is or may be interested in the Fund as
shareholder or otherwise, provided, however, that neither IDS nor
IDS Life nor any officer, director or employee of IDS or IDS Life
or of the Fund shall sell to or buy from the Fund any property or
security other than shares issued by the Fund, except in accordance
with an applicable order of the United States Securities and
Exchange Commission.
(5) Any notice under this agreement shall be given in writing,
addressed, and delivered, or mailed postpaid to the party to this
agreement entitled to receive such, at such party's principal place
of business in Minneapolis, Minnesota, or to such other address as
either party may designate in writing mailed to the other.
(6) IDS Life agrees that no officer, director or employee of IDS
Life will deal for or on behalf of the Fund with himself as
principal or agent, or with any corporation or partnership in which
he may have a financial interest, except that this shall not
prohibit:
(a) Officers, directors or employees of IDS Life from having a
financial interest in the Fund or in IDS Life.
(b) The purchase of securities for the Fund, or the sale of
securities owned by the Fund, through a security broker or dealer,
one or more of whose partners, officers, directors or employees is
an officer, director or employee of IDS Life, provided such
transactions are handled in the capacity of broker only and
provided commissions charged do not exceed customary brokerage
charges for such services.
(c) Transactions with the Fund by a broker-dealer affiliate of IDS
Life if allowed by rule or order of the Securities and Exchange
Commission and if made pursuant to procedures adopted by the Fund's
Board of Directors.
(7) IDS Life agrees that, except as herein otherwise expressly
provided or as may be permitted consistent with the use of a broker
dealer affiliate of IDS Life under applicable provisions of the
Federal securities laws, neither it nor any of its officers,
directors or employees shall at any time during the period of this
agreement, make, accept or receive, directly or indirectly, any
fees, profits or emoluments of any character in connection with the
purchase or sale of securities (except shares issued by the Fund)
or other assets by or for the Fund.
<PAGE>
PAGE 6
Part Five: RENEWAL AND TERMINATION
(1) This agreement shall continue in effect until December 31, 1986
or until a new agreement is approved by a vote of the majority of
the outstanding shares of the Fund, and by vote of Directors
including the vote required by (b) of this paragraph and if no new
agreement is so approved, this agreement shall continue from year
to year thereafter unless and until terminated by either party as
hereinafter provided, except that such continuance shall be
specifically approved at least annually (a) by the Board of
Directors of the Fund or by a vote of the majority of the
outstanding shares of the Fund and (b) by the vote of a majority of
the Directors who are not parties to this agreement or interested
persons of any such party, cast in person at a meeting called for
the purpose of voting on such approval. As used in this paragraph,
the term "interested person" shall have the same meaning as set
forth in the Investment Company Act of 1940, as amended.
(2) This agreement may be terminated by either the Fund or IDS Life
at any time by giving the other party sixty days' previous written
notice of such intention to terminate, provided that any such
termination shall be made without the payment of any penalty, and
provided further that such termination may be effected either by
the Board of Directors of the Fund or by a vote of the majority of
the outstanding voting shares of the Fund. The vote of the
majority of the outstanding voting shares of the Fund for the
purpose of Part Five of the agreement shall be the vote at a
shareholders' annual meeting, or a special meeting duly called for
the purpose, of sixty-seven percent or more of such shares present
at such meeting if the holders of more than fifty percent of the
outstanding voting shares are present or represented by proxy, or
more than fifty percent of the outstanding voting shares of the
Fund, whichever is the less.
(3) This agreement shall terminate in the event of its assignment,
the term "assignment" for this purpose having the same meaning as
set forth in the Investment Company Act of 1940, as amended.
IN WITNESS THEREOF, the parties hereto have executed the foregoing
agreement on the day and year first above written.
IDS LIFE SERIES FUND, INC.
Attest_______________________ By____________________________
Secretary President
IDS LIFE INSURANCE COMPANY
Attest_______________________ By____________________________
Secretary Executive Vice President
<PAGE>
PAGE 1
EXHIBIT A: INVESTMENT ADVISORY AGREEMENT
Agreement effective the 11th day of July, 1984, by and between IDS
Life Insurance Company (IDS Life) and IDS/American Express Inc.
(IDS).
Whereas IDS Life has heretofore organized five companies, and
such companies have been registered as investment companies under
the Investment Company Act of 1940 (such companies being referred
to collectively as the "Funds" and individually as the "Fund"), and
may in the future organize one or more additional Funds;
Whereas IDS has a staff of experienced investment personnel
and facilities for the kind of investment portfolio contemplated
for such Fund or Funds;
NOW THEREFORE, it is mutually agreed:
1. Funds to Which Applicable. This agreement shall only be
effective to any Fund in respect of which:
a. IDS Life has notified IDS in writing to include such Fund
under the terms of this agreement; and
b. IDS Life has an existing legal duty to provide investment
management for such Fund; and
c. To the extent required by the Investment Company Act of 1940,
this agreement has been approved by a vote of the persons
having an interest in such Fund or an exemptive order from
such requirement of approval has been obtained from the
Securities and Exchange Commission; and continuance of its
applicability is approved as required by the Investment
Company Act of 1940; and
d. The applicability of this agreement has not been terminated as
provided in paragraph 8 hereof.
2. Investment Advice. IDS will continuously keep under
observation the investment portfolio and investment objectives
of any Fund covered by the terms of this agreement and will,
with respect to each such Fund, continuously furnish to IDS
Life (1) assistance and advice in investment planning, (2)
recommendations as to particular purchases and sales of
securities, and (3) information as to economic and market
factors and other information relating to the investment plans
of and the particular investment held in any such Fund.
3. Information Furnished to IDS. IDS Life shall furnish such
information to IDS as to holdings, purchases, and sales of
securities under its management and investment portfolio
requirements as will reasonably enable IDS to furnish the
investment advice under this agreement.
<PAGE>
PAGE 2
4. Furnishing Advice, Information and Notices. The advice,
information, reports, etc., furnished under this agreement to
IDS Life and any notice under this agreement shall be
furnished to the President of IDS Life or to the person or
persons designated in writing by him or by a person to whom he
has delegated the authority to so designate. Any information
or notice provided to IDS under the terms of this agreement
shall be furnished to the President of IDS or to the person or
persons designated in writing by him or by a person to whom he
has delegated the authority to so designate.
5. Purchase and Sale of Securities. IDS Life may, in its
discretion, direct purchase or sale orders to IDS which will
then place any such order with a broker or brokers or
negotiate such executions. All transactions will be executed
in a manner and in accordance with the procedures and
standards as set forth in, or as established in accordance
with, the investment management agreement between IDS Life and
such Fund. IDS Life shall furnish IDS with information
concerning such procedures and standards, and any amendments
thereto; and IDS will maintain records to assure that such
transactions have been executed in accordance therewith. It
is understood that IDS Securities Corporation, a subsidiary of
IDS and a member firm of the Pacific Stock Exchange, may
participate in brokerage commissions generated by any security
transactions under this agreement, and that other broker
dealer affiliates of IDS may be used to the extent consistent
with Section 15(f) of the Investment Company Act of 1940 and
other applicable provisions of the Federal securities laws.
6. Compensation to IDS. The fee for the services provided by
this agreement will be determined as follows:
a. The Fund shall pay the Company a fee for each calendar day of
each year equal to the total of 1/365th (1/366th in each leap
year) of 0.25% of the net assets of the Fund, to be computed
for each such day on the basis of net assets as of the close
of business on the next preceding full business day. In the
case of the suspension of the computation of asset value, the
said fee for each day during such suspension shall be computed
as of the close of business on the last full business day on
which the net assets were computed. As used herein, "net
assets" as of the close of a full business day shall include
all transactions in shares of the Fund recorded on the books
of the Fund for that day.
b. The foregoing fee shall be paid on a monthly basis in cash by
IDS Life to IDS within five (5) business days after the last
day of each month.
7. Miscellaneous.
a. IDS Life recognizes that IDS now renders and may continue to
render investment advice and other services to other persons
which may or may not have investment policies and investments
similar to those of the Funds included herein, and that IDS
manages its own investment and those of certain subsidiaries.<PAGE>
PAGE 3
IDS shall be free to render such investment advice and other
services, and IDS Life hereby consents thereto. This
agreement is separate from any agreement IDS Life and IDS may
have concerning investment advice in respect of certain
separate accounts of IDS Life.
b. It is understood and agreed that in furnishing the investment
advice and other services as herein provided neither IDS, nor
any officer, director, employee, or agent thereof shall be
held liable to IDS Life or Funds included herein or creditors
for errors of judgment or for anything except willful
misfeasance, bad faith, or gross negligence in the performance
of its duties, or reckless disregard of its obligations and
duties under the terms of this agreement. It is further
understood and agreed that IDS may rely upon information
furnished to it reasonably believed to be accurate and
reliable and that, except as hereinabove provided, IDS shall
not be accountable for any loss suffered by IDS Life or Funds
included herein by the reason of the latter's action or
nonaction on the basis of any advice or recommendation of IDS,
its officers, directors or agents.
8. Renewal and Termination
a. As to any Fund which (1) is a registered investment company
under the Investment Company Act of 1940, and (2) this
agreement has become applicable as provided in Section 1
above, this agreement, unless terminated pursuant to paragraph
b,c, or d below, shall continue in effect from year to year,
provided its continued applicability is specifically approved
at least annually (i) by the Board of Directors of said Fund
or by a vote of the holders of a majority of the outstanding
votes of the Fund and (ii) by vote of a majority of the
Directors who are not parties to this agreement or interested
persons of any such party, cast in person at a meeting called
for the purpose of voting on such approval. As used in this
paragraph, the term "interested person" shall have the same
meaning as set forth in the Investment Company Act of 1940, as
amended.
b. The applicability of this agreement to any Fund which is a
registered investment company within the meaning of the
Investment Company Act of 1940 may be terminated by sixty
days' written notice to either IDS or IDS Life.
c. IDS or IDS Life may terminate this agreement or the
applicability of this agreement to any Fund by giving sixty
days' written notice to the other party.
d. This agreement shall terminate, as to any Fund which is a
registered investment company under the Investment Company Act
of 1940, in the event of its assignment, the term "assignment"
for this purpose having the same meaning set forth in the
investment Company Act of 1940, as amended.
<PAGE>
PAGE 4
IN WITNESS WHEREOF, the parties hereto have executed the foregoing
agreement on the day and year first above written.
IDS LIFE INSURANCE COMPANY
Attest_____________________ By______________________________
Secretary Vice President - Financial
IDS/AMERICAN EXPRESS INC.
Attest_____________________ By______________________________
Asst. Secretary Senior Vice President and
General Counsel
<PAGE>
PAGE 1
IDS LIFE INSURANCE COMPANY'S
DESCRIPTION OF TRANSFER AND REDEMPTION PROCEDURES AND
METHOD OF CONVERSION TO FIXED BENEFIT POLICIES
This document sets forth, as required by Rule
6e-3(T)(b)(12)(iii), the administrative procedures that will be
followed by IDS Life Insurance Company ("IDS Life") in connection
with the issuance of its flexible premium survivorship variable
life insurance policy ("Policy"), the transfer of assets held
thereunder, and the redemption by Policyowners of their interests
in said policies. The document also describes the method that IDS
Life will use when a Policy is exchanged for a fixed benefit
insurance policy pursuant to Rule 6e-3(T)(b)(13)(v)(B).
TRANSFER AND REDEMPTION PROCEDURES
I. Purchase and Related Transactions
A. Premium Schedules and Underwriting Standards
This Policy is a flexible premium policy. The Policyowner has
flexibility, subject to certain restrictions, in determining the
amount and frequency of premium payments. At the time of
application, the Policyowner will determine a Scheduled Premium.
The Scheduled Premium is a level amount at a fixed interval of
time. However, the Policyowner can change the Scheduled Premium,
skip premium payments or make additional premium payments.
Generally, the Policyowner may, subject to certain restrictions,
make premium payments in any amount and at any frequency.
Failure to pay a Scheduled Premium will not itself cause a
Policy to lapse. Payment of Scheduled Premiums, however, will not
guarantee that it will remain in force. (For further information
about when a Policy will lapse, see page 5.)
Each month, a deduction is made from the Policy Value for the
cost of insurance, policy fee and optional benefits. This
deduction is based on the age, sex and risk classification of each
Insured and the duration of the Policy.
The Policies will be offered and sold pursuant to established
underwriting standards, and in accordance with state insurance
laws, which prohibit unfair discrimination among Policyowners, but
recognize that insurance costs must be based upon factors such as
age, sex, health or occupation.
B. Application and Initial Premium Processing
Upon receipt of a completed application, IDS Life will follow
certain insurance underwriting (i.e., evaluation of risks)
procedures designed to determine whether the proposed Insureds are
insurable. This process may involve such verification procedures
as medical examinations and may require that further information be
provided by the proposed Insureds before a determination can be
made. A Policy will not be issued and consequently a Policy Date
established, until this underwriting procedure has been completed.
<PAGE>
PAGE 2
If a premium is submitted with the Policy application,
insurance coverage will begin immediately if the Insureds are
insurable under a conditional insurance agreement. Otherwise,
insurance coverage will not begin until coverage is approved by IDS
Life.
If a premium is not paid with the application, insurance
coverage will begin on the date the premium is received, if the
Insureds are insurable under a conditional insurance agreement, or
on the later of the date the premium is received or the date IDS
Life approves coverage if the Insureds are not insurable under a
conditional insurance agreement.
C. Premium Allocation
In the application for a Policy, the Policyowner can allocate
premiums to the Fixed Account and/or the subaccounts. Until the
date that an application is approved by IDS Life's underwriting
department, the premiums received by IDS Life are held in IDS
Life's Fixed Account and interest at the current Fixed Account rate
is credited on the net premiums. As of the date IDS Life's
underwriting department approves the application, the net premiums
plus interest accrued thereon will be allocated to the Fixed
Account and/or the subaccounts in accordance with the allocation
instructions received from the Policyowner in the application.
Future net premiums will be allocated to the Fixed Account and/or
the subaccounts, in accordance with the application allocation
instructions unless the Policyowner changes the allocation
instructions by written request. Net premiums received after the
date IDS Life receives the new instructions, will be allocated to
the Fixed Account and/or the subaccounts, based on the new
allocation instructions.
D. Repayment of Loan
A loan made under the policy will be subject to an interest
rate of 6% per year. IDS Life expects to reduce the loan interest
rate after the 10th policy anniversary to 4% per year. The
Policyowner can at any time make a loan repayment which must be at
least $25 or 100% of the amount of the outstanding loan, if less.
When a loan is made, any loan taken from the subaccounts will
be transferred to the Fixed Account. The portion of the Fixed
Account Value which equals indebtedness will be credited with
interest at a rate of 4%.
All loan repayments will be allocated to the Fixed Account
and/or the subaccounts, using the premium allocation percentages in
effect at the time of payment unless the Policyowner specifies that
the loan repayment is to be allocated in a different manner.
II. Transfer Among the Subaccounts and the Fixed Account
The Policy currently has a Fixed Account and six subaccounts.
The subaccounts invest in portfolios of IDS Life Series Fund, Inc.
<PAGE>
PAGE 3
Except as noted in the next paragraph, the Policyowner may
transfer at any time all or part of the value of a subaccount to
other subaccounts, or to the Fixed Account by written request or
other requests acceptable to IDS Life. Each transfer must be for a
minimum of $250 or, if the value of the subaccount is less than
$250, the value of the subaccount. The transfer will take effect
on the date the request is received by IDS Life. IDS Life reserves
the right to limit transfers to five each policy year.
The Policyowner may transfer from the Fixed Account to the
subaccounts once a year but only on a policy anniversary or within
30 days after such policy anniversary. If such a transfer is made,
the Policyowner cannot transfer from the subaccounts back to the
Fixed Account until the next policy anniversary. If IDS Life
receives a request within 30 days before a policy anniversary date,
the transfer will be effective on the anniversary date. If IDS
Life receives a request within 30 days after a policy anniversary
date, the transfer will be effective on the date the request is
received by IDS Life. The minimum transfer amount is $250 or the
Fixed Account Value less indebtedness, if less. The maximum
transfer amount is the Fixed Account Value less indebtedness.
The Policyowner may request a transfer by calling IDS Life.
IDS Life has the authority to honor any telephone transfer request
believed to be authentic. IDS Life is not responsible for
determining the authenticity of such calls. A transfer request
received before 3 p.m. Central time (which is 4 p.m. New York time)
will be processed the same day. If a call or written request is
received after 3 p.m. Central time, the request will be processed
the following business day.
Automated transfers are also available. Automated transfers
of at least $50 may be requested monthly, quarterly, semiannually
or annually. Only one automated transfer arrangement may be in
effect at any time. Policy values may be transferred to one or
more subaccounts and the Fixed Account but can be transferred from
only one account. Automated transfers from the Fixed Account may
not exceed an amount that, if continued, would deplete the Fixed
Account within 12 months. If transfers from the Fixed Account to
one or more of the subaccounts are made, transfers from the
subaccounts back to the Fixed Account will not be allowed until the
next policy anniversary.
III. "Redemption" Procedures: Surrender and Related Transactions
A. Surrender for Cash Value
At any time before the death of the last surviving Insured,
the Policyowner may completely surrender the Policy by written
request. Any surrender payment from the subaccounts will be made
within seven days after IDS Life receives the written request,
unless payment is postponed pursuant to the relevant provisions of
the Investment Company Act of 1940. Any surrender payment from the
Fixed Account may be postponed for up to 6 months. If IDS Life
postpones payment more than 30 days, interest at an annual rate of <PAGE>
PAGE 4
3 percent will be paid on the amount surrendered for the period of
postponement. The surrender payment will equal the Policyowner's
Policy Value minus Indebtedness and, during the first fifteen
policy years, the Surrender Charge.
After the first policy year, the Policyowner may also request
a partial surrender up to 85 percent of the Policy's Cash Surrender
Value by written request or by calling IDS Life. IDS Life has the
authority to honor any telephone surrender request believed to be
authentic. IDS Life is not responsible for determining the
authenticity of such calls. A surrender request received before
3 p.m. Central time (which is 4 p.m. New York time) will be
processed the same day. If the call or written request is received
after 3 p.m., the request will be processed the following business
day. A fee of $25, but not exceeding 2 percent of the amount
surrendered is assessed for each partial surrender. The amount of
any partial surrender must be at least $500.
B. Benefit Claims
As long as the Policy remains in force, IDS Life will pay a
death benefit to the named beneficiary after receipt of due proof
of death of the last surviving Insured unless the Policy is
contested. The amount of the death benefit will be determined as
of the date of death of the last surviving Insured. The death
benefit proceeds will include interest from that date of death
until the date of payment. The death benefit proceeds payable will
be reduced by any Loan Balance.
Prior to the youngest Insured's attained insurance age 100,the
Policy provides two Death Benefit Options - Option 1 (a level
amount option) and Option 2 (a variable amount option). The
Policyowner chooses which option applies.
Under Option 1, the death benefit is the greater of
1) the Specified Amount; or
2) the applicable percentage of the Policy Value.
Under Option 2, the death benefit is the greater of
1) the Policy Value plus the Specified Amount; or
2) the applicable percentage of the Policy Value.
In lieu of payment of the death benefit in a single sum, an
election may be made to apply all or a portion of the proceeds
under one of the fixed benefit settlement options described in the
Policy. The election may be made by the Policyowner during the
Insured's lifetime. The beneficiary may make an election unless
the Policyowner has already done so. The fixed benefit settlement
options are subject to the restrictions and limitations set forth
in the policy.
<PAGE>
PAGE 5
On or after the youngest Insured's attained insurance age 100, the
proceeds payable upon the death of the last surviving Insured will
be the Policy's Cash Surrender Value.
C. Policy Lapsation
A lapse will occur if, on a monthly date, the Cash Surrender
Value is less than the monthly deduction for the policy month
following such monthly date, and the Policy is not being continued
under either the Death Benefit Guarantee to Age 85 or the Death
Benefit Guarantee to Age 100 provision. If lapse is going to
occur, IDS Life will notify the Policyowner, and the Policyowner
will have a 61 day grace period to make a premium payment so that
the estimated Cash Surrender Value will be sufficient to cover the
next three monthly deductions.
The Death Benefit Guarantee to Age 85 provision provides that,
until the youngest Insured's attained insurance age 85 (or 15
policy years, if later), the Policy will not lapse even if the Cash
Surrender Value cannot cover the monthly deduction on a monthly
date if (a) equals or exceeds (b) where:
(a) is the sum of all premiums paid minus any partial
surrenders and minus any indebtedness, and
(b) is the Death Benefit Guarantee to Age 85 premiums shown
in the Policy that have been due since the Policy Date,
including the current month.
The Death Benefit Guarantee to Age 100 provision provides
that, until the youngest Insured's attained insurance age 100, the
Policy will not lapse even if the Cash Surrender Value cannot cover
the monthly deduction on a monthly date if (a) equals or exceeds
(b) where:
(a) is the sum of all premiums paid minus any partial
surrenders and minus any indebtedness, and
(b) is the Death Benefit Guarantee to Age 100 premiums shown
in the Policy that have been due since the Policy Date,
including the current month.
D. Loans
The Policyowner may take loans under the Policy at any time as
long as the resulting indebtedness (including any existing
indebtedness) does not exceed 85% of the Policy Value, less
surrender charges. The Policy is the only security for the loan.
The requested loan amount will be taken from the Fixed Account and
the subaccounts in proportion to their respective values on the
date of the loan, unless the Policyowner requests a different
allocation. Any loan taken from the subaccount will be transferred
to the Fixed Account. The minimum loan amount is $500. (For
further information about the loan provisions, see page 2.)
<PAGE>
PAGE 6
The Policyowner may obtain a loan by sending a written request
or calling IDS Life. IDS Life has the authority to honor any
telephone loan request believed to be authentic. IDS Life is not
responsible for determining the authenticity of such calls. A loan
request received before 3 p.m. Central time (which is 4 p.m. New
York time) will be processed the same day. If the call or written
request is received after 3 p.m., the request will be processed the
following business day.
CASH ADJUSTMENT UPON EXCHANGE OF CONTRACT
At any time within 24 months of the Policy's Policy Date, the
Policyowner may exchange the Policy for a Flexible Premium
Survivorship Life Insurance Policy which provides for benefits that
do not vary with the investment return of the Variable Account.
The exchange is accomplished by transferring all of the Policy
Value in the subaccounts to the Fixed Account.
POLICY SPLIT OPTION RIDER
The Policy can be split on a 50/50 basis into two individual
permanent plans of life insurance then offered by IDS Life for
exchange, one on the life of each Insured, upon the occurrence of a
divorce of the Insureds or certain changes in federal estate tax
laws. Evidence of insurability will not be required by IDS Life.
The Specified Amount and Policy Value minus policy loans and
accrued loan interest will be divided evenly between the two
policies.
<PAGE>
PAGE 1
IDS LIFE INSURANCE COMPANY
DIRECTORS POWER OF ATTORNEY
City of Minneapolis
State of Minnesota
Each of the undersigned, as directors of IDS Life Insurance
Company, sponsor of the unit investment trust consisting of the IDS
Life Variable Life Separate Account, Flexible Premium Survivorship
Variable Life Insurance Policy, in connection with the filing of a
registration statement, pursuant to the requirements of the
Securities Act of 1933 and the Investment Company Act of 1940 with
the Securities and Exchange Commission, hereby constitutes and
appoints William A. Stoltzmann, Mary Ellyn Minenko and Colleen
Curran or either one of them, as her or his attorney-in-fact and
agent, to sign for her or him in her or his name, place and stead
any and all filings, applications (including applications for
exemptive relief), periodic reports, registration statements (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 states, and
grants to any or all of them the full power and authority to do and
perform each and every act required or necessary in connection
therewith.
Dated the 28th day of February, 1995.
/s/ Louis C. Fornetti /s/ Janis E. Miller
Louis C. Fornetti Janis E. Miller
/s/ David R. Hubers /s/ James A. Mitchell
David R. Hubers James A. Mitchell
/s/ Richard W. Kling /s/ Barry J. Murphy
Richard W. Kling Barry J. Murphy
/s/ Paul F. Kolkman /s/ Stuart A. Sedlacek
Paul F. Kolkman Stuart A. Sedlacek
/s/ Peter A. Lefferts /s/ Melinda S. Urion
Peter A. Lefferts Melinda S. Urion
