IDS LIFE SERIES FUND INC
485BPOS, 2000-06-29
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                    [ ]

Pre-Effective Amendment No.                                                [ ]

Post-Effective Amendment No.         26        (File No. 2-97636)          [X]
                                 ---------

                                                  and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940            [ ]

Amendment No.        26        (File No. 811-4299)                         [X]
                  ---------


                           IDS LIFE SERIES FUND, INC.
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                 IDS Tower 10, Minneapolis, Minnesota 55440-0010
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                                 (612) 671-3678
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          Mary Ellyn Minenko - IDS Tower 10, Minneapolis, MN 55440-0010
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Approximate Date of Proposed Public Offering:

It is proposed that this filing will become effective (check appropriate box)
   [ ] immediately upon filing pursuant to paragraph (b)
   [X]  on June 29, 2000 pursuant to paragraph (b)
   [ ] 60 days after filing pursuant to paragraph  (a)(1)
   [ ] on (date) pursuant to paragraph (a)(1)
   [ ] 75 days after filing pursuant to paragraph (a)(2)
   [ ] on (date) pursuant to paragraph (a)(2) of rule 485

If appropriate, check the following box:

   [ ] this post-effective  amendment  designates a new effective date for a
       previously filed post-effective amendment.

<PAGE>

IDS Life Series Fund, Inc.

Equity Portfolio

Equity Income Portfolio

Government Securities Portfolio

Income Portfolio

International Equity Portfolio

Managed Portfolio

Money Market Portfolio


prospectus/June 30, 2000


References to "Fund" throughout the remainder of this prospectus refer to Equity
Portfolio,  Equity Income Portfolio,  Government  Securities  Portfolio,  Income
Portfolio,  International  Equity Portfolio,  Managed Portfolio and Money Market
Portfolio, singularly or collectively as the context requires.

Please note that each Fund:

o    is not a bank deposit

o    is not federally insured


o    is not endorsed by any bank or government agency


o    is not guaranteed to achieve its goals

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

IDS Life  Insurance  Company (IDS Life) is not a bank or financial  institution,
and the securities it offers are not deposits or  obligations  of, or guaranteed
or endorsed by, any bank or financial  institution,  nor are they insured by the
Federal Deposit Insurance  Corporation,  the Federal Reserve Board, or any other
agency.

Managed by IDS Life Insurance Company

<PAGE>

Table of Contents

TAKE A CLOSER LOOK AT:

The Funds                                                3p

Equity Portfolio                                         3p

Goal                                                     3p

Investment Strategy                                      3p

Risks                                                    4p

Past Performance                                         5p

Management                                               6p

Equity Income Portfolio                                  7p

Goal                                                     7p

Investment Strategy                                      7p

Risks                                                    8p

Management                                               8p

Past Performance                                         8p

Government Securities Portfolio                          9p

Goal                                                     9p

Investment Strategy                                      9p

Risks                                                    9p

Past Performance                                        10p

Management                                              11p

Income Portfolio                                        12p

Goal                                                    12p

Investment Strategy                                     12p

Risks                                                   13p

Past Performance                                        13p

Management                                              14p

International Equity Portfolio                          15p

Goal                                                    15p

Investment Strategy                                     15p

Risks                                                   16p

Past Performance                                        17p

Management                                              18p

Managed Portfolio                                       19p

Goal                                                    19p

Investment Strategy                                     19p

Risks                                                   20p

Past Performance                                        20p

Management                                              21p

Money Market Portfolio                                  22p

Goal                                                    22p

Investment Strategy                                     22p

Risks                                                   23p

Past Performance                                        23p

Management                                              24p


Fees and Expenses                                       24p

Shareholder Fees                                        24p

Annual Fund Operating Expenses                          24p


Buying and Selling Shares                               25p

Valuing Fund Shares                                     25p

Purchasing Shares                                       25p

Transferring/Selling Shares                             25p

Distributions and Taxes                                 26p


Other Information                                       27p


Financial Highlights                                    28p

<PAGE>


The Funds


Please  remember  that you may not buy (nor  will  you own)  shares  of the Fund
directly. You invest by buying a variable life insurance policy from IDS Life or
IDS Life Insurance  Company of New York and allocating your premium  payments to
the  subaccounts  that invest in the Fund. The Fund may have similar  investment
policies,  goals and objectives as other funds managed or advised by IDS Life or
its affiliates.  However,  it is not the same as those other funds. It will have
its own  portfolio  holdings  and its own fees and  expenses.  Accordingly,  the
performance of the Fund will not be the same as any other fund.

Equity Portfolio

GOAL

The goal of the Fund is capital  appreciation.  Because any investment  involves
risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY

The Fund primarily invests in U.S. common stocks and securities convertible into
common stocks.


In pursuit of the Fund's goal,  American Express Financial  Corporation  (AEFC),
the Fund's investment advisor,* chooses equity investments by:


o    Identifying companies with:

     --   effective management,

     --   financial strength,

     --   competitive market position, and

     --   growth  potential  (these companies may be well-seasoned or relatively
          new and  lesser-known as long as the investment  advisor  believes the
          stock is attractive for capital growth),

o    Anticipating market trends.

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

     --   the security is overvalued,

     --   the security has reached AEFC's price objective,

     --   the company has met AEFC's earnings and/or growth expectations,

     --   political,  economic,  or other  events  could  affect  the  company's
          performance,

     --   AEFC  wishes  to  minimize   potential   losses  (i.e.,  in  a  market
          down-turn),

     --   AEFC wishes to lock-in profits, and

     --   AEFC identifies a more attractive opportunity.


Although not a primary investment strategy,  the Fund also may invest in foreign
securities, derivatives (such as futures, options, and forward contracts), money
market securities, and other instruments.

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


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


*    Each Fund pays IDS Life a fee for  managing  its  assets.  IDSLife and AEFC
     have an Investment  Advisory Agreement that calls for IDSLIfe to pay AEFC a
     fee for investment advice.


<PAGE>

RISKS

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

   Market Risk

   Small Company Risk

   Style Risk

Market Risk

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

Small Company Risk

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

Style Risk

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

<PAGE>

PAST PERFORMANCE

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


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

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

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

Equity Portfolio Performance (based on calendar years)




-4.90% +66.28%  +5.20%  +13.36% +2.76%  +38.39% +19.91% +21.13% +9.06% +80.89%

1990    1991    1992    1993    1994    1995   1996    1997    1998    1999

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was +62.34%  (quarter  ending December 1999) and the lowest return for a
calendar quarter was -23.55% (quarter ending September 1998).

The Fund's year to date return as of March 31, 2000 was +17.19%.

  Average Annual Total Returns (as of Dec. 31, 1999)

                                  1 year           5 years            10 years

 Equity Portfolio                +80.89%           +31.72%             +22.62%

 S&P 500 Index                   +21.04%           +28.56%             +18.21%

 S&P MidCap 400 Index            +14.72%           +23.05%             +17.32%


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

For purposes of calculation,  information  about each Fund assumes the deduction
of applicable  portfolio expenses,  makes no adjustments for taxes that may have
been paid on the  reinvested  income and capital  gains,  and covers a period of
widely fluctuating securities prices.

S&P 500 Index,  an unmanaged  list of common  stocks,  is  frequently  used as a
general measure of market  performance.  The index reflects  reinvestment of all
distributions and changes in market prices, but excludes  brokerage  commissions
or other fees.  However,  the S&P500 Index  companies are generally  larger than
those in which the Fund invests.


The S&P MidCap 400 Index is a  capitalization-weighted  index that  measures the
performance of the mid-range sector of the U.S. stock market.


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

<PAGE>

MANAGEMENT

Louis Giglio joined AEFC in January 1994 and serves as portfolio manager. He was
appointed to manage this Fund in April 1997. He also serves as portfolio manager
for IDS Strategy Aggressive Fund and the World Technologies Portfolio.  Prior to
joining AEFC, he had eight years of experience as a financial analyst with Bear,
Stearns & Co. Inc.  covering the  microcomputer  software and computer  services
industries.

<PAGE>

Equity Income Portfolio

GOAL


The goals of the Fund are a high level of current  income  and,  as a  secondary
goal, steady growth of capital.  Because any investment involves risk, achieving
these goals cannot be guaranteed.


INVESTMENT STRATEGY

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

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

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

o    Identifying companies with:

     --   dividend-paying stocks,

     --   effective management,

     --   financial strength, and

     --   moderate growth potential.

o    Determining specific industry weightings within the following sectors:

     --   Consumer cyclical          -- Energy

     --   Consumer stable            -- Technology

     --   Financial                  -- Industrial

o    Identifying stocks that are selling at low prices in relation to:

     --   current and projected earnings,

     --   current and projected dividends, and

     --   historic price levels.

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

     --   the security is overvalued,

     --   the security has reached AEFC's price objective,

     --   the company has met AEFC's earnings and/or growth expectations, and

     --   the  company or the  security  continues  to meet the other  standards
          described above.

<PAGE>


Although not a primary  investment  strategy,  the Fund also may invest in other
instruments such as foreign securities, convertible securities, debt obligations
(including  bonds  and  commercial  paper  of  any  rating),  and  money  market
securities.  Additionally,  the Fund may utilize  derivatives  (such as futures,
options,  and  forward  contracts)  to produce  incremental  earnings,  to hedge
existing positions and to increase flexibility.

During weak or declining  markets or when growth  opportunities are unavailable,
the Fund may invest more of its assets in money market  securities or commercial
paper.  Although the Fund  primarily  will invest in these  securities  to avoid
losses,  this  type of  investing  could  prevent  the Fund from  achieving  its
investment  objective.  During these times,  AEFC may make  frequent  securities
trades that could result in increased fees, expenses, and taxes.


For more information on strategies, see the Fund's SAI.

RISKS

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

   Market Risk

   Sector/Concentration Risk

   Inflation Risk

Market Risk

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

Sector/Concentration Risk

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

Inflation Risk

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

MANAGEMENT


Keith Tufte joined AEFC in 1990. He became portfolio manager of this Fund in May
2000. He also serves as portfolio manager of some of the American Express Funds,
including  AXP  Blue  Chip  Advantage  Fund,  Aggressive  Growth  Portfolio  and
co-manager of AXP Variable Portfolio- Blue Chip Advantage Fund. He has served as
director of research-equities since 1998. Prior to that he was portfolio manager
of Equity Income Portfolio.

PAST PERFORMANCE

The bar chart and past performance  table are not presented because the Fund did
not begin operations until June 17, 1999.


<PAGE>


Government Securities Portfolio


GOAL

The goal of the Fund is a high level of current  income and safety of principal.
Because any investment involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY

Under normal  market  conditions,  the Fund's  assets  primarily are invested in
securities  issued  or  guaranteed  as to  principal  and  interest  by the U.S.
government and its agencies.

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

o    Considering opportunities and risks by reviewing credit characteristics and
     interest rate outlook.

o    Identifying and buying securities that:

     --   are high quality, or

     --   have similar  qualities,  in AEFC's opinion,  even though they are not
          rated or have been given a lower rating by a rating agency, and

     --   have short or intermediate-term maturities.

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

     --   the interest rate or economic outlook changes,

     --   the security is overvalued,

     --   AEFC wishes to lock-in profits,

     --   AEFC identifies a more attractive opportunity, and

     --   the  issuer or the  security  continues  to meet the  other  standards
          described above.

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


During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing  also could prevent the Fund
from  achieving  its  investment  objective.  During these times,  AEFC may make
frequent  securities trades that could result in increased fees,  expenses,  and
taxes.


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

RISKS

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

   Market Risk

   Correlation Risk

   Interest Rate Risk

Market Risk

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

<PAGE>

Correlation Risk

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

Interest Rate Risk

The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall).

PAST PERFORMANCE

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


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

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

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

 Government Securities Portfolio Performance (based on calendar years)




+6.09% +16.39%  +6.68%  +12.18% -4.89%  +18.02% +1.49% +8.60% +8.39%  -1.97%

1990    1991    1992    1993    1994    1995   1996    1997    1998    1999

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was +6.88% (quarter  ending  September 1991) and the lowest return for a
calendar quarter was -4.14% (quarter ending March 1994).
<TABLE>
<CAPTION>

The Fund's year to date return as of March 31, 2000 was +2.29%.

 Average Annual Total Returns (as of Dec. 31, 1999)
<S>                                          <C>                <C>              <C>

                                                 1 year            5 years          10 years

 Government Securities Portfolio                 -1.97%             +6.69%            +6.87%

 Merrill Lynch U.S. Government Index             -2.11%             +7.46%            +7.51%

 Merrill Lynch 1-3 Year Government Index         +3.06%             +6.51%            +6.59%


</TABLE>

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

For purposes of calculation,  information  about each Fund assumes the deduction
of applicable  portfolio expenses,  makes no adjustments for taxes that may have
been paid on the  reinvested  income and capital  gains,  and covers a period of
widely fluctuating securities prices.

<PAGE>


Merrill  Lynch U.S.  Government  Index is an unmanaged  list of all treasury and
agency  securities.  The  index is used as a  general  measure  of  performance.
However,  the securities used to create the index may not be  representative  of
the debt securities held in the Government Securities Portfolio.


Merrill Lynch 1-3 Year Government Index is an unmanaged list of all treasury and
agency  securities.  The  index is used as a  general  measure  of  performance.
However,  the securities used to create the index may not be  representative  of
the debt securities held in the Government Securities Portfolio.


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


MANAGEMENT

Colin  Lundgren  joined  AEFC in 1986 and serves as  portfolio  manager.  He has
managed the Fund since January 1997.  He served as associate  portfolio  manager
for IDS Advisory and Wealth Management  Service from 1995 to 1997. Prior to that
he held various positions of responsibility for the development and operation of
enhanced equity index products, fixed income quantitative analysis, and mortgage
sector analysis.

<PAGE>

Income Portfolio

GOAL

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

INVESTMENT STRATEGY

Under  normal  market  conditions,  the  Fund  primarily  will  invest  in  debt
securities.  At least 50% of its net assets are  invested  in  investment  grade
corporate  bonds,  certain unrated debt  obligations  that are believed to be of
investment  grade quality,  and government  securities  (including  asset-backed
securities).  The Fund will  purchase  bonds that are issued by U.S. and foreign
companies. Foreign investments are limited to 25% of the Fund's total assets.

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

o    Considering opportunities and risks by reviewing credit characteristics and
     interest rate outlook.

o    Identifying and buying securities that:

     --   are medium and high quality,

     --   have maturities that complement AEFC's  expectations for long-term and
          short-term interest rates, and

     --   are expected to  outperform  other market  sectors on a  risk-adjusted
          basis (i.e., after considering  coupon,  sinking fund provision,  call
          protection, and quality).

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

     --   the interest rate or economic outlook changes,

     --   a sector or industry is experiencing change,

     --   a security's rating is changed or is vulnerable to a change,

     --   the security is overvalued, and

     --   AEFC identifies a more attractive opportunity.


Although not a primary  investment  strategy,  the Fund also may invest in money
market  securities,   derivatives  (such  as  futures,   options,   and  forward
contracts), convertible securities, and other instruments.

During  weak or  declining  markets,  the Fund may invest  more of its assets in
money  market  securities.  Although  the Fund  primarily  will  invest in these
securities to avoid losses,  this type of investing  also could prevent the Fund
from  achieving  its  investment  objective.  During these times,  AEFC may make
frequent  securities trades that could result in increased fees,  expenses,  and
taxes.


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

<PAGE>

RISKS

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

   Market Risk

   Interest Rate Risk

   Credit Risk

Market Risk

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

Interest Rate Risk

The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall).

Credit Risk

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

PAST PERFORMANCE

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


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

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

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

 Income Portfolio Performance (based on calendar years)




+6.04% +15.43%  +9.62%  +14.92% -4.38%  +21.04% +3.50% +8.04% +5.49%  +0.44%

1990    1991    1992    1993    1994    1995   1996    1997    1998    1999

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter  was +7.24%  (quarter  ending  June  1995) and the  lowest  return for a
calendar quarter was -3.44% (quarter ending March 1994).

The Fund's year to date return as of March 31, 2000 was +0.94%.

<PAGE>

 Average Annual Total Returns (as of Dec. 31, 1999)

                                           1 year       5 years         10 years

 Income Portfolio                          +0.44%        +7.48%           +7.78%

 Lehman Brothers Aggregate Bond Index      -0.82%        +7.73%           +7.70%


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

For purposes of calculation,  information  about each Fund assumes the deduction
of applicable  portfolio expenses,  makes no adjustments for taxes that may have
been paid on the  reinvested  income and capital  gains,  and covers a period of
widely fluctuating securities prices.

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

MANAGEMENT

Lorraine R. Hart  joined  AEFC in 1984 and serves as vice  president - insurance
investments.  She has managed the Fund since 1991. She also manages the invested
asset portfolios of IDS Life, IDS Life of New York, and American Enterprise Life
Insurance Company.

<PAGE>

International Equity Portfolio

GOAL

The goal of the Fund is capital  appreciation.  Because any investment  involves
risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY


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

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


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


o    Considering opportunities and risks within regions or countries,


o    Identifying sectors or companies with strong growth potential, and

o    Selecting  stocks  of  companies  that  AEFC  believes  have the  following
     fundamental strengths:

     --   financial strength,

     --   high demand for their products or services, and

     --   effective management.


o    Identifying   securities  with  sufficient   liquidity  in  trading  volume
     (however,  AEFC may invest up to 10% of the  Fund's net assets in  illiquid
     securities).


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

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


     --   the security is overvalued,


     --   the security has reached AEFC's price objective,

     --   the company or the security continues to meet the standards  described
          above, and

     --   the region or  country is  undergoing  political,  economic,  or other
          change.


AEFC closely monitors the Fund's exposure to foreign currency fluctuations. From
time to time, AEFC may purchase derivative instruments to hedge against currency
fluctuations.  Although not a primary investment strategy,  the Fund may utilize
derivative   instruments  to  produce  incremental   earnings  and  to  increase
flexibility.  The Fund also may invest in other instruments such as money market
securities, preferred stocks, convertible securities and debt securities (of any
rating).

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


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

<PAGE>

RISKS

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

   Market Risk

   Correlation Risk

   Foreign/Emerging Markets Risk

   Liquidity Risk

   Style Risk

Market Risk

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

Correlation Risk

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

Foreign/Emerging Markets Risk

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

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

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

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

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

Liquidity Risk

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

Style Risk

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

<PAGE>

PAST PERFORMANCE

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


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

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

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

 International Equity Portfolio Performance (based on calendar years)




                                       +39.33% +23.85% +6.20% +21.52% +37.04%

1990    1991    1992    1993    1994    1995   1996    1997    1998    1999

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was +28.11%  (quarter  ending December 1999) and the lowest return for a
calendar quarter was -15.13% (quarter ending September 1998).

The Fund's year to date return as of March 31, 2000 was -2.95%.

 Average Annual Total Returns (as of Dec. 31, 1999)

                                       1 year       5 year       Since inception

 International Equity Portfolio       +37.04%      +25.00%         +23.69%(a)

 MSCI EAFE Index                      +25.27%      +11.14%         +9.79%(b)

(a) Inception date was Oct. 28, 1994.

(b) Measurement period started Nov. 1, 1994.


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

For purposes of calculation,  information  about each Fund assumes the deduction
of applicable  portfolio expenses,  makes no adjustments for taxes that may have
been paid on the  reinvested  income and capital  gains,  and covers a period of
widely fluctuating securities prices.


<PAGE>

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

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

MANAGEMENT

Peter Lamaison, co-manager of the Fund, joined AEFC in 1981 and has since served
as president,  chief executive officer and chief investment  officer of American
Express Asset Management  International  Inc. He served as portfolio  manager of
AXPInternational  Fund from its inception in 1984 until 1995. He reassumed  this
position  in  September  1997 and has  managed  or  co-managed  AXPInternational
Fundever  since.  He currently also serves as co-manager of AXP Global  Balanced
Fund and AXP Variable Portfolio - International Fund.

Ian King,  co-manager  of the Fund,  joined  AEFC in 1995.  He also  manages the
assets  of  Emerging  Markets  Portfolio,  which  is  managed  by  AEFC  and its
London-based subsidiary, American Express Asset Management International Inc. He
currently  also is a member of the  portfolio  management  team for Total Return
Portfolio and is co-manager of AXP Global Balanced Fund, AXP Variable  Portfolio
- International  Fund and AXP International  Fund. Prior to joining AEFC, he was
director of Lehman Brothers Global Asset Management Ltd. from 1992 to 1995.


<PAGE>

Managed Portfolio

GOAL

The  goal  of  the  Fund  is to  maximize  total  investment  return  through  a
combination of capital  appreciation and current income.  Because any investment
involves risk, achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY

The Fund's assets  primarily  are invested in a  combination  of equity and debt
securities.  It will invest in a  combination  of common and  preferred  stocks,
convertible  securities,  debt  securities,  and money market  instruments.  Its
investments  will be  continuously  adjusted  subject to the following three net
asset  limits:  (1) up to 75% in  equity  securities,  (2) up to 75% in bonds or
other debt securities,  and (3) up to 100% in money market  instruments.  Of the
assets  invested in bonds,  at least 50% will be in investment  grade  corporate
bonds (or in other  bonds that the  investment  manager  believes  have the same
investment  qualities) and in government  bonds.  Foreign  investments  will not
exceed 25% of the Fund's total assets.

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

o    Identifying companies with:

     --   effective management,

     --   financial strength,

     --   competitive market position, and

     --   growth  potential  (these companies may be well-seasoned or relatively
          new and  lesser-known as long as the investment  advisor  believes the
          stock is attractive for capital growth),

o    Anticipating market trends.

AEFC chooses debt obligations by:

o    Considering opportunities and risks by credit rating and currency.

o    Focusing on investment-grade U.S. and foreign bonds.

o    Focusing on bonds that contribute to portfolio diversification.

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

     --   the security is overvalued,

     --   the security has reached AEFC's price objective, and

     --   the company or the security continues to meet the standards  described
          above.


Although not a primary investment strategy,  the Fund also may invest in certain
other instruments,  including derivatives (such as futures, options, and forward
contracts).  AEFC may make  frequent  securities  trades  that  could  result in
increased fees, expenses and taxes.


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

<PAGE>

RISKS

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

   Market Risk

   Interest Rate Risk

   Credit Risk

Market Risk

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

Interest Rate Risk

The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall).

Credit Risk

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

PAST PERFORMANCE

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


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

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

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

 Managed Portfolio Performance (based on calendar years)




+8.39% +32.11%  +10.34%  +19.87% +0.66%  +19.04% +14.52% +17.91% +14.43% +24.62%

1990    1991    1992    1993    1994    1995   1996    1997    1998    1999

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter was +18.58%  (quarter  ending December 1999) and the lowest return for a
calendar quarter was -11.45% (quarter ending September 1998).

The Fund's year to date return as of March 31, 2000 was +8.22%.

<PAGE>

 Average Annual Total Returns (as of Dec. 31, 1999)

                                  1 year             5 years          10 years

 Managed Portfolio               +24.62%             +18.05%           +15.89%

 S&P 500 Index                   +21.04%             +28.56%           +18.21%

 Lipper Balanced Fund Index       +8.98%             +16.33%           +12.26%


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

For purposes of calculation,  information  about each Fund assumes the deduction
of applicable  portfolio expenses,  makes no adjustments for taxes that may have
been paid on the  reinvested  income and capital  gains,  and covers a period of
widely fluctuating securities prices.

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

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

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

MANAGEMENT



Jeanette  Parr  joined  AEFC in 1992 as a fixed  income  analyst  and  serves as
portfolio  manager.  She began  managing the fixed  income  portfolio of managed
portfolio  in May  2000.  She has been a member  of the  Advisory  Fixed  Income
Portfolio  Management  Team since  1998.  Prior to that she served as  associate
portfolio manager on the corporate account for investment grade bonds.


Douglas  Guffy joined AEFC in 1994 as an equity  analyst and serves as portfolio
manager.  He began managing the equity income portfolio of Managed  Portfolio in
September 1998 and served as associate  portfolio  manager since 1997.  Prior to
that,  he  served  as group  director-financial  services  within  the  research
department.

<PAGE>

Money Market Portfolio

GOAL

The  goal of the Fund is to  provide  maximum  current  income  consistent  with
liquidity and  conservation  of capital.  Because any investment  involves risk,
achieving this goal cannot be guaranteed.

INVESTMENT STRATEGY

The Fund's assets  primarily are invested in money market  instruments,  such as
marketable debt obligations issued by the U.S. government or its agencies,  bank
certificates of deposit, bankers' acceptances, letters of credit, and commercial
paper.

Because  the Fund  seeks to  maintain a  constant  net asset  value of $1.00 per
share, capital appreciation is not expected to play a role in the Fund's return.
An investment  in the Fund is not insured or  guaranteed by the Federal  Deposit
Insurance Company or any other government agency.

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

o    limits its average portfolio maturity to ninety days or less;

o    buys obligations with remaining maturities of 397 days or less; and

o    buys only domestic obligations that present minimal credit risk.

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

o    Considering  opportunities  and  risks  given  current  interest  rates and
     anticipated interest rates.

o    Purchasing  securities  based on the timing of cash flows in and out of the
     Fund.

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

     --   the  issuer's  credit  rating  declines or AEFC expects a decline (the
          Fund,  in certain  cases,  may  continue  to own  securities  that are
          down-graded until AEFC believes it is advantageous to sell),

     --   political,  economic,  or  other  events  could  affect  the  issuer's
          performance,

     --   AEFC identifies a more attractive opportunity, and

     --   the  issuer or the  security  continues  to meet the  other  standards
          described above.

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

<PAGE>

RISKS

Please  remember that with any investment you may lose money.  Although the Fund
seeks to  maintain  the  value of your  investment  at $1.00  per  share,  it is
possible to lose money by investing in the Fund. The Fund's yield will vary from
day-to-day. Principal risks associated with an investment in the Fund include:

   Market Risk

   Interest Rate Risk

Market Risk

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

Interest Rate Risk

The risk of losses  attributable  to changes  in  interest  rates.  This term is
generally  associated  with bond prices (when interest  rates rise,  bond prices
fall).

PAST PERFORMANCE

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

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

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

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

 Money Market Portfolio Performance (based on calendar years)




+7.98%  +5.60%  +3.37%  +2.66% +3.62%  +5.22% +4.94% +5.09% +5.08% +4.72%

1990    1991    1992    1993    1994    1995   1996    1997    1998    1999

During the  period  shown in the bar chart,  the  highest  return for a calendar
quarter  was +1.95%  (quarter  ending  June  1990) and the  lowest  return for a
calendar quarter was +0.63% (quarter ending March 1994).

The Fund's year to date return as of March 31, 2000 was +1.37%.

<PAGE>

 Average Annual Total Returns (as of Dec. 31, 1999)

                              1 year     5 years       10 years

 Money Market Portfolio       +4.72%      +5.01%         +4.82%


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

For purposes of calculation,  information  about each Fund assumes the deduction
of applicable  portfolio expenses,  makes no adjustments for taxes that may have
been paid on the  reinvested  income and capital  gains,  and covers a period of
widely fluctuating securities prices.

MANAGEMENT

Terry Fettig joined AEFC in 1986 and serves as portfolio manager. He has managed
this Fund since 1996. He also serves as portfolio manager of IDS Cash Management
Fund,  IDS  Intermediate  Tax-Exempt  Fund, IDS Tax-Free money Fund and IDS Life
Moneyshare Fund.


Fees and Expenses

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

SHAREHOLDER FEES (fees paid directly from your investment)

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

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

o    Management Fees

Each Fund pays IDS Life  Insurance  Company  (IDS Life) a fee for  managing  its
assets. Under the Investment  Management Services Agreement,  the following fees
were paid as a percentage of average daily net assets for the most recent fiscal
year:

     Fund                                                 Fee
Equity Portfolio                                         0.70%
Equity Income Portfolio                                  0.70%
Government Securities Portfolio                          0.70%
Income Portfolio                                         0.70%
International Equity Portfolio                           0.95%
Managed Portfolio                                        0.70%
Money Market Portfolio                                   0.50%

o    Distribution (12b-1) Fees

The Fund has not adopted a plan under Rule 12b-1 of the  Investment  Company Act
of 1940.

o    Other Expenses

Each Fund pays  taxes,  brokerage  commissions  and other  nonadvisory  expenses
including  administrative and accounting services.  However, IDS Life has agreed
to a voluntary  limit of the annual  charge of 0.10% of average daily net assets
for these  nonadvisory  expenses.  IDS Life  reserves  the right to  discontinue
limiting these nonadvisory expenses to 0.10%.  However, its present intention is
to  continue  the limit until the time that  actual  expenses  are less than the
limit.

<PAGE>

Buying and Selling Shares


VALUING FUND SHARES


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


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


PURCHASING SHARES


You may not buy (nor will you own)  shares of the Fund  directly.  You invest by
buying a variable  life  insurance  policy from IDS Life or IDS Life of New York
and allocating your premium payments among different subaccounts of the variable
accounts that invest in the Funds.  In the future,  the Fund may offer shares to
the owners of other variable life and variable  annuity  contracts and qualified
plans. Your purchase price will be the next NAV calculated after your request is
received by the Fund or an authorized insurance company.

For further  information  concerning minimum and maximum payments and submission
and  acceptance  of our  application  see the  variable  life  insurance  policy
prospectus.


TRANSFERRING/SELLING SHARES

You can transfer  all or part of your value in a subaccount  investing in shares
of the Fund to one or more of the other subaccounts investing in shares of other
funds with different investment  objectives.  Please refer to your variable life
insurance  policy   prospectus  for  more  information   about  transfers  among
subaccounts.


You may sell any shares presented by the subaccounts.  Policy surrender  details
are  described  in your  variable  life  insurance  policy  prospectus.  Payment
generally will be mailed within seven days of the surrender request.  The amount
may be more or less than the amount invested.  Shares will be sold at NAV at the
next close of business after we receive the request.


<PAGE>

Distributions and Taxes

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

DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS


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


REINVESTMENT


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


TAXES

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

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

Federal  income  taxation of variable  account or  subaccounts,  life  insurance
companies and variable life insurance policiesis discussed in your variable life
insurance policy prospectus.

<PAGE>

Other Information

ABOUT IDS LIFE AND AEFC

IDS Life is a stock life insurance  company  organized in 1957 under the laws of
the State of Minnesota  and located at 200 AXP  Financial  Center,  Minneapolis,
MN55474.  IDS Life  conducts  a  conventional  life  insurance  business  in the
District of Columbia and all states except New York.

IDS Life is a  wholly-owned  subsidiary of AEFC,  which itself is a wholly-owned
subsidiary  of American  Express  Company,  a financial  services  company  with
headquarters at American  Express Tower,  World Financial  Center,  New York, NY
10285. The AEFC family of companies offers not only insurance and annuities, but
also  mutual  funds,  investment  certificates  and a broad  range of  financial
management  services.  AEFC has been a provider of financial services since 1894
and as the end of the most recent  fiscal year managed more than $228 billion in
assets.

<PAGE>
<TABLE>
<CAPTION>

Financial Highlights

Equity Portfolio

Fiscal period ended April 30,

--------------------------------------------------------------------------------------------------------------------
 Per share income and capital changes(a)
<S>                                   <C>              <C>               <C>               <C>                <C>
                                           2000            1999              1998              1997              1996

Net asset value, beginning of period     $27.80           $33.96            $23.52            $29.34            $20.05
---------------------------------------------------------------------------------------------------------------------------

Income from investment operations:

Net investment income (loss)               (.18)            (.06)             (.08)              .05               .03

Net gains (losses) (both realized and unrealized)          20.10             (1.17)            11.55             (1.34)
9.30
---------------------------------------------------------------------------------------------------------------------------

Total from investment operations          19.92            (1.23)            11.47             (1.29)             9.33

Less distributions:

Dividends from net investment income        --               --                --               (.05)             (.03)

Distributions from realized gains           --             (4.93)            (1.03)            (4.48)             (.01)
---------------------------------------------------------------------------------------------------------------------------

Total distributions                         --              4.93)            (1.03)            (4.53)             (.04)
---------------------------------------------------------------------------------------------------------------------------

Net asset value, end of period           $47.72           $27.80            $33.96            $23.52            $29.34

---------------------------------------------------------------------------------------------------------------------------
 Ratios/supplemental data

Net assets, end of period            $1,714,508         $988,937          $933,817          $551,518          $448,412
(in thousands)
---------------------------------------------------------------------------------------------------------------------------

Ratio of expenses to average                .72%             .73%              .72%              .76%              .76%
daily net assets(b)
---------------------------------------------------------------------------------------------------------------------------

Ratio of net investment income (loss)      (.46%)           (.26%)            (.29%)             .21%              .15%
to average daily net assets
---------------------------------------------------------------------------------------------------------------------------

Portfolio turnover rate (excluding          126%             130%              147%              231%
short-term securities)
---------------------------------------------------------------------------------------------------------------------------

Total return(c)                           71.66%           (2.80%)          49.52%             (3.66%)           46.63%
---------------------------------------------------------------------------------------------------------------------------

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

b    Expense  ratio is based on total  expenses of the Fund before  reduction of
     earnings credits on cash balances.

c    Total return does not reflect the expenses that apply to the subaccounts or
     the policies.

<PAGE>

Equity Income Portfolio

Fiscal period ended April 30,

---------------------------------------------------------------------------------------------------------------------------
 Per share income and capital changes(a)

                                                            2000(b)

Net asset value, beginning of period                      $10.00
---------------------------------------------------------------------------------------------------------------------------

Income from investment operations:

Net investment income (loss)                                 .05

Net gains (losses) (both realized and unrealized)           (.46)
---------------------------------------------------------------------------------------------------------------------------

Total from investment operations                            (.41)

Less distributions:

Dividends from net investment income                        (.05)
---------------------------------------------------------------------------------------------------------------------------

Net asset value, end of period                             $9.54
---------------------------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------------------------
 Ratios/supplemental data

Net assets, end of period (in thousands)                  $2,286
---------------------------------------------------------------------------------------------------------------------------

Ratio of expenses to average daily net assets(c,d)           .81%e
---------------------------------------------------------------------------------------------------------------------------

Ratio of net investment income (loss) to average            1.15%e
daily net assets
---------------------------------------------------------------------------------------------------------------------------

Portfolio turnover rate (excluding short-term securities)  20.07%
---------------------------------------------------------------------------------------------------------------------------

Total return(f)                                            (4.12%)
---------------------------------------------------------------------------------------------------------------------------

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

(b)  For the period from June 17, 1999 (commencement of operations) to April 30,
     2000.

(c)  Expense  ratio is based on total  expenses of the Fund before  reduction of
     earnings credits on cash balances.

(d)  IDS Life voluntarily limited total operating expenses. Had IDSLife not done
     so, the ratio of expenses to average daily net assets would have been 3.91%
     for the period ended April 30, 2000.

(e)  Adjusted to an annual basis.

(f)  Total return does not reflect the expenses that apply to the subaccounts or
     the policies.

<PAGE>

Government Securities Portfolio

Fiscal period ended April 30,

---------------------------------------------------------------------------------------------------------------------------
 Per share income and capital changes(a)

                                           2000            1999               1998              1997              1996

Net asset value, beginning of period     $10.13           $10.18             $9.87             $9.98             $9.85
---------------------------------------------------------------------------------------------------------------------------

Income from investment operations:

Net investment income (loss)                .52              .53               .56               .59               .61

Net gains (losses) (both realized          (.44)             .04               .42              (.03)              .13
and unrealized)
---------------------------------------------------------------------------------------------------------------------------

Total from investment operations            .08              .57               .98               .56               .74
---------------------------------------------------------------------------------------------------------------------------

Less distributions:

Dividends from net investment income       (.53)            (.53)             (.56)             (.59)             (.61)

Distributions from realized gains          (.04)            (.09)             (.11)             (.08)              --
---------------------------------------------------------------------------------------------------------------------------

Total distributions                        (.57)            (.62)             (.67)             (.67)             (.61)

Net asset value, end of period            $9.64           $10.13            $10.18             $9.87             $9.98

---------------------------------------------------------------------------------------------------------------------------
 Ratios/supplemental data

Net assets, end of period               $18,491          $21,935           $14,607           $13,377           $12,464
(in thousands)
---------------------------------------------------------------------------------------------------------------------------

Ratio of expenses to average daily          .81%             .80%              .80%              .80%              .80%
 net assets(b,c)

Ratio of net investment income (loss)      5.40%            5.19%             5.57%             5.88%             5.98%
to average daily net
---------------------------------------------------------------------------------------------------------------------------

Portfolio turnover rate (excluding          123%              89%               82%               62%               38%
 short-term securities)
---------------------------------------------------------------------------------------------------------------------------

Total return(d)                             .86%            5.73%            10.11%             5.83%             7.45%

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

(b)  IDS Life  voluntarily  limited total operating  expenses.  Had IDS Life not
     done so, the ratio of expenses to average  daily net assets would have been
     0.87%,  0.89%,  0.85% and 0.88% for the years ended April 30,  1999,  1998,
     1997 and 1996, respectively.

(c)  Expense  ratio is based on total  expenses of the Fund before  reduction of
     earnings credits on cash balances.

(d)  Total return does not reflect the expenses that apply to the subaccounts or
     the policies.

<PAGE>

Income Portfolio

Fiscal period ended April 30,

---------------------------------------------------------------------------------------------------------------------------
 Per share income and capital changes(a)

                                           2000            1999              1998               1997              1996

Net asset value, beginning of period      $9.89           $10.28            $10.03             $9.93             $9.64
---------------------------------------------------------------------------------------------------------------------------

Income from investment operations:

Net investment income (loss)                .64              .67               .69               .68               .68

Net gains (losses) (both realized          (.67)            (.32)              .29               .10               .29
and unrealized)
---------------------------------------------------------------------------------------------------------------------------

Total from investment operations           (.03)              .35              .98               .78               .97
---------------------------------------------------------------------------------------------------------------------------

Less distributions:

Dividends from net investment income       (.64)             (.67)            (.69)             (.68)             (.68)

Distributions from realized gains           --                 (.07)            (.04)            --                --

Excess distributions from net              (.05)             --                --                --                --
investment income
---------------------------------------------------------------------------------------------------------------------------

Total distributions                        (.69)             (.74)            (.73)             (.68)             (.68)
---------------------------------------------------------------------------------------------------------------------------

Net asset value, end of period            $9.17             $9.89           $10.28            $10.03             $9.93
---------------------------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------------------------
 Ratios/supplemental data

Net assets, end of period               $92,351          $97,578           $82,773           $66,745           $54,976
(in thousands)
---------------------------------------------------------------------------------------------------------------------------

Ratio of expenses to average daily          .74%             .75%              .74%              .80%              .80%
net assets(b)
---------------------------------------------------------------------------------------------------------------------------

Ratio of net investment income (loss)      6.71%            6.65%             6.69%             6.73%             6.72%
to average daily net assets
---------------------------------------------------------------------------------------------------------------------------

Portfolio turnover rate (excluding           50%              22%               94%              106%               36%
short-term securities)
---------------------------------------------------------------------------------------------------------------------------

Total return(c)                            (.25%)           3.52%             9.97%             8.08%            10.03%

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

(b)  Expense  ratio is based on total  expenses of the Fund before  reduction of
     earnings credits on cash balances.

(c)  Total return does not reflect the expenses that apply to the subaccounts or
     the policies.

<PAGE>

International Equity Portfolio

Fiscal period ended April 30,

---------------------------------------------------------------------------------------------------------------------------
 Per share income and capital changes(a)

                                           2000             1999             1998              1997              1996

Net asset value, beginning of period     $19.04           $18.33            $14.73            $16.35            $10.29
---------------------------------------------------------------------------------------------------------------------------

Income from investment operations:

Net investment income (loss)                .13              .18               .08               .14               .11

Net gains (losses) (both realized          3.13             1.32              4.06              (.24)             6.08
and unrealized)
---------------------------------------------------------------------------------------------------------------------------

Total from investment operations           3.26             1.50              4.14              (.10)             6.19
---------------------------------------------------------------------------------------------------------------------------

Less distributions:

Dividends from net investment income       (.12)            (.17)             (.07)             (.15)             (.13)

Excess distributions from net               --               --               (.05)              --                --
investment income

Distributions from realized gains          (.36)            (.62)             (.42)            (1.37)              --
---------------------------------------------------------------------------------------------------------------------------

Total distributions                        (.48)             (.79)            (.54)            (1.52)             (.13)

Net asset value, end of period           $21.82            $19.04           $18.33            $14.73            $16.35

---------------------------------------------------------------------------------------------------------------------------
 Ratios/supplemental data

Net assets, end of period              $379,213         $283,001          $217,573          $125,874           $52,061
(in thousands)
---------------------------------------------------------------------------------------------------------------------------

Ratio of expenses to average daily         1.02%            1.05%             1.05%             1.05%             1.05%
net assets(b,c)

Ratio of net investment income (loss)       .60%            1.01%              .49%              .73%              .92%
to average daily net assets
---------------------------------------------------------------------------------------------------------------------------

Portfolio turnover rate (excluding          124%              67%              172%              151%              172%
short-term securities)
---------------------------------------------------------------------------------------------------------------------------

Total return(d)                           17.44%            8.27%            28.41%             (.54%)           60.47%
---------------------------------------------------------------------------------------------------------------------------

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

(b)  IDS Life  voluntarily  limited total operating  expenses.  Had IDS Life not
     done so, the ratio of expenses to average  daily net assets would have been
     1.06%, 1.22% and 1.32% for the periods ended April 30, 1998, 1997 and 1996,
     respectively.

(c)  Expense  ratio is based on total  expenses of the Fund before  reduction of
     earnings credits on cash balances.

(d)  Total return does not reflect the expenses that apply to the subaccounts or
     the policies.

<PAGE>

Managed Portfolio

Fiscal period ended April 30,

---------------------------------------------------------------------------------------------------------------------------
 Per share income and capital changes(a)

                                           2000              1999             1998              1997              1996

Net asset value, beginning of period     $20.08           $19.81            $17.16            $16.49            $14.11
---------------------------------------------------------------------------------------------------------------------------

Income from investment operations:

Net investment income (loss)                .40              .41               .47               .57               .57

Net gains (losses) (both realized          3.69             1.49              3.92              1.37              2.51
and unrealized)
---------------------------------------------------------------------------------------------------------------------------

Total from investment operations           4.09             1.90              4.39              1.94              3.08

Less distributions:

Dividends from net investment income       (.40)            (.41)             (.47)             (.57)             (.57)

Distributions from realized gains          (.21)           (1.22)            (1.27)             (.70)             (.13)
---------------------------------------------------------------------------------------------------------------------------

Total distributions                        (.61)           (1.63)            (1.74)            (1.27)             (.70)

Net asset value, end of period           $23.56           $20.08            $19.81            $17.16            $16.49
---------------------------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------------------------
 Ratios/supplemental data

Net assets, end of period              $826,549         $685,154          $580,697          $410,737          $316,732
(in thousands)
---------------------------------------------------------------------------------------------------------------------------

Ratio of expenses to average                .72%             .74%              .72%              .75%              .78%
daily net assets(b)
---------------------------------------------------------------------------------------------------------------------------

Ratio of net investment income (loss)      1.87%            2.23%             2.60%             3.46%             3.73%
to average daily net assets
---------------------------------------------------------------------------------------------------------------------------

Portfolio turnover rate (excluding           63%              96%              112%              100%               83%
short-term securities)
---------------------------------------------------------------------------------------------------------------------------

Total return(c)                           20.79%           10.52%            26.70%            12.45%            22.28%

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

(b)  Expense  ratio is based on total  expenses of the Fund before  reduction of
     earnings credits on cash balances.

(c)  Total return does not reflect the expenses that apply to the subaccounts or
     the policies.

<PAGE>


Money Market Portfolio

Fiscal period ended April 30,

---------------------------------------------------------------------------------------------------------------------------
 Per share income and capital changes(a)

                                           2000              1999             1998              1997              1996

Net asset value, beginning of period      $1.00             $1.00            $1.00             $1.00             $1.00
---------------------------------------------------------------------------------------------------------------------------

Income from investment operations:

Net investment income (loss)                .05              .05               .05               .05               .05
---------------------------------------------------------------------------------------------------------------------------

Less distributions:

Dividends from net investment income       (.05)             (.05)            (.05)             (.05)             (.05)
---------------------------------------------------------------------------------------------------------------------------

Net asset value, end of period            $1.00            $1.00             $1.00             $1.00             $1.00
---------------------------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------------------------
 Ratios/supplemental data

Net assets, end of period               $57,143          $45,564           $34,373           $28,546           $14,318
(in thousands)
---------------------------------------------------------------------------------------------------------------------------

Ratio of expenses to average                .59%             .60%              .60%              .60%              .60%
daily net assets(b,c)

Ratio of net investment income (loss)      4.99%            4.72%             5.04%             4.81%             5.04%
to average daily net assets
---------------------------------------------------------------------------------------------------------------------------

Total return(d)                            5.11%            4.84%             5.16%             4.91%             5.13%
---------------------------------------------------------------------------------------------------------------------------

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

(b)  IDS Life  voluntarily  limited total operating  expenses.  Had IDS Life not
     done so, the ratio of expenses to average  daily net assets would have been
     0.64% and 0.73% for the years ended April 30, 1997 and 1996, respectively.

(c)  Expense  ratio is based on total  expenses of the Fund before  reduction of
     earnings credits on cash balances.

(d)  Total return does not reflect the expenses that apply to the subaccounts or
     the policies.

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

</TABLE>

<PAGE>

Additional information about the Fund is available in the Fund's SAI. The SAI is
incorporated by reference in this  prospectus.  For a free copy of the SAI or to
make inquiries about the Fund, contact IDS Life Series Fund, Inc. at:


IDS Life Series Fund, Inc.
200 AXP Financial Center,
Minneapolis, MN 55474
800-862-7919 or TTY: 800-285-8846


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

Investment Company Act File #811-4299


S-6191-99 P (6/00)


<PAGE>

                       STATEMENT OF ADDITIONAL INFORMATION

                                       FOR

                           IDS LIFE SERIES FUND, INC.

                                EQUITY PORTFOLIO
                             EQUITY INCOME PORTFOLIO
                         GOVERNMENT SECURITIES PORTFOLIO
                                INCOME PORTFOLIO
                         INTERNATIONAL EQUITY PORTFOLIO
                                MANAGED PORTFOLIO
                             MONEY MARKET PORTFOLIO

References  to  the  "Fund"  throughout  the  remainder  of  this  Statement  of
Additional Information (SAI) refer to Equity Portfolio, Equity Income Portfolio,
Government   Securities  Portfolio,   Income  Portfolio,   International  Equity
Portfolio,   Managed  Portfolio  and  Money  Market  Portfolio,   singularly  or
collectively as the context requires.


                                  June 30, 2000

This SAI is not a prospectus. It should be read together with the prospectus and
the  financial  statements  contained  in  the  most  recent  Annual  Report  to
shareholders (Annual Report) that may be obtained from your financial advisor or
by writing to IDS Life Series Fund, Inc., 200 AXP Financial Center, Minneapolis,
MN 55474 or by calling 800-862-7919.

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


<PAGE>

                                TABLE OF CONTENTS


Fundamental Investment Policies.............................................p. 3

Investment Strategies and Types of Investments..............................p. 9

Information Regarding Risks and Investment Strategies......................p. 13

Security Transactions......................................................p. 35

Brokerage Commissions Paid to Brokers Affiliated with IDS Life.............p. 37

Performance Information....................................................p. 38

Valuing Fund Shares........................................................p. 40

Selling Shares.............................................................p. 42

Capital Loss Carryover.....................................................p. 42

Taxes......................................................................p. 42

Agreements.................................................................p. 43

Organizational Information.................................................p. 44

Board Members and Officers.................................................p. 46

Compensation for Board Members.............................................p. 48

Independent Auditors.......................................................p. 49

Appendix:  Description of Ratings..........................................p. 50

<PAGE>

FUNDAMENTAL INVESTMENT POLICIES

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

Notwithstanding any of the Fund's other investment policies, the Fund may invest
its assets in an open-end management investment company having substantially the
same  investment  objectives,  policies,  and  restrictions  as the Fund for the
purpose of having those assets managed as part of a combined pool.

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

Equity Portfolio

o    Underwrite  securities of other issuers.  However,  this shall not preclude
     the purchase of securities for investment,  on original issue or otherwise,
     and  shall  not  preclude  the   acquisition  of  Fund   securities   under
     circumstances  where the Fund would not be free to sell them without  being
     deemed an underwriter for purposes of the Securities Act of 1933 (1933 Act)
     and without registration of such securities or the filing of a notification
     under that Act, or the taking of similar action under other securities laws
     relating to the sale of securities.

o    Buy or sell  real  estate,  unless  acquired  as a result of  ownership  of
     securities  or other  instruments,  except  this shall not prevent the Fund
     from investing in securities or other instruments  backed by real estate or
     securities of companies engaged in the real estate business.

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

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

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

o    Invest more than 5% of its total assets,  at market value, in securities of
     any one company,  government,  or political subdivision thereof, except the
     limitation  will not apply to investments in securities  issued by the U.S.
     government,  its agencies,  or  instrumentalities.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    Borrow money or property except as a temporary measure for extraordinary or
     emergency purposes,  and in an amount not exceeding one-third of the market
     value of its total assets  (including  borrowings) less liabilities  (other
     than  borrowings)  immediately  after  the  borrowing.  The  Fund  will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

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

o    Purchase  securities of any issuer if immediately  after and as a result of
     such  purchase the Fund would own more than 10% of the  outstanding  voting
     securities of such issuer.

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

<PAGE>

Equity Income Portfolio

o    Underwrite  securities of other issuers.  However,  this shall not preclude
     the purchase of securities for investment,  on original issue or otherwise,
     and  shall  not  preclude  the   acquisition  of  Fund   securities   under
     circumstances  where the Fund would not be free to sell them without  being
     deemed an underwriter for purposes of the 1933 Act and without registration
     of such  securities or the filing of a notification  under that Act, or the
     taking of similar action under other  securities  laws relating to the sale
     of securities.

o    Buy or sell  real  estate,  unless  acquired  as a result of  ownership  of
     securities  or other  instruments,  except  this shall not prevent the Fund
     from investing in securities or other instruments  backed by real estate or
     securities of companies  engaged in the real estate business or real estate
     investment trusts.

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

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

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

o    Invest more than 5% of its total assets in  securities  of any one company,
     government,  or political  subdivision thereof,  except the limitation will
     not apply to investments in securities issued by the U.S.  government,  its
     agencies,  or  instrumentalities  and  except  that up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    Borrow money or property,  except as a temporary  measure for extraordinary
     or emergency  purposes,  in an amount not exceeding one-third of the market
     value of its total assets  (including  borrowings) less liabilities  (other
     than borrowings) immediately after the borrowing.

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

o    Purchase  securities of any issuer if immediately  after and as a result of
     such  purchase the Fund would own more than 10% of the  outstanding  voting
     securities of such issuer.

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

Government Securities Portfolio

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

o    Buy securities of an issuer if the officers and directors of the Fund, AEFC
     and  the  Advisor  hold  more  than  a  certain  percent  of  the  issuer's
     outstanding  securities.  If the holdings of all officers and  directors of
     the Fund and of AEFC who own more than 0.5% of an issuer's  securities  are
     added  together  and if in total  they own more than 5%,  the Fund will not
     purchase securities of that issuer.

<PAGE>

o    Buy or sell  real  estate,  unless  acquired  as a result of  ownership  of
     securities  or other  instruments,  except  this shall not prevent the Fund
     from investing in securities or other instruments  backed by real estate or
     securities of companies engaged in the real estate business.

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

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

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

o    Invest more than 5% of its total assets,  at market value, in securities of
     any one company,  government,  or political subdivision thereof, except the
     limitation  will not apply to investments in securities  issued by the U.S.
     government,  its agencies,  or  instrumentalities.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    Borrow money or property except as a temporary measure for extraordinary or
     emergency purposes,  and in an amount not exceeding one-third of the market
     value of its total assets  (including  borrowings) less liabilities  (other
     than  borrowings)  immediately  after  the  borrowing.  The  Fund  will not
     purchase  additional  Fund  securities at any time  borrowing for temporary
     purposes  exceeds  5%.  The  Fund has not  borrowed  in the past and has no
     present intention to borrow.

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

Income Portfolio

o    Underwrite  securities of other issuers.  However,  this shall not preclude
     the purchase of securities for investment,  on original issue or otherwise,
     and  shall  not  preclude  the   acquisition  of  Fund   securities   under
     circumstances  where the Fund would not be free to sell them without  being
     deemed an underwriter for purposes of the 1933 Act and without registration
     of such  securities or the filing of a notification  under that Act, or the
     taking of similar action under other  securities  laws relating to the sale
     of securities.

o    Buy or sell  real  estate,  unless  acquired  as a result of  ownership  of
     securities  or other  instruments,  except  this shall not prevent the Fund
     from investing in securities or other instruments  backed by real estate or
     securities of companies engaged in the real estate business.

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

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

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

o    Invest more than 5% of its total assets,  at market value, in securities of
     any one company,  government,  or political subdivision thereof, except the
     limitation  will not apply to investments in securities  issued by the U.S.
     government,  its agencies,  or  instrumentalities.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

<PAGE>

o    Borrow money or property except as a temporary measure for extraordinary or
     emergency purposes,  and in an amount not exceeding one-third of the market
     value of its total assets  (including  borrowings) less liabilities  (other
     than  borrowings)  immediately  after  the  borrowing.  The  Fund  will not
     purchase additional securities at any time borrowing for temporary purposes
     exceeds 5%.

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

o    Purchase  securities of any issuer if immediately  after and as a result of
     such  purchase the Fund would own more than 10% of the  outstanding  voting
     securities of such issuer.

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

International Equity Portfolio

o    Act as an  underwriter  (sell  securities for others).  However,  under the
     securities  laws,  the  Fund may be  deemed  to be an  underwriter  when it
     purchases  securities  directly  from the issuer and later resells them. It
     may be  considered  an  underwriter  under  securities  laws when its sells
     restricted securities.

o    Buy or sell  real  estate,  unless  acquired  as a result of  ownership  of
     securities  or other  instruments,  except  this shall not prevent the Fund
     from investing in securities or other instruments  backed by real estate or
     securities of companies engaged in the real estate business.

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

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

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

o    Invest more than 5% of its total assets,  at market value, in securities of
     any one company,  government,  or political subdivision thereof, except the
     limitation  will not apply to investments in securities  issued by the U.S.
     government,  its agencies,  or  instrumentalities.  Up to 25% of the Fund's
     total assets may be invested without regard to this 5% limitation.

o    Borrow money or property except as a temporary measure for extraordinary or
     emergency purposes,  and in an amount not exceeding one-third of the market
     value of its total assets  (including  borrowings) less liabilities  (other
     than  borrowings)  immediately  after  the  borrowing.  The  Fund  will not
     purchase  additional  Fund  securities at any time  borrowing for temporary
     purposes exceeds 5%.

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

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

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

<PAGE>

Managed Portfolio

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

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

o    Buy or sell  real  estate,  unless  acquired  as a result of  ownership  of
     securities  or other  instruments,  except  this shall not prevent the Fund
     from investing in securities or other instruments  backed by real estate or
     securities of companies engaged in the real estate business.

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

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

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

o    Invest more than 5% of its total assets,  at market value, in securities of
     any one company,  government,  or political subdivision thereof, except the
     limitation  will not apply to investments in securities  issued by the U.S.
     government,  its agencies, or  instrumentalities.  Up to 25% of this Fund's
     total assets may be invested without regard to this 5% limitation.

o    Borrow money or property except as a temporary measure for extraordinary or
     emergency purposes,  and in an amount not exceeding one-third of the market
     value of its total assets  (including  borrowings) less liabilities  (other
     than  borrowings)  immediately  after  the  borrowing.  The  Fund  will not
     purchase  additional  Fund  securities at any time  borrowing for temporary
     purposes exceeds 5%.

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

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

Money Market Portfolio

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

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

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

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

o    Invest more than 5% of its total assets,  at market value, in securities of
     any one company,  government,  or political subdivision thereof, except the
     limitation  will not apply to investments in securities  issued by the U.S.
     government, its agencies, or instrumentalities.

<PAGE>

o    Borrow money or property except as a temporary measure for extraordinary or
     emergency purposes,  and in an amount not exceeding one-third of the market
     value of its total assets  (including  borrowings) less liabilities  (other
     than  borrowings)  immediately  after  the  borrowing.  The  Fund  will not
     purchase  additional  Fund  securities at any time  borrowing for temporary
     purposes exceeds 5%.

o    Buy on margin or sell short.

o    Invest in exploration or development programs,  such as oil, gas or mineral
     programs.

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

o    Invest  more than 25% of the  Fund's  assets  taken at market  value in any
     particular  industry,  except  there  is  no  limitation  with  respect  to
     investing in U.S.  government or agency  securities  and bank  obligations.
     Investments  are  varied  according  to what is judged  advantageous  under
     different economic conditions.

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

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

<PAGE>

INVESTMENT STRATEGIES AND TYPES OF INVESTMENTS

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

<TABLE>
<CAPTION>

                                                                allowable for
                                                                   the fund?

-----------------------------------------------------------------------------------------------------------------------
Investment strategies & types of        Equity     Equity    Government    Income  International Managed      Money
investments:                          portfolio    Income    Securities  Portfolio    Equity    Portfolio     Market
                                                  Portfolio   Portfolio              Portfolio              Portfolio
<S>                                <C>          <C>         <C>         <C>      <C>           <C>        <C>
-----------------------------------------------------------------------------------------------------------------------
Agency and Government Securities         yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Borrowing                                yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Cash/Money Market Instruments            yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Collateralized Bond Obligations          yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Commercial Paper                         yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Common Stock                             yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Convertible Securities                   yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Corporate Bonds                          yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Debt Obligations                         yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Depositary Receipts                      yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Derivative Instruments                   yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Foreign Currency Transactions            yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Foreign Securities                       yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
High-Yield (High-Risk) Securities        yes         yes         no         yes         no         yes          no
(Junk Bonds)
-----------------------------------------------------------------------------------------------------------------------
Illiquid and Restricted Securities       yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Indexed Securities                       yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Inverse Floaters                          no         no          yes        yes         no         yes          no
-----------------------------------------------------------------------------------------------------------------------
Investment Companies                     yes         yes         yes        yes         yes         no          no
-----------------------------------------------------------------------------------------------------------------------
Lending of Portfolio Securities          yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Loan Participations                      yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Mortgage- and Asset-Backed               yes         yes         yes        yes         yes        yes          no
Securities
-----------------------------------------------------------------------------------------------------------------------

Mortgage Dollar Rolls                     no         no          yes        yes         no         yes          no

-----------------------------------------------------------------------------------------------------------------------
Municipal Obligations                    yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Preferred Stock                          yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Real Estate Investment Trusts            yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Repurchase Agreements                    yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Reverse Repurchase Agreements            yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Short Sales                               no         no          no          no         no          no          no
-----------------------------------------------------------------------------------------------------------------------
Sovereign Debt                           yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Structured Products                      yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
Variable- or Floating-Rate               yes         yes         yes        yes         yes        yes         yes
Securities
-----------------------------------------------------------------------------------------------------------------------
Warrants                                 yes         yes         yes        yes         yes        yes          no
-----------------------------------------------------------------------------------------------------------------------
When-Issued Securities                   yes         yes         yes        yes         yes        yes         yes
-----------------------------------------------------------------------------------------------------------------------
Zero-Coupon, Step-Coupon, and            yes         yes         yes        yes         yes        yes          no
Pay-in-Kind Securities

</TABLE>

<PAGE>

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

For Equity Portfolio:

o    Neither foreign  investments nor derivative  instruments will exceed 25% of
     the Fund's total assets.

o    No more than 5% of the  Fund's  net  assets can be used at any one time for
     good faith  deposits on futures and premiums for options on futures that do
     not offset existing investment positions.

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

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

o    The Fund  will not  invest in  companies  for the  purpose  of, or with the
     effect of acquiring control.

o    The Fund will not buy on margin or sell short.

o    The Fund will not invest in securities of any investment  company except in
     the open  market  where no  commission  or profit  to a  sponsor  or dealer
     results from such purchase other than customary  broker's  commission.  The
     Fund does not  intend to  invest  in such  securities  but may do so to the
     extent of not more than 5% of its  total  assets  (taken at market or other
     current value).

For Equity Income Portfolio:

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

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

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

o    No more than 5% of the  Fund's  net  assets can be used at any one time for
     good faith  deposits on futures and premiums for options on futures that do
     not offset existing investment positions.

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

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

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

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

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

For Government Securities Portfolio:

o    No more than 5% of the  Fund's  net  assets can be used at any one time for
     good faith  deposits on futures and premiums for options on futures that do
     not offset existing investment positions.

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

<PAGE>

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

o    The Fund will not invest for the purpose of exercising control or
     management.

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

o    The Fund will not invest in securities of  investment  companies  except by
     purchase in the open market where the dealer's or sponsor's  profit is just
     the regular commission.

For Income Portfolio:

o    Under  normal  market  conditions,  the  Fund  primarily  invests  in  debt
     securities.  At least 50% of its net assets are invested in corporate bonds
     of the four  highest  ratings,  in other  corporate  bonds  the  investment
     manager  believes have the same  investment  qualities and in both U.S. and
     foreign government bonds.

o    Foreign investments are limited to 25% of the portfolio's total assets.

o    No more than 5% of the  Fund's  net  assets can be used at any one time for
     good faith  deposits on futures and premiums for options on futures that do
     not offset existing investment positions.

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

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

o    The Fund  will not  invest in  companies  for the  purpose  of, or with the
     effect of, acquiring control.

o    The Fund will not buy on margin or sell short.

o    The Fund will not invest in securities of any investment  company except in
     the open  market  where no  commission  or profit  to a  sponsor  or dealer
     results from such purchase other than customary  broker's  commission.  The
     Fund does not  intent to  invest  in such  securities  but may do so to the
     extent of not more than 5% of its  total  assets  (taken at market or other
     current value).

For International Equity Portfolio:

o    Under normal market conditions,  the Fund invests at least 65% of its total
     assets in foreign equity securities having a potential for superior growth.

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

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

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

o    Normally,  investments in U.S. issuers will constitute less than 20% of the
     Fund's investments.  However,  as a temporary measure,  the Fund may invest
     any portion of its assets in securities of U.S. issuers that appear to have
     greater potential for superior growth than foreign securities.

o    No more than 5% of the  Fund's  net  assets can be used at any one time for
     good faith  deposits on futures and premiums for options on futures that do
     not offset existing investment positions.

<PAGE>

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

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

For Managed Portfolio:

o    The Fund invests in common and preferred  stocks,  convertible  securities,
     derivative  instruments,  foreign securities and money market  instruments.
     The  portfolio  manager  continuously  will  adjust the mix of  investments
     subject to the  following  three net asset  limits:  1) up to 75% in equity
     securities (stocks), 2) up to 75% in bonds or other debt securities, and 3)
     up to 100% in money market instruments.

o    Of the assets invested in bonds, at least 50% will be in corporate bonds of
     the four highest ratings,  in other corporate bonds the investment  manager
     believes have the same investment  qualities,  and in government bonds. For
     the other 50%  invested  in  corporate  bonds,  there is no minimum  rating
     requirement.

o    Foreign investments are limited to 25% of the portfolio's total assets.

o    No more than 5% of the  Fund's  net  assets can be used at any one time for
     good faith  deposits on futures and premiums for options on futures that do
     not offset existing investment positions.

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

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

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

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

o    The Fund will not invest in securities of  investment  companies  except by
     purchases in the open market where the dealer's or sponsor's profit is just
     the regular commission.

For Money Market Portfolio:

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

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

<PAGE>

INFORMATION REGARDING RISKS AND INVESTMENT STRATEGIES

RISKS

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

Call/Prepayment Risk

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

Correlation Risk

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

Credit Risk

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

Event Risk

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

Foreign/Emerging Markets Risk

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

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

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

<PAGE>

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

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

Inflation Risk

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

Interest Rate Risk

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

Issuer Risk

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

Legal/Legislative Risk

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

Leverage Risk

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

Liquidity Risk

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

Management Risk

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

<PAGE>

Market Risk

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

Reinvestment Risk

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

Sector/Concentration Risk

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

Small Company Risk

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

INVESTMENT STRATEGIES

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

Agency and Government Securities

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

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

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

<PAGE>

Borrowing

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

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

Cash/Money Market Instruments

The Fund may  maintain  a  portion  of its  assets  in cash and  cash-equivalent
investments.  Cash-equivalent  investments  include short-term U.S. and Canadian
government  securities and negotiable  certificates  of deposit,  non-negotiable
fixed-time  deposits,  bankers'  acceptances,  and letters of credit of banks or
savings and loan associations having capital, surplus, and undivided profits (as
of the date of its most  recently  published  annual  financial  statements)  in
excess of $100 million (or the equivalent in the instance of a foreign branch of
a U.S.  bank) at the date of investment.  The Fund also may purchase  short-term
notes and  obligations  of U.S. and foreign banks and  corporations  and may use
repurchase  agreements  with  broker-dealers  registered  under  the  Securities
Exchange Act of 1934 and with commercial banks. (See also Commercial Paper, Debt
Obligations,  Repurchase Agreements, and Variable- or Floating-Rate Securities.)
These types of instruments  generally  offer low rates of return and subject the
Fund to certain costs and expenses.

See the appendix for a discussion  of money  market  securities  and  securities
ratings.

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

Collateralized Bond Obligations

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

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

<PAGE>

Commercial Paper

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

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

Common Stock

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

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

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

Convertible Securities

Convertible securities are bonds, debentures,  notes, preferred stocks, or other
securities  that may be  converted  into common stock of the same or a different
issuer within a particular period of time at a specified price. Some convertible
securities, such as preferred  equity-redemption  cumulative stock (PERCs), have
mandatory  conversion  features.  Others are voluntary.  A convertible  security
entitles the holder to receive interest  normally paid or accrued on debt or the
dividend paid on preferred  stock until the convertible  security  matures or is
redeemed, converted, or exchanged. Convertible securities have unique investment
characteristics in that they generally (i) have higher yields than common stocks
but lower  yields  than  comparable  non-convertible  securities,  (ii) are less
subject to fluctuation in value than the underlying  stock since they have fixed
income characteristics, and (iii) provide the potential for capital appreciation
if the market price of the underlying common stock increases.

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

<PAGE>

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

Corporate Bonds

Corporate bonds are debt obligations issued by private corporations, as distinct
from bonds  issued by a government  agency or a  municipality.  Corporate  bonds
typically have four distinguishing features: (1) they are taxable; (2) they have
a par value of $1,000; (3) they have a term maturity,  which means they come due
all at once;  and (4) many are traded on major  exchanges.  Corporate  bonds are
subject  to the  same  concerns  as  other  debt  obligations.  (See  also  Debt
Obligations and High-Yield (High-Risk) Securities.)

Corporate  bonds may be either secured or unsecured.  Unsecured  corporate bonds
are generally  referred to as "debentures." See the appendix for a discussion of
securities ratings.

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

Debt Obligations

Many different types of debt obligations  exist (for example,  bills,  bonds, or
notes).  Issuers  of  debt  obligations  have a  contractual  obligation  to pay
interest at a specified  rate on  specified  dates and to repay  principal  on a
specified  maturity date.  Certain debt obligations  (usually  intermediate- and
long-term  bonds)  have  provisions  that allow the issuer to redeem or "call" a
bond  before its  maturity.  Issuers  are most  likely to call these  securities
during periods of falling  interest  rates.  When this happens,  an investor may
have to replace these  securities  with lower yielding  securities,  which could
result in a lower return.

The  market  value of debt  obligations  is  affected  primarily  by  changes in
prevailing  interest rates and the issuers  perceived ability to repay the debt.
The market value of a debt  obligation  generally  reacts  inversely to interest
rate changes.  When prevailing interest rates decline,  the price usually rises,
and when prevailing interest rates rise, the price usually declines.

In general,  the longer the maturity of a debt obligation,  the higher its yield
and the greater the  sensitivity to changes in interest rates.  Conversely,  the
shorter the maturity, the lower the yield but the greater the price stability.

As noted,  the values of debt obligations also may be affected by changes in the
credit rating or financial condition of their issuers.  Generally, the lower the
quality rating of a security, the higher the degree of risk as to the payment of
interest and return of  principal.  To  compensate  investors for taking on such
increased  risk,  those issuers  deemed to be less  creditworthy  generally must
offer their  investors  higher interest rates than do issuers with better credit
ratings.  (See also  Agency and  Government  Securities,  Corporate  Bonds,  and
High-Yield (High-Risk) Securities.)

All ratings  limitations  are  applied at the time of  purchase.  Subsequent  to
purchase,  a debt  security  may cease to be rated or its  rating may be reduced
below the minimum required for purchase by the Fund.  Neither event will require
the sale of such a security,  but it will be a factor in considering  whether to
continue to hold the security.  To the extent that ratings change as a result of
changes in a rating organization or their rating systems,  the Fund will attempt
to use comparable ratings as standards for selecting investments.

See the appendix for a discussion of securities ratings.

<PAGE>

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

Depositary Receipts

Some foreign securities are traded in the form of American  Depositary  Receipts
(ADRs).  ADRs are  receipts  typically  issued by a U.S.  bank or trust  company
evidencing ownership of the underlying  securities of foreign issuers.  European
Depositary  Receipts (EDRs) and Global  Depositary  Receipts (GDRs) are receipts
typically  issued by foreign banks or trust companies,  evidencing  ownership of
underlying  securities  issued by either a foreign  or U.S.  issuer.  Generally,
depositary  receipts in  registered  form are  designed  for use in the U.S. and
depositary  receipts in bearer form are designed for use in  securities  markets
outside the U.S.  Depositary  receipts may not necessarily be denominated in the
same  currency as the  underlying  securities  into which they may be converted.
Depositary   receipts  involve  the  risks  of  other   investments  in  foreign
securities.  In  addition,  ADR  holders  may not have all the  legal  rights of
shareholders   and  may   experience   difficulty   in   receiving   shareholder
communications. (See also Common Stock and Foreign Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with  depositary  receipts  include:  Foreign/Emerging
Markets Risk, Issuer Risk, Management Risk, and Market Risk.

Derivative Instruments

Derivative  instruments are commonly defined to include  securities or contracts
whose values depend, in whole or in part, on (or "derive" from) the value of one
or more other assets, such as securities, currencies, or commodities.

A  derivative  instrument  generally  consists  of, is based  upon,  or exhibits
characteristics similar to options or forward contracts. Such instruments may be
used to  maintain  cash  reserves  while  remaining  fully  invested,  to offset
anticipated declines in values of investments,  to facilitate trading, to reduce
transaction   costs,  or  to  pursue  higher  investment   returns.   Derivative
instruments are  characterized by requiring little or no initial payment.  Their
value  changes daily based on a security,  a currency,  a group of securities or
currencies, or an index. A small change in the value of the underlying security,
currency,  or index can cause a sizable  percentage gain or loss in the price of
the derivative instrument.

Options and forward  contracts are considered to be the basic "building  blocks"
of  derivatives.   For  example,   forward-based   derivatives  include  forward
contracts,   swap  contracts,   and   exchange-traded   futures.   Forward-based
derivatives  are  sometimes  referred to  generically  as  "futures  contracts."
Option-based  derivatives include privately negotiated,  over-the-counter  (OTC)
options  (including  caps,  floors,   collars,   and  options  on  futures)  and
exchange-traded options on futures.  Diverse types of derivatives may be created
by  combining  options or futures  in  different  ways,  and by  applying  these
structures to a wide range of underlying assets.

Options. An option is a contract. A person who buys a call option for a security
has the right to buy the security at a set price for the length of the contract.
A person who sells a call option is called a writer. The writer of a call option
agrees for the length of the contract to sell the security at the set price when
the buyer wants to exercise  the option,  no matter what the market price of the
security is at that time. A person who buys a put option has the right to sell a
security  at a set price for the length of the  contract.  A person who writes a
put option agrees to buy the security at the set price if the purchaser wants to
exercise the option during the length of the contract, no matter what the market
price of the  security is at that time.  An option is covered if the writer owns
the  security  (in the case of a call) or sets aside the cash or  securities  of
equivalent value (in the case of a put) that would be required upon exercise.

<PAGE>

The price paid by the buyer for an option is called a premium.  In  addition  to
the premium, the buyer generally pays a broker a commission. The writer receives
a premium,  less  another  commission,  at the time the option is  written.  The
premium  received  by the  writer  is  retained  whether  or not the  option  is
exercised.  A  writer  of a call  option  may have to sell  the  security  for a
below-market  price if the market price rises above the exercise price. A writer
of a put option may have to pay an  above-market  price for the  security if its
market price decreases below the exercise price.

When an option is purchased, the buyer pays a premium and a commission.  It then
pays a second commission on the purchase or sale of the underlying security when
the option is exercised. For record keeping and tax purposes, the price obtained
on the sale of the underlying security is the combination of the exercise price,
the premium, and both commissions.

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

Options on many securities are listed on options  exchanges.  If the Fund writes
listed options,  it will follow the rules of the options  exchange.  Options are
valued  at the  close of the New York  Stock  Exchange.  An  option  listed on a
national exchange, CBOE, or NASDAQ will be valued at the last quoted sales price
or, if such a price is not  readily  available,  at the mean of the last bid and
ask prices.

Options on certain  securities are not actively traded on any exchange,  but may
be entered into directly with a dealer.  These options may be more  difficult to
close.  If an investor is unable to effect a closing  purchase  transaction,  it
will not be able to sell the  underlying  security until the call written by the
investor expires or is exercised.

Futures  Contracts.  A  futures  contract  is a sales  contract  between a buyer
(holding the "long" position) and a seller (holding the "short" position) for an
asset with  delivery  deferred  until a future  date.  The buyer agrees to pay a
fixed  price at the  agreed  future  date and the seller  agrees to deliver  the
asset.  The seller hopes that the market price on the delivery date is less than
the agreed upon  price,  while the buyer hopes for the  contrary.  Many  futures
contracts  trade  in a  manner  similar  to the  way a stock  trades  on a stock
exchange and the commodity exchanges.

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

Futures contracts may be based on various  securities,  securities indices (such
as the S&P 500 Index),  foreign  currencies and other financial  instruments and
indices.

<PAGE>

Options on Futures  Contracts.  Options on futures  contracts  give the holder a
right to buy or sell futures contracts in the future. Unlike a futures contract,
which  requires  the parties to the contract to buy and sell a security on a set
date (some futures are settled in cash), an option on a futures  contract merely
entitles  its holder to decide on or before a future date (within nine months of
the date of issue)  whether to enter into a contract.  If the holder decides not
to enter into the contract,  all that is lost is the amount  (premium)  paid for
the  option.  Further,  because the value of the option is fixed at the point of
sale,  there are no daily payments of cash to reflect the change in the value of
the underlying contract.  However,  since an option gives the buyer the right to
enter into a contract at a set price for a fixed period of time,  its value does
change daily.

One of the risks in buying  an option on a futures  contract  is the loss of the
premium  paid for the option.  The risk  involved in writing  options on futures
contracts an investor  owns, or on  securities  held in its  portfolio,  is that
there could be an increase in the market value of these contracts or securities.
If that  occurred,  the option would be exercised  and the asset sold at a lower
price than the cash market  price.  To some extent,  the risk of not realizing a
gain could be reduced by entering into a closing transaction.  An investor could
enter into a closing  transaction by purchasing an option with the same terms as
the one  previously  sold.  The cost to  close  the  option  and  terminate  the
investor's  obligation,  however,  might still  result in a loss.  Further,  the
investor might not be able to close the option because of insufficient  activity
in the options  market.  Purchasing  options  also limits the use of monies that
might otherwise be available for long-term investments.

Options on Stock  Indexes.  Options on stock  indexes are  securities  traded on
national  securities  exchanges.  An option on a stock  index is  similar  to an
option  on a  futures  contract  except  all  settlements  are in  cash.  A fund
exercising a put, for example, would receive the difference between the exercise
price and the current index level.


Tax Treatment.  As permitted under federal income tax laws and to the extent the
Fund is allowed  to invest in futures  contacts,  the Fund  intends to  identify
futures  contracts as mixed straddles and not mark them to market,  that is, not
treat them as having  been sold at the end of the year at market  value.  If the
Fund is using short  futures  contracts  for hedging  purposes,  the Fund may be
required to defer recognizing  losses incurred on short futures contracts and on
underlying securities.


Federal income tax treatment of gains or losses from  transactions in options on
futures  contracts  and  indexes  will depend on whether the option is a section
1256 contract. If the option is a non-equity option, the Fund will either make a
1256(d)  election and treat the option as a mixed straddle or mark to market the
option at fiscal  year end and treat the  gain/loss  as 40%  short-term  and 60%
long-term.

The IRS has ruled publicly that an exchange-traded call option is a security for
purposes  of the  50%-of-assets  test and that its  issuer is the  issuer of the
underlying  security,  not  the  writer  of  the  option,  for  purposes  of the
diversification requirements.

Accounting  for  futures  contracts  will be  according  to  generally  accepted
accounting principles.  Initial margin deposits will be recognized as assets due
from a broker (the Fund's agent in acquiring the futures  position).  During the
period the futures  contract is open,  changes in value of the contract  will be
recognized as  unrealized  gains or losses by marking to market on a daily basis
to reflect the market  value of the  contract at the end of each day's  trading.
Variation margin payments will be made or received  depending upon whether gains
or  losses  are  incurred.  All  contracts  and  options  will be  valued at the
last-quoted sales price on their primary exchange.

Other Risks of Derivatives.

The primary risk of derivatives is the same as the risk of the underlying asset,
namely  that  the  value of the  underlying  asset  may go up or  down.  Adverse
movements in the value of an underlying  asset can expose an investor to losses.
Derivative instruments may include elements of leverage and, accordingly, the

<PAGE>

fluctuation  of the  value  of the  derivative  instrument  in  relation  to the
underlying asset may be magnified.  The successful use of derivative instruments
depends upon a variety of factors, particularly the investment manager's ability
to predict movements of the securities, currencies, and commodity markets, which
requires  different  skills than predicting  changes in the prices of individual
securities. There can be no assurance that any particular strategy will succeed.

Another risk is the risk that a loss may be sustained as a result of the failure
of a  counterparty  to comply  with the terms of a  derivative  instrument.  The
counterparty risk for exchange-traded  derivative  instruments is generally less
than for  privately-negotiated or OTC derivative instruments,  since generally a
clearing  agency,  which is the issuer or counterparty  to each  exchange-traded
instrument,  provides  a  guarantee  of  performance.  For  privately-negotiated
instruments, there is no similar clearing agency guarantee. In all transactions,
an investor  will bear the risk that the  counterparty  will  default,  and this
could result in a loss of the expected benefit of the derivative transaction and
possibly other losses.

When a derivative  transaction  is used to completely  hedge  another  position,
changes in the market value of the combined position (the derivative  instrument
plus the position being hedged) result from an imperfect correlation between the
price movements of the two  instruments.  With a perfect hedge, the value of the
combined  position  remains  unchanged  for  any  change  in  the  price  of the
underlying  asset.  With  an  imperfect  hedge,  the  values  of the  derivative
instrument and its hedge are not perfectly correlated. For example, if the value
of a derivative instrument used in a short hedge (such as writing a call option,
buying a put option, or selling a futures  contract)  increased by less than the
decline  in value of the hedged  investment,  the hedge  would not be  perfectly
correlated.  Such a lack of correlation  might occur due to factors unrelated to
the  value  of the  investments  being  hedged,  such as  speculative  or  other
pressures on the markets in which these instruments are traded.

Derivatives  also are subject to the risk that they cannot be sold,  closed out,
or  replaced  quickly at or very close to their  fundamental  value.  Generally,
exchange  contracts are very liquid  because the exchange  clearinghouse  is the
counterparty  of  every  contract.   OTC   transactions  are  less  liquid  than
exchange-traded  derivatives  since  they  often can only be closed out with the
other party to the transaction.

Another  risk is caused by the legal  unenforcibility  of a party's  obligations
under the derivative.  A counterparty that has lost money in derivatives may try
to avoid  payment  by  exploiting  various  legal  uncertainties  about  certain
derivative products.

(See also Foreign Currency Transactions.)

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

Foreign Currency Transactions

Since  investments in foreign  countries  usually involve  currencies of foreign
countries,  the value of the Fund's  assets as measured  in U.S.  dollars may be
affected  favorably or  unfavorably  by changes in currency  exchange  rates and
exchange control regulations.  Also, the Fund may incur costs in connection with
conversions  between various  currencies.  Currency exchange rates may fluctuate
significantly  over short  periods of time causing the Fund's NAV to  fluctuate.
Currency  exchange  rates are  generally  determined by the forces of supply and
demand in the  foreign  exchange  markets,  actual  or  anticipated  changes  in
interest rates, and other complex factors.  Currency  exchange rates also can be
affected by the intervention of U.S. or foreign governments or central banks, or
the failure to intervene, or by currency controls or political developments.

Spot Rates and Derivative  Instruments.  The Fund conducts its foreign  currency
exchange  transactions  either at the spot (cash) rate prevailing in the foreign
currency exchange market or by entering into forward currency exchange contracts
(forward  contracts) as a hedge against  fluctuations in future foreign exchange
rates.  (See also  Derivative  Instruments).  These  contracts are traded in the
interbank market conducted

<PAGE>

directly between  currency  traders  (usually large commercial  banks) and their
customers.  Because  foreign  currency  transactions  occurring in the interbank
market might involve substantially larger amounts than those involved in the use
of such derivative  instruments,  the Fund could be  disadvantaged  by having to
deal in the odd lot market for the underlying  foreign currencies at prices that
are less favorable than for round lots.

The Fund may enter into forward  contracts to settle a security  transaction  or
handle  dividend and interest  collection.  When the Fund enters into a contract
for the purchase or sale of a security  denominated in a foreign currency or has
been  notified of a dividend or interest  payment,  it may desire to lock in the
price of the security or the amount of the payment in dollars.  By entering into
a forward  contract,  the Fund will be able to protect itself against a possible
loss  resulting  from an adverse change in the  relationship  between  different
currencies  from the date the security is purchased or sold to the date on which
payment  is made or  received  or when the  dividend  or  interest  is  actually
received.

The Fund also may enter  into  forward  contracts  when  management  of the Fund
believes the currency of a particular foreign country may change in relationship
to another  currency.  The precise  matching of forward contract amounts and the
value of securities  involved  generally  will not be possible  since the future
value of securities in foreign  currencies  more than likely will change between
the date the  forward  contract  is entered  into and the date it  matures.  The
projection of short-term  currency market  movements is extremely  difficult and
successful  execution of a short-term hedging strategy is highly uncertain.  The
Fund will not enter into such  forward  contracts  or maintain a net exposure to
such  contracts  when  consummating  the  contracts  would  obligate the Fund to
deliver  an  amount of  foreign  currency  in excess of the value of the  Fund's
securities or other assets denominated in that currency.

The Fund will  designate  cash or  securities in an amount equal to the value of
the Fund's total assets committed to consummating forward contracts entered into
under the second  circumstance  set forth above.  If the value of the securities
declines,  additional  cash or securities will be designated on a daily basis so
that the value of the cash or  securities  will  equal the  amount of the Fund's
commitments on such contracts.

At maturity of a forward  contract,  the Fund may either sell the  security  and
make  delivery of the foreign  currency or retain the security and terminate its
contractual  obligation  to  deliver  the  foreign  currency  by  purchasing  an
offsetting  contract with the same currency trader  obligating it to buy, on the
same maturity date, the same amount of foreign currency.

If the Fund retains the security and engages in an offsetting  transaction,  the
Fund will incur a gain or loss (as described below) to the extent there has been
movement  in forward  contract  prices.  If the Fund  engages  in an  offsetting
transaction,  it may subsequently  enter into a new forward contract to sell the
foreign currency. Should forward prices decline between the date the Fund enters
into a forward contract for selling foreign currency and the date it enters into
an  offsetting  contract  for  purchasing  the foreign  currency,  the Fund will
realize a gain to the  extent  that the price of the  currency  it has agreed to
sell  exceeds  the price of the  currency it has agreed to buy.  Should  forward
prices  increase,  the Fund will  suffer a loss to the  extent  the price of the
currency it has agreed to buy exceeds the price of the currency it has agreed to
sell.

It is impossible to forecast what the market value of securities  will be at the
expiration of a contract.  Accordingly,  it may be necessary for the Fund to buy
additional  foreign  currency  on the spot  market (and bear the expense of that
purchase) if the market value of the security is less than the amount of foreign
currency  the Fund is  obligated  to deliver  and a decision is made to sell the
security  and make  delivery  of the  foreign  currency.  Conversely,  it may be
necessary  to sell on the spot market some of the foreign  currency  received on
the sale of the  portfolio  security if its market  value  exceeds the amount of
foreign currency the Fund is obligated to deliver.

The  Fund's  dealing in forward  contracts  will be limited to the  transactions
described  above.  This method of protecting the value of the Fund's  securities
against a decline in the value of a currency does not eliminate  fluctuations in
the  underlying  prices  of the  securities.  It  simply  establishes  a rate of
exchange that can be

<PAGE>

achieved at some point in time.  Although forward contracts tend to minimize the
risk of loss due to a decline  in value of hedged  currency,  they tend to limit
any potential gain that might result should the value of such currency increase.

Although the Fund values its assets each business day in terms of U.S.  dollars,
it does not intend to convert  its  foreign  currencies  into U.S.  dollars on a
daily basis. It will do so from time to time, and  shareholders  should be aware
of currency conversion costs.  Although foreign exchange dealers do not charge a
fee for  conversion,  they do realize a profit based on the difference  (spread)
between  the prices at which they are buying  and  selling  various  currencies.
Thus,  a dealer  may offer to sell a foreign  currency  to the Fund at one rate,
while  offering a lesser rate of exchange  should the Fund desire to resell that
currency to the dealer.

Options on Foreign  Currencies.  The Fund may buy options on foreign  currencies
for hedging  purposes.  For example,  a decline in the dollar value of a foreign
currency in which  securities  are  denominated  will reduce the dollar value of
such securities,  even if their value in the foreign currency remains  constant.
In order to protect against the diminutions in the value of securities, the Fund
may buy  options on the  foreign  currency.  If the value of the  currency  does
decline, the Fund will have the right to sell the currency for a fixed amount in
dollars  and  will  offset,  in  whole or in part,  the  adverse  effect  on its
portfolio that otherwise would have resulted.

As in the case of other  types of  options,  however,  the  benefit  to the Fund
derived from purchases of foreign currency options will be reduced by the amount
of the  premium and related  transaction  costs.  In  addition,  where  currency
exchange  rates do not move in the direction or to the extent  anticipated,  the
Fund could sustain losses on transactions in foreign currency options that would
require it to forego a portion or all of the benefits of advantageous changes in
rates.

The Fund may write options on foreign  currencies  for the same types of hedging
purposes.  For example,  when the Fund anticipates a decline in the dollar value
of foreign-denominated  securities due to adverse fluctuations in exchange rates
it  could,  instead  of  purchasing  a put  option,  write a call  option on the
relevant  currency.  If the expected decline occurs, the option will most likely
not be exercised  and the  diminution  in value of  securities  will be fully or
partially offset by the amount of the premium received.

As in the case of other  types of  options,  however,  the  writing of a foreign
currency  option will  constitute  only a partial  hedge up to the amount of the
premium,  and only if rates  move in the  expected  direction.  If this does not
occur, the option may be exercised and the Fund would be required to buy or sell
the  underlying  currency  at a loss that may not be offset by the amount of the
premium. Through the writing of options on foreign currencies, the Fund also may
be required to forego all or a portion of the benefits that might otherwise have
been obtained from favorable movements on exchange rates.

All options written on foreign currencies will be covered.  An option written on
foreign currencies is covered if the Fund holds currency sufficient to cover the
option or has an absolute and immediate  right to acquire that currency  without
additional  cash  consideration  upon  conversion of assets  denominated in that
currency or exchange of other currency held in its  portfolio.  An option writer
could lose amounts  substantially in excess of its initial  investments,  due to
the margin and collateral requirements associated with such positions.

Options on foreign currencies are traded through financial  institutions  acting
as  market-makers,  although foreign currency options also are traded on certain
national securities  exchanges,  such as the Philadelphia Stock Exchange and the
Chicago   Board   Options   Exchange,   subject   to  SEC   regulation.   In  an
over-the-counter  trading  environment,  many  of the  protections  afforded  to
exchange  participants  will not be available.  For example,  there are no daily
price fluctuation  limits, and adverse market movements could therefore continue
to an  unlimited  extent over a period of time.  Although  the  purchaser  of an
option cannot lose more than the amount of the premium plus related  transaction
costs, this entire amount could be lost.

<PAGE>

Foreign currency option positions entered into on a national securities exchange
are cleared and guaranteed by the Options Clearing  Corporation  (OCC),  thereby
reducing the risk of counterparty default. Further, a liquid secondary market in
options traded on a national  securities  exchange may be more readily available
than  in  the  over-the-counter  market,  potentially  permitting  the  Fund  to
liquidate  open  positions  at a profit prior to exercise or  expiration,  or to
limit losses in the event of adverse market movements.

The purchase and sale of exchange-traded  foreign currency options,  however, is
subject to the risks of  availability  of a liquid  secondary  market  described
above, as well as the risks  regarding  adverse market  movements,  margining of
options  written,   the  nature  of  the  foreign   currency  market,   possible
intervention by governmental  authorities and the effects of other political and
economic  events.  In addition,  exchange-traded  options on foreign  currencies
involve certain risks not presented by the over-the-counter market. For example,
exercise and  settlement  of such options must be made  exclusively  through the
OCC, which has established  banking  relationships in certain foreign  countries
for that  purpose.  As a result,  the OCC may,  if it  determines  that  foreign
governmental  restrictions  or taxes would  prevent the  orderly  settlement  of
foreign  currency option  exercises,  or would result in undue burdens on OCC or
its clearing member, impose special procedures on exercise and settlement,  such
as technical  changes in the  mechanics  of delivery of currency,  the fixing of
dollar settlement prices or prohibitions on exercise.

Foreign Currency  Futures and Related Options.  The Fund may enter into currency
futures  contracts  to sell  currencies.  It also may buy put  options and write
covered call options on currency futures. Currency futures contracts are similar
to currency  forward  contracts,  except that they are traded on exchanges  (and
have margin  requirements) and are standardized as to contract size and delivery
date. Most currency  futures call for payment of delivery in U.S.  dollars.  The
Fund  may use  currency  futures  for the  same  purposes  as  currency  forward
contracts, subject to Commodity Futures Trading Commission (CFTC) limitations.

Currency futures and options on futures values can be expected to correlate with
exchange rates,  but will not reflect other factors that may affect the value of
the  Fund's  investments.  A  currency  hedge,  for  example,  should  protect a
Yen-denominated bond against a decline in the Yen, but will not protect the Fund
against price decline if the issuer's creditworthiness deteriorates. Because the
value of the Fund's  investments  denominated in foreign currency will change in
response to many factors  other than exchange  rates,  it may not be possible to
match the amount of a forward  contract  to the value of the Fund's  investments
denominated in that currency over time.

The Fund will hold securities or other options or futures positions whose values
are expected to offset its  obligations.  The Fund will not enter into an option
or futures  position  that exposes the Fund to an  obligation  to another  party
unless it owns either (i) an  offsetting  position in  securities  or (ii) cash,
receivables and short-term debt securities with a value  sufficient to cover its
potential obligations.

(See also Derivative Instruments and Foreign Securities.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with foreign currency transactions include: Correlation
Risk, Interest Rate Risk, Leverage Risk, Liquidity Risk, and Management Risk.

<PAGE>

Foreign Securities

Foreign securities,  foreign currencies,  and securities issued by U.S. entities
with substantial  foreign operations involve special risks,  including those set
forth  below,  which  are  not  typically  associated  with  investing  in  U.S.
securities.  Foreign companies are not generally subject to uniform  accounting,
auditing,  and financial reporting  standards  comparable to those applicable to
domestic companies.  Additionally,  many foreign stock markets, while growing in
volume of trading  activity,  have  substantially  less volume than the New York
Stock  Exchange,  and  securities of some foreign  companies are less liquid and
more  volatile  than  securities of domestic  companies.  Similarly,  volume and
liquidity in most foreign bond markets are less than the volume and liquidity in
the U.S.  and,  at times,  volatility  of price can be greater  than in the U.S.
Further, foreign markets have different clearance, settlement, registration, and
communication  procedures  and in  certain  markets  there  have been times when
settlements  have  been  unable  to keep  pace  with the  volume  of  securities
transactions  making it difficult to conduct such  transactions.  Delays in such
procedures  could result in temporary  periods when assets are uninvested and no
return is earned on them. The inability of an investor to make intended security
purchases  due to such  problems  could cause the  investor  to miss  attractive
investment  opportunities.  Payment  for  securities  without  delivery  may  be
required in certain foreign markets and, when participating in new issues,  some
foreign countries require payment to be made in advance of issuance (at the time
of  issuance,  the  market  value of the  security  may be more or less than the
purchase price).  Some foreign markets also have compulsory  depositories (i.e.,
an investor does not have a choice as to where the securities  are held).  Fixed
commissions on some foreign stock exchanges are generally higher than negotiated
commissions on U.S. exchanges.  Further, an investor may encounter  difficulties
or be unable to pursue legal  remedies and obtain  judgments in foreign  courts.
There is generally less  government  supervision  and regulation of business and
industry practices,  stock exchanges,  brokers, and listed companies than in the
U.S.  It may be more  difficult  for an  investor's  agents  to  keep  currently
informed about  corporate  actions such as stock dividends or other matters that
may affect the prices of portfolio securities.  Communications  between the U.S.
and foreign countries may be less reliable than within the U.S., thus increasing
the  risk of  delays  or loss  of  certificates  for  portfolio  securities.  In
addition, with respect to certain foreign countries, there is the possibility of
nationalization,  expropriation,  the  imposition of additional  withholding  or
confiscatory  taxes,  political,  social,  or economic  instability,  diplomatic
developments  that  could  affect  investments  in  those  countries,  or  other
unforeseen  actions by  regulatory  bodies  (such as changes  to  settlement  or
custody procedures).

The risks of foreign  investing  may be magnified  for  investments  in emerging
markets, which may have relatively unstable governments, economies based on only
a  few  industries,  and  securities  markets  that  trade  a  small  number  of
securities.

The  introduction  of a single  currency,  the  euro,  on  January  1,  1999 for
participating  European  nations  in the  Economic  and  Monetary  Union  ("EU")
presents  unique  uncertainties,   including  the  legal  treatment  of  certain
outstanding  financial  contracts  after  January 1, 1999 that refer to existing
currencies  rather than the euro; the  establishment and maintenance of exchange
rates;  the fluctuation of the euro relative to non-euro  currencies  during the
transition period from January 1, 1999 to December 31, 2000 and beyond;  whether
the interest rate, tax or labor regimes of European  countries  participating in
the euro will converge over time;  and whether the  conversion of the currencies
of other EU countries such as the United Kingdom,  Denmark,  and Greece into the
euro and the admission of other non-EU  countries  such as Poland,  Latvia,  and
Lithuania as members of the EU may have an impact on the euro.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with foreign  securities  include:  Foreign/Emerging
Markets Risk, Issuer Risk, and Management Risk.

<PAGE>

High-Yield (High-Risk) Securities (Junk Bonds)

High yield  (high-risk)  securities  are sometimes  referred to as "junk bonds."
They are non-investment  grade (lower quality)  securities that have speculative
characteristics.  Lower quality  securities,  while  generally  offering  higher
yields than investment grade securities with similar maturities, involve greater
risks, including the possibility of default or bankruptcy.  They are regarded as
predominantly  speculative with respect to the issuer's capacity to pay interest
and  repay  principal.  The  special  risk  considerations  in  connection  with
investments in these securities are discussed below.

See the  appendix  for a  discussion  of  securities  ratings.  (See  also  Debt
Obligations.)

The lower-quality  and comparable  unrated security market is relatively new and
its growth has  paralleled a long  economic  expansion.  As a result,  it is not
clear how this market may withstand a prolonged  recession or economic downturn.
Such conditions  could severely  disrupt the market for and adversely affect the
value of such securities.

All interest-bearing  securities typically experience appreciation when interest
rates decline and  depreciation  when interest  rates rise. The market values of
lower-quality  and  comparable  unrated  securities  tend to reflect  individual
corporate  developments  to a greater  extent than do higher  rated  securities,
which react  primarily to  fluctuations  in the general level of interest rates.
Lower-quality and comparable  unrated  securities also tend to be more sensitive
to economic  conditions  than are  higher-rated  securities.  As a result,  they
generally  involve  more  credit  risks  than  securities  in  the  higher-rated
categories. During an economic downturn or a sustained period of rising interest
rates,  highly  leveraged  issuers of  lower-quality  securities  may experience
financial  stress and may not have  sufficient  revenues  to meet their  payment
obligations.  The issuer's  ability to service its debt  obligations also may be
adversely affected by specific corporate developments, the issuer's inability to
meet specific projected  business forecast,  or the unavailability of additional
financing.  The risk of loss due to default by an issuer of these  securities is
significantly  greater  than  issuers of  higher-rated  securities  because such
securities  are  generally   unsecured  and  are  often  subordinated  to  other
creditors.  Further,  if the issuer of a lower quality  security  defaulted,  an
investor might incur additional expenses to seek recovery.

Credit  ratings  issued by credit  rating  agencies are designed to evaluate the
safety of principal  and  interest  payments of rated  securities.  They do not,
however,  evaluate  the  market  value  risk of  lower-quality  securities  and,
therefore,  may not fully reflect the true risks of an investment.  In addition,
credit rating agencies may or may not make timely changes in a rating to reflect
changes in the economy or in the  condition of the issuer that affect the market
value  of the  securities.  Consequently,  credit  ratings  are  used  only as a
preliminary indicator of investment quality.

An  investor  may  have  difficulty  disposing  of  certain   lower-quality  and
comparable  unrated  securities  because there may be a thin trading  market for
such  securities.  Because not all dealers maintain markets in all lower quality
and comparable  unrated  securities,  there is no established  retail  secondary
market for many of these  securities.  To the extent a secondary  trading market
does  exist,  it is  generally  not  as  liquid  as  the  secondary  market  for
higher-rated  securities.  The lack of a  liquid  secondary  market  may have an
adverse  impact  on the  market  price  of the  security.  The  lack of a liquid
secondary  market for certain  securities also may make it more difficult for an
investor to obtain accurate market  quotations.  Market quotations are generally
available  on many  lower-quality  and  comparable  unrated  issues  only from a
limited  number of dealers and may not  necessarily  represent firm bids of such
dealers or prices for actual sales.

Legislation  may be  adopted  from  time to time  designed  to limit  the use of
certain lower quality and comparable unrated securities by certain issuers.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  high-yield   (high-risk)  securities  include:
Call/Prepayment  Risk,  Credit Risk,  Currency  Risk,  Interest  Rate Risk,  and
Management Risk.

<PAGE>

Illiquid and Restricted Securities

The Fund may  invest  in  illiquid  securities  (i.e.,  securities  that are not
readily  marketable).  These  securities  may  include,  but are not limited to,
certain  securities  that are subject to legal or  contractual  restrictions  on
resale, certain repurchase agreements, and derivative instruments.

To the extent the Fund  invests in illiquid  or  restricted  securities,  it may
encounter  difficulty  in  determining  a  market  value  for  such  securities.
Disposing  of  illiquid or  restricted  securities  may  involve  time-consuming
negotiations  and legal  expense,  and it may be difficult or impossible for the
Fund to sell such an investment promptly and at an acceptable price.

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

Indexed Securities

The  value of  indexed  securities  is  linked to  currencies,  interest  rates,
commodities, indexes, or other financial indicators. Most indexed securities are
short- to intermediate-term  fixed income securities whose values at maturity or
interest  rates rise or fall  according  to the change in one or more  specified
underlying  instruments.  Indexed  securities  may be  more  volatile  than  the
underlying  instrument  itself and they may be less liquid  than the  securities
represented by the index. (See also Derivative Instruments.)

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

Inverse Floaters

Inverse  floaters  are created by  underwriters  using the  interest  payment on
securities. A portion of the interest received is paid to holders of instruments
based on current interest rates for short-term securities.  The remainder, minus
a servicing  fee, is paid to holders of inverse  floaters.  As interest rates go
down, the holders of the inverse floaters receive more income and an increase in
the price for the inverse floaters.  As interest rates go up, the holders of the
inverse floaters receive less income and a decrease in the price for the inverse
floaters. (See also Derivative Instruments.)

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

Investment Companies

The  Fund may  invest  in  securities  issued  by  registered  and  unregistered
investment companies.  These investments may involve the duplication of advisory
fees and certain other expenses.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risk  associated  with the  securities  of other  investment  companies
includes: Management Risk and Market Risk.

Lending of Portfolio Securities

The Fund may lend certain of its  portfolio  securities to  broker-dealers.  The
current  policy of the Fund's  board is to make  these  loans,  either  long- or
short-term,  to  broker-dealers.  In making loans,  the Fund receives the market
price in cash,  U.S.  government  securities,  letters of credit,  or such other
collateral as may be permitted by regulatory agencies and approved by the board.
If the  market  price  of the  loaned  securities  goes up,  the  Fund  will get
additional  collateral on a daily basis. The risks are that the borrower may not
provide  additional  collateral when required or return the securities when due.
During the existence

<PAGE>

of the loan, the Fund receives cash payments equivalent to all interest or other
distributions  paid on the  loaned  securities.  The  Fund  may  pay  reasonable
administrative  and  custodial  fees  in  connection  with a loan  and may pay a
negotiated  portion  of  the  interest  earned  on  the  cash  or  money  market
instruments held as collateral to the borrower or placing broker.  The Fund will
receive  reasonable  interest  on the loan or a flat fee from the  borrower  and
amounts  equivalent to any dividends,  interest,  or other  distributions on the
securities loaned.

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

Loan Participations

Loans,  loan  participations,  and  interests  in  securitized  loan  pools  are
interests in amounts owed by a corporate,  governmental,  or other borrower to a
lender  or  consortium  of  lenders  (typically  banks,   insurance   companies,
investment banks, government agencies, or international agencies). Loans involve
a risk of loss in case of default or  insolvency  of the  borrower and may offer
less legal protection to an investor in the event of fraud or misrepresentation.

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

Mortgage- and Asset-Backed Securities

Mortgage-backed  securities  represent direct or indirect  participations in, or
are secured by and payable from,  mortgage loans secured by real  property,  and
include  single- and  multi-class  pass-through  securities  and  Collateralized
Mortgage  Obligations  (CMOs).  These  securities may be issued or guaranteed by
U.S.  government agencies or  instrumentalities  (see also Agency and Government
Securities),  or by private  issuers,  generally  originators  and  investors in
mortgage loans,  including savings  associations,  mortgage bankers,  commercial
banks,  investment  bankers,  and  special  purpose  entities.   Mortgage-backed
securities issued by private lenders may be supported by pools of mortgage loans
or other mortgage-backed securities that are guaranteed, directly or indirectly,
by the U.S. government or one of its agencies or instrumentalities,  or they may
be issued without any governmental  guarantee of the underlying  mortgage assets
but with some form of non-governmental credit enhancement.

Stripped mortgage-backed  securities are a type of mortgage-backed security that
receive  differing  proportions of the interest and principal  payments from the
underlying assets. Generally,  there are two classes of stripped mortgage-backed
securities:  Interest Only (IO) and Principal  Only (PO). IOs entitle the holder
to receive  distributions  consisting of all or a portion of the interest on the
underlying pool of mortgage loans or mortgage-backed securities. POs entitle the
holder to receive distributions  consisting of all or a portion of the principal
of the underlying pool of mortgage loans or mortgage-backed securities. The cash
flows and yields on IOs and POs are extremely sensitive to the rate of principal
payments   (including   prepayments)   on  the  underlying   mortgage  loans  or
mortgage-backed  securities.  A rapid rate of principal  payments may  adversely
affect the yield to  maturity  of IOs.  A slow rate of  principal  payments  may
adversely  affect the yield to maturity of POs. If  prepayments of principal are
greater than anticipated,  an investor in IOs may incur  substantial  losses. If
prepayments of principal are slower than anticipated,  the yield on a PO will be
affected more severely than would be the case with a traditional mortgage-backed
security.

CMOs are hybrid mortgage-related  instruments secured by pools of mortgage loans
or other mortgage-related  securities,  such as mortgage pass through securities
or stripped  mortgage-backed  securities.  CMOs may be structured  into multiple
classes,  often referred to as  "tranches,"  with each class bearing a different
stated  maturity and entitled to a different  schedule for payments of principal
and  interest,  including  prepayments.   Principal  prepayments  on  collateral
underlying  a CMO may  cause it to be  retired  substantially  earlier  than its
stated maturity.

<PAGE>

The yield  characteristics  of  mortgage-backed  securities differ from those of
other debt  securities.  Among the  differences  are that interest and principal
payments  are  made  more  frequently  on  mortgage-backed  securities,  usually
monthly,  and principal may be repaid at any time.  These factors may reduce the
expected yield.

Asset-backed    securities   have   structural    characteristics   similar   to
mortgage-backed  securities.  Asset-backed debt obligations  represent direct or
indirect  participation in, or secured by and payable from, assets such as motor
vehicle  installment  sales contracts,  other  installment loan contracts,  home
equity loans,  leases of various types of property,  and receivables from credit
card  or  other  revolving  credit  arrangements.  The  credit  quality  of most
asset-backed  securities  depends  primarily on the credit quality of the assets
underlying  such  securities,  how well  the  entity  issuing  the  security  is
insulated  from  the  credit  risk of the  originator  or any  other  affiliated
entities,  and  the  amount  and  quality  of  any  credit  enhancement  of  the
securities.  Payments or distributions of principal and interest on asset-backed
debt  obligations  may be  supported  by  non-governmental  credit  enhancements
including  letters  of  credit,   reserve  funds,   overcollateralization,   and
guarantees by third parties.  The market for privately issued  asset-backed debt
obligations is smaller and less liquid than the market for government  sponsored
mortgage-backed securities. (See also Derivative Instruments.)

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

Mortgage Dollar Rolls

Mortgage   dollar  rolls  are   investments   whereby  an  investor  would  sell
mortgage-backed  securities for delivery in the current month and simultaneously
contract to purchase  substantially  similar  securities  on a specified  future
date.  While  an  investor  would  forego  principal  and  interest  paid on the
mortgage-backed  securities  during  the  roll  period,  the  investor  would be
compensated  by the  difference  between the  current  sales price and the lower
price for the future  purchase as well as by any interest earned on the proceeds
of the initial sale. The investor also could be compensated  through the receipt
of fee income equivalent to a lower forward price.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  mortgage  dollar rolls  include:  Credit Risk,
Interest Rate Risk, and Management Risk.

Municipal Obligations

Municipal obligations include debt obligations issued by or on behalf of states,
territories,  possessions, or sovereign nations within territorial boundaries of
the United  States  (including  the District of Columbia and Puerto  Rico).  The
interest on these  obligations  is  generally  exempt from  federal  income tax.
Municipal  obligations are generally classified as either "general  obligations"
or "revenue obligations."

General  obligation  bonds are secured by the issuer's pledge of its full faith,
credit,  and taxing  power for the payment of interest  and  principal.  Revenue
bonds are payable only from the  revenues  derived from a project or facility or
from the proceeds of a specified  revenue source.  Industrial  development bonds
are  generally  revenue bonds secured by payments from and the credit of private
users. Municipal notes are issued to meet the short-term funding requirements of
state, regional, and local governments. Municipal notes include tax anticipation
notes,  bond anticipation  notes,  revenue  anticipation  notes, tax and revenue
anticipation  notes,   construction  loan  notes,   short-term  discount  notes,
tax-exempt commercial paper, demand notes, and similar instruments.

<PAGE>

Municipal  lease  obligations  may  take the  form of a  lease,  an  installment
purchase,  or a conditional  sales contract.  They are issued by state and local
governments  and  authorities to acquire land,  equipment,  and  facilities.  An
investor  may  purchase  these   obligations   directly,   or  it  may  purchase
participation interests in such obligations.  Municipal leases may be subject to
greater risks than general obligation or revenue bonds. State  constitutions and
statutes set forth requirements that states or municipalities must meet in order
to issue municipal  obligations.  Municipal leases may contain a covenant by the
state or  municipality to budget for and make payments due under the obligation.
Certain municipal leases may, however,  provide that the issuer is not obligated
to make  payments  on the  obligation  in future  years  unless  funds have been
appropriated for this purpose each year.

Yields on municipal  bonds and notes  depend on a variety of factors,  including
money  market  conditions,  municipal  bond  market  conditions,  the  size of a
particular  offering,  the  maturity  of the  obligation,  and the rating of the
issue. The municipal bond market has a large number of different  issuers,  many
having  smaller  sized bond issues,  and a wide choice of  different  maturities
within each issue.  For these reasons,  most  municipal  bonds do not trade on a
daily  basis and many trade  only  rarely.  Because  many of these  bonds  trade
infrequently,  the  spread  between  the bid and offer may be wider and the time
needed to develop a bid or an offer may be longer than other  security  markets.
See the  appendix  for a  discussion  of  securities  ratings.  (See  also  Debt
Obligations.)

Taxable  Municipal  Obligations.  There is another type of municipal  obligation
that is subject to federal income tax for a variety of reasons.  These municipal
obligations do not qualify for the federal income exemption because (a) they did
not receive necessary authorization for tax-exempt treatment from state or local
government  authorities,  (b) they exceed certain regulatory  limitations on the
cost of issuance for tax-exempt  financing or (c) they finance public or private
activities  that do not  qualify  for the federal  income tax  exemption.  These
non-qualifying   activities  might  include,  for  example,   certain  types  of
multi-family   housing,   certain  professional  and  local  sports  facilities,
refinancing   of  certain   municipal   debt,   and  borrowing  to  replenish  a
municipality's underfunded pension plan.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with municipal obligations include:  Credit Risk, Event
Risk,  Inflation Risk,  Interest Rate Risk,  Legal/Legislative  Risk, and Market
Risk.

Preferred Stock

Preferred  stock is a type of stock that pays  dividends at a specified rate and
that has  preference  over  common  stock in the  payment of  dividends  and the
liquidation of assets. Preferred stock does not ordinarily carry voting rights.

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

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

Real Estate Investment Trusts

Real estate  investment  trusts  (REITs) are entities that manage a portfolio of
real estate to earn profits for their  shareholders.  REITs can make investments
in real  estate such as  shopping  centers,  nursing  homes,  office  buildings,
apartment complexes,  and hotels. REITs can be subject to extreme volatility due
to  fluctuations in the demand for real estate,  changes in interest rates,  and
adverse economic conditions.  Additionally, the failure of a REIT to continue to
qualify as a REIT for tax purposes can materially affect its value.

<PAGE>

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

Repurchase Agreements

The Fund may enter into  repurchase  agreements  with certain  banks or non-bank
dealers. In a repurchase  agreement,  the Fund buys a security at one price, and
at the time of sale,  the  seller  agrees  to  repurchase  the  obligation  at a
mutually agreed upon time and price (usually within seven days).  The repurchase
agreement  thereby  determines the yield during the purchaser's  holding period,
while the  seller's  obligation  to  repurchase  is  secured by the value of the
underlying  security.  Repurchase  agreements could involve certain risks in the
event of a default or insolvency of the other party to the agreement,  including
possible  delays or  restrictions  upon the  Fund's  ability  to  dispose of the
underlying securities.

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

Reverse Repurchase Agreements

In a reverse repurchase agreement,  the investor would sell a security and enter
into an agreement  to  repurchase  the  security at a specified  future date and
price.  The  investor  generally  retains  the right to interest  and  principal
payments on the security.  Since the investor receives cash upon entering into a
reverse  repurchase  agreement,  it may be  considered  a  borrowing.  (See also
Derivative Instruments.)

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with reverse  repurchase  agreements  include:  Credit
Risk, Interest Rate Risk, and Management Risk.

Short Sales

With  short  sales,  an  investor  sells a  security  that  it  does  not own in
anticipation  of a decline in the market value of the security.  To complete the
transaction,  the  investor  must borrow the  security  to make  delivery to the
buyer.  The investor is  obligated to replace the security  that was borrowed by
purchasing it at the market price at the time of replacement.  The price at such
time may be more or less than the price at which the investor sold the security.
A fund that is allowed  to utilize  short  sales will  designate  cash or liquid
securities  to cover its open short  positions.  Those  funds also may engage in
"short sales against the box," a form of  short-selling  that involves selling a
security that an investor owns (or has an  unconditioned  right to purchase) for
delivery  at  a  future  date.  This  technique  allows  an  investor  to  hedge
protectively  against anticipated  declines in the market of its securities.  If
the value of the securities sold short  increased  between the date of the short
sale and the date on which the borrowed security is replaced, the investor loses
the  opportunity to participate in the gain. A "short sale against the box" will
result in a  constructive  sale of  appreciated  securities  thereby  generating
capital gains to the Fund.

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

Sovereign Debt

A sovereign debtor's  willingness or ability to repay principal and pay interest
in a timely  manner may be affected by a variety of factors,  including its cash
flow  situation,  the extent of its  reserves,  the  availability  of sufficient
foreign  exchange on the date a payment is due,  the  relative  size of the debt
service burden to the economy as a whole,  the sovereign  debtor's policy toward
international lenders, and the political constraints to which a sovereign debtor
may be subject. (See also Foreign Securities.)

<PAGE>

With respect to sovereign debt of emerging market issuers,  investors  should be
aware that certain  emerging  market  countries are among the largest debtors to
commercial  banks and foreign  governments.  At times,  certain  emerging market
countries  have  declared  moratoria on the payment of principal and interest on
external debt.

Certain emerging market countries have experienced difficulty in servicing their
sovereign debt on a timely basis that led to defaults and the  restructuring  of
certain indebtedness.

Sovereign  debt  includes  Brady Bonds,  which are  securities  issued under the
framework of the Brady Plan,  an  initiative  announced by former U.S.  Treasury
Secretary  Nicholas  F.  Brady in 1989 as a  mechanism  for  debtor  nations  to
restructure their outstanding external commercial bank indebtedness.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks   associated   with   sovereign   debt   include:   Credit  Risk,
Foreign/Emerging Markets Risk, and Management Risk.

Structured Products

Structured   products  are   over-the-counter   financial   instruments  created
specifically  to meet  the  needs of one or a small  number  of  investors.  The
instrument may consist of a warrant,  an option,  or a forward contract embedded
in  a  note  or  any  of  a  wide  variety  of  debt,  equity,  and/or  currency
combinations.  Risks of structured  products include the inability to close such
instruments,  rapid changes in the market,  and defaults by other parties.  (See
also Derivative Instruments.)

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

Variable- or Floating-Rate Securities

The Fund may invest in  securities  that offer a variable- or  floating-rate  of
interest.  Variable-rate securities provide for automatic establishment of a new
interest rate at fixed intervals (e.g., daily,  monthly,  semi-annually,  etc.).
Floating-rate  securities  generally  provide for  automatic  adjustment  of the
interest rate whenever some specified interest rate index changes.

Variable-  or  floating-rate  securities  frequently  include  a demand  feature
enabling the holder to sell the  securities to the issuer at par. In many cases,
the demand  feature can be exercised at any time.  Some  securities  that do not
have variable or floating  interest  rates may be  accompanied by puts producing
similar results and price characteristics.

Variable-rate demand notes include master demand notes that are obligations that
permit the Fund to invest  fluctuating  amounts,  which may change daily without
penalty,  pursuant to direct  arrangements  between the Fund as lender,  and the
borrower.  The interest  rates on these notes  fluctuate  from time to time. The
issuer of such  obligations  normally has a corresponding  right,  after a given
period,  to prepay in its discretion  the  outstanding  principal  amount of the
obligations plus accrued interest upon a specified number of days' notice to the
holders of such  obligations.  Because  these  obligations  are  direct  lending
arrangements  between the lender and borrower,  it is not contemplated that such
instruments  generally  will be traded.  There  generally is not an  established
secondary market for these obligations. Accordingly, where these obligations are
not  secured by  letters of credit or other  credit  support  arrangements,  the
Fund's  right to redeem is  dependent  on the  ability  of the  borrower  to pay
principal and interest on demand.  Such obligations  frequently are not rated by
credit rating agencies and may involve heightened risk of default by the issuer.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks  associated with variable- or  floating-rate  securities  include:
Credit Risk and Management Risk.

<PAGE>

Warrants

Warrants are securities giving the holder the right, but not the obligation,  to
buy the stock of an issuer at a given price (generally  higher than the value of
the stock at the time of  issuance)  during a specified  period or  perpetually.
Warrants may be acquired  separately or in connection  with the  acquisition  of
securities.  Warrants  do not carry with them the right to  dividends  or voting
rights  and they do not  represent  any  rights  in the  assets  of the  issuer.
Warrants may be considered to have more speculative characteristics than certain
other  types of  investments.  In  addition,  the  value of a  warrant  does not
necessarily  change with the value of the underlying  securities,  and a warrant
ceases to have value if it is not exercised prior to its expiration date.

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

When-Issued Securities

These  instruments  are contracts to purchase  securities for a fixed price at a
future date beyond normal  settlement  time  (when-issued  securities or forward
commitments).  The price of debt obligations  purchased on a when-issued  basis,
which  may be  expressed  in  yield  terms,  generally  is fixed at the time the
commitment to purchase is made, but delivery and payment for the securities take
place at a later date.  Normally,  the settlement  date occurs within 45 days of
the purchase  although in some cases  settlement  may take longer.  The investor
does not pay for the  securities or receive  dividends or interest on them until
the contractual  settlement date. Such instruments involve a risk of loss if the
value of the security to be purchased  declines  prior to the  settlement  date,
which risk is in  addition  to the risk of  decline  in value of the  investor's
other  assets.  In  addition,  when the Fund engages in forward  commitment  and
when-issued  transactions,  it  relies on the  counterparty  to  consummate  the
transaction.  The failure of the  counterparty to consummate the transaction may
result in the Fund losing the opportunity to obtain a price and yield considered
to be advantageous.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest risks associated with when-issued  securities  include:  Credit Risk and
Management Risk.

Zero-Coupon, Step-Coupon, and Pay-in-Kind Securities

These  securities  are debt  obligations  that do not make regular cash interest
payments (see also Debt Obligations). Zero-coupon and step-coupon securities are
sold at a deep  discount to their face value  because  they do not pay  interest
until  maturity.  Pay-in-kind  securities  pay interest  through the issuance of
additional securities.  Because these securities do not pay current cash income,
the price of these  securities  can be extremely  volatile when  interest  rates
fluctuate. See the appendix for a discussion of securities ratings.

Although  one or more of the other risks  described  in this SAI may apply,  the
largest  risks  associated  with  zero-coupon,   step-coupon,   and  pay-in-kind
securities include: Credit Risk, Interest Rate Risk, and Management Risk.

<PAGE>

SECURITY TRANSACTIONS

Subject to policies set by the board,  IDS Life Insurance  Company (IDS Life) is
authorized  to  determine,  consistent  with  the  Fund's  investment  goal  and
policies,  which  securities  will be purchased,  held, or sold. In  determining
where the buy and sell  orders are to be placed,  IDS Life has been  directed to
use its best efforts to obtain the best  available  price and the most favorable
execution  except where otherwise  authorized by the board.  IDS Life intends to
direct  American  Express  Financial  Corporation,  AEFC to  execute  trades and
negotiate  commissions  on its behalf.  In selecting  broker-dealers  to execute
transactions,  AEFC may consider the price of the security, including commission
or mark-up,  the size and difficulty of the order, the  reliability,  integrity,
financial  soundness,  and general  operation and execution  capabilities of the
broker,  the broker's  expertise in particular  markets,  and research  services
provided by the broker.  These services are covered by the  Investment  Advisory
Agreement between IDS Life and AEFC. When AEFC acts on IDS Life's behalf for the
Fund, it follows the guidelines stated below.


The Fund,  AEFC,  and IDS Life each have a strict Code of Ethics that  prohibits
its affiliated  personnel from engaging in personal  investment  activities that
compete with or attempt to take advantage of planned portfolio  transactions for
any fund or trust for which it acts as investment manager.


The Fund's  securities may be traded on a principal rather than an agency basis.
In other words,  AEFC will trade  directly  with the issuer or with a dealer who
buys or sells for its own  account,  rather  than  acting  on behalf of  another
client. AEFC does not pay the dealer commissions.  Instead, the dealer's profit,
if any, is the  difference,  or spread,  between the dealer's  purchase and sale
price for the security.

On occasion, it may be desirable to compensate a broker for research services or
for  brokerage  services  by paying a  commission  that might not  otherwise  be
charged or a commission in excess of the amount another broker might charge. The
board  has  adopted  a  policy  authorizing  IDS  Life  to do so to  the  extent
authorized by law, if IDS Life determines,  in good faith,  that such commission
is  reasonable  in relation to the value of the  brokerage or research  services
provided by a broker or dealer,  viewed either in the light of that  transaction
or IDS Life's or AEFC's  overall  responsibilities  with respect to the Fund and
the other funds for which they act as investment managers.

Research provided by brokers  supplements AEFC's own research  activities.  Such
services include economic data on, and analysis of, U.S. and foreign  economies;
information  on  specific  industries;  information  about  specific  companies,
including earnings  estimates;  purchase  recommendations  for stocks and bonds;
portfolio strategy services;  political,  economic, business, and industry trend
assessments;  historical statistical information; market data services providing
information  on specific  issues and prices;  and technical  analysis of various
aspects of the securities markets, including technical charts. Research services
may take the form of written reports,  computer software, or personal contact by
telephone or at seminars or other meetings. AEFC has obtained, and in the future
may  obtain,  computer  hardware  from  brokers,  including  but not  limited to
personal computers that will be used exclusively for investment  decision-making
purposes,  which  include  the  research,   portfolio  management,  and  trading
functions and other services to the extent permitted under an  interpretation by
the SEC.

When paying a commission  that might not otherwise be charged or a commission in
excess  of the  amount  another  broker  might  charge,  IDS  Life  must  follow
procedures  authorized  by the  board.  To  date,  three  procedures  have  been
authorized.  One procedure  permits IDS Life to direct an order to buy or sell a
security  traded on a national  securities  exchange  to a  specific  broker for
research  services it has provided.  The second  procedure  permits IDS Life, in
order to obtain research, to direct an order on an agency basis to buy or sell a
security  traded in the  over-the-counter  market to a firm that does not make a
market in that security. The commission paid generally includes compensation for
research  services.  The third  procedure  permits IDS Life,  in order to obtain
research and brokerage services, to cause the Fund to pay a commission in excess
of the amount another  broker might have charged.  IDS Life has advised the Fund
that it is  necessary  to do  business  with a number  of  brokerage  firms on a
continuing basis to obtain such

<PAGE>

services as the handling of large orders,  the  willingness  of a broker to risk
its own money by taking a position in a security,  and the specialized  handling
of a particular  group of  securities  that only certain  brokers may be able to
offer. As a result of this arrangement,  some portfolio  transactions may not be
effected at the lowest  commission,  but IDS Life  believes it may obtain better
overall execution.  IDS Life has represented that under all three procedures the
amount of commission  paid will be reasonable and competitive in relation to the
value of the brokerage services performed or research provided.

All  other  transactions  will be  placed  on the  basis of  obtaining  the best
available  price  and the  most  favorable  execution.  In so  doing,  if in the
professional  opinion  of the person  responsible  for  selecting  the broker or
dealer,   several  firms  can  execute  the   transaction  on  the  same  basis,
consideration  will be given by such  person to those  firms  offering  research
services.  Such services may be used by IDS Life and AEFC in providing advice to
all the funds and accounts advised by IDS Life even though it is not possible to
relate the benefits to any particular fund.

Each  investment  decision  made  for the  Fund is made  independently  from any
decision made for another portfolio,  fund, or other account advised by IDS Life
or any of its  subsidiaries.  When the Fund buys or sells the same  security  as
another portfolio,  fund, or account,  IDS Life carries out the purchase or sale
in a way the  Fund  agrees  in  advance  is  fair.  Although  sharing  in  large
transactions  may adversely  affect the price or volume purchased or sold by the
Fund, the Fund hopes to gain an overall advantage in execution.

On a periodic basis, IDS Life makes a comprehensive review of the broker-dealers
and the  overall  reasonableness  of their  commissions.  The  review  evaluates
execution, operational efficiency, and research services.

For fiscal  years noted  below,  each Fund paid the  following  total  brokerage
commissions.  Substantially  all firms through whom  transactions  were executed
provide research services.


<TABLE>
<CAPTION>

<S>       <C>          <C>             <C>           <C>         <C>               <C>           <C>
                           Equity       Government                  International                  Money
April 30,    Equity        Income       Securities      Income      Equity            Managed      Market

2000       $1,667,398      $1,290         $ -0-         $1,063       $1,482,400      $472,759      $ -0-

1999        1,545,000        -0-            -0-           -0-         2,881,012       816,300        -0-

1998          878,000        -0-            -0-           -0-         1,638,191       464,162        -0-
</TABLE>

In  fiscal  year  2000,  the  following   transactions   and  commissions   were
specifically directed to firms in exchange for research services:

<TABLE>
<CAPTION>
<S>           <C>           <C>          <C>           <C>          <C>              <C>             <C>
                             Equity        Government                 International                    Money
                 Equity      Income        Securities     Income        Equity           Managed       Market

Transactions     60,000       200             -0-           -0-           -0-              -0-          -0-

Commissions      $3,600       $12           $ -0-         $ -0-         $ -0-            $ -0-        $ -0-

</TABLE>


As of the end of the most recent  fiscal  year,  Government  Securities  held no
securities  of its regular  brokers or dealers or of the parent of those brokers
or dealers that derived more than 15% of gross  revenue from  securities-related
activities.


As of the end of the most recent fiscal year,  each Fund held  securities of its
regular  brokers  or dealers  of the  parent of those  brokers  or dealers  that
derived more than 15% of gross  revenue from  securities-related  activities  as
presented below:


<PAGE>
<TABLE>
<CAPTION>

<S>                                          <C>                             <C>
                                                                                 Value of Securities
Fund                                            Name of Issuer                 owned at End of Fiscal Year

Equity                                          LaBranche                           $7,345,144

Equity Income                                   Bank of America                         28,517
                                                Chase Manhattan                          9,440
                                                FleetBoston Financial                   20,766
                                                Morgan Stanley                          22,258

Income                                          Fleet Financial Group                  204,425
                                                LaBranche                              246,250
                                                Merrill Lynch                           96,746
                                                Morgan Stanley                         362,392

International Equity                            Fleet Funding                          795,439

Managed                                         Goldman Sachs Group                    493,582
                                                Merrill Lynch                          977,733
                                                Travelers Group                        475,032
                                                Schwab (Charles)                     8,900,000

Money Market                                    Bank of America                      2,378,517
                                                Bear Stearns                         1,883,021
                                                Merrill Lynch                        2,482,544
                                                Salomon Smith Barney                 1,988,909
</TABLE>

The  portfolio  turnover  rates for the two most  recent  fiscal  years  were as
follows:

<TABLE>
<CAPTION>
<S>           <C>           <C>          <C>            <C>          <C>                <C>
                             Equity        Government                 International
April 30,       Equity       Income        Securities     Income        Equity            Managed

2000             126%         20%             123%          50%          124%               63%

1999             130          -0-              89           22            67                96

</TABLE>

BROKERAGE COMMISSIONS PAID TO BROKERS AFFILIATED WITH IDS LIFE

Affiliates  of American  Express  Company (IDS Life is a  wholly-owned  indirect
subsidiary) may engage in brokerage and other securities  transactions on behalf
of the Fund  according  to  procedures  adopted  by the board and to the  extent
consistent with applicable  provisions of the federal  securities laws. IDS Life
will use an American Express  affiliate only if (i) IDS Life determines that the
Fund will receive  prices and  executions at least as favorable as those offered
by qualified independent brokers performing similar brokerage and other services
for the Fund and (ii) the affiliate charges the Fund commission rates consistent
with those the affiliate charges  comparable  unaffiliated  customers in similar
transactions  and if  such  use  is  consistent  with  terms  of the  Investment
Management and Services Agreement.


No brokerage  commissions  were paid to brokers  affiliated with the Advisor for
the three  most  recent  fiscal  years for  Government  Securities,  Income  and
International Equity.


Information  about  brokerage  commissions  paid by the Fund for the last  three
fiscal  years  to  brokers  affiliated  with the  Advisor  is  contained  in the
following table:



<PAGE>
<TABLE>
<CAPTION>

                                      As of the end of Fiscal Year,

                                                                2000                          1999          1998

                                             -------------------------------------------  ------------  -------------
<S>          <C>             <C>            <C>           <C>            <C>             <C>           <C>
                                                                           Percent of
                                                                           Aggregate
                                             Aggregate                     Dollar          Aggregate     Aggregate
                                             Dollar                        Amount of       Dollar        Dollar
                                             amount of      Percent of     Transactions    Amount of     Amount of
Fund                                         Commissions    Aggregate      Involving       Commissions   Commissions
                                Nature of    Paid to        Brokerage      Payment of      Paid to       Paid to
                Broker         Affiliation   Broker         Commissions    Commissions     Broker        Broker

Equity          American            *        $5,790           0.35%          1.17%         $9,828        $17,813
                Enterprise
                Investment
                Services
                Inc.

Equity Income   American            *            11           0.82           1.23            -0-           -0-
                Enterprise
                Investment
                Services
                Inc.

Managed         American            *         2,700           0.57           1.36           3,702         6,710
                Enterprise
                Investment
                Services
                Inc.

*Wholly-owned subsidiary of the Advisor.

</TABLE>

PERFORMANCE INFORMATION

The Fund may quote various  performance  figures to illustrate past performance.
Average annual total return and current yield quotations, if applicable, used by
the Fund are based on standardized methods of computing  performance as required
by the  SEC.  An  explanation  of  the  methods  used  by the  Fund  to  compute
performance follows below.

AVERAGE ANNUAL TOTAL RETURN

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

                                  P(1+T)n = ERV

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

Aggregate total return

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

                                     ERV - P
                                        P

<PAGE>

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

ANNUALIZED YIELD

Government  Securities  and  Income  Portfolios  - The  Fund  may  calculate  an
annualized  yield by dividing the net investment  income per share deemed earned
during a 30-day  period by the net asset  value per share on the last day of the
period and annualizing the results.

Yield is calculated according to the following formula:

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

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


Annualized yield based on the 30-day period ending April 28, 2000 for Government
Securities  Portfolio was 5.51% and Income Portfolio's yield was 6.66%, IDS Life
agreed to a voluntary  limitation of  non-advisory  expenses at an annual charge
not to  exceed  0.10% of the  daily net  assets  of the  Fund.  If  non-advisory
expenses had not been limited,  Government  Securities  Portfolio's  yield would
have been 0.87%.


Money Market Portfolio calculates annualized simple and compound yields based on
a seven-day period.

The simple yield is calculated by:

o    (a) determining  the net  change  in the value of a  hypothetical  account
         having a balance of one share at the beginning of the seven-day period.

o    (b) dividing the net change in account value by the value of the account at
         the beginning of the period to obtain the return for the period, and

o    (c) multiplying that return by 365/7 to obtain an annualized figure.

The value of the  hypothetical  account  includes  the  amount  of any  declared
dividends,  the value of any shares  purchased with any dividend paid during the
period and any  dividends  declared for such  shares.  The Fund's yield does not
include any realized or unrealized gain or loss.

The Fund calculates its compound yield according to the following formula:

Compound Yield = (return for seven day period + 1) x (365/7) - 1


The Fund's simple  annualized  yield was 7.25% and its compound  yield was 7.51%
for the seven-day period ending April 28, 2000.


Yield,  or rate of  return,  on Fund  shares  may  fluctuate  daily and does not
provide a basis for determining  future yields.  However,  it may be used as one
element  in  assessing  how the Fund is  meeting  its goal.  When  comparing  an
investment   in  the  Fund  with  savings   accounts   and  similar   investment
alternatives,  you must consider that such alternatives  often provide an agreed
to or  guaranteed  fixed yield for a stated  period of time,  whereas the Fund's
yield  fluctuates.  In comparing  the yield of one money market fund to another,
you should  consider  each fund's  investment  policies,  including the types of
investments permitted. In its sales material and other communications,  the Fund
may quote,  compare or refer to  rankings,  yields,  or returns as  published by
independent statistical services or publishers and publications such as The Bank
Rate  Monitor  National  Index,  Barron's,   Business  Week,  CDA  Technologies,
Donoghue's Money Market Fund Report,

<PAGE>

Financial  Services Week,  Financial Times,  Financial World,  Forbes,  Fortune,
Global Investor,  Institutional Investor, Investor's Daily, Kiplinger's Personal
Finance, Lipper Analytical Services, Money, Morningstar, Mutual Fund Forecaster,
Newsweek, The New York Times, Personal Investor,  Shearson Lehman Aggregate Bond
Index,  Stanger Report,  Sylvia Porter's Personal Finance,  USA Today, U.S. News
and World Report, The Wall Street Journal, and Wiesenberger Investment Companies
Service.

In its sales material and other  communications,  the Fund may quote, compare or
refer to rankings,  yields,  or returns as published by independent  statistical
services or publishers and  publications  such as The Bank Rate Monitor National
Index, Barron's,  Business Week, CDA Technologies,  Donoghue's Money Market Fund
Report,  Financial  Services Week,  Financial Times,  Financial  World,  Forbes,
Fortune,  Global Investor,  Institutional  Investor,  Investor's Business Daily,
Kiplinger's Personal Finance,  Lipper Analytical Services,  Money,  Morningstar,
Mutual  Fund  Forecaster,  Newsweek,  The New  York  Times,  Personal  Investor,
Shearson Lehman Aggregate Bond Index,  Stanger Report,  Sylvia Porter's Personal
Finance,  USA Today,  U.S. News and World Report,  The Wall Street Journal,  and
Wiesenberger  Investment  Companies  Service.  The  Fund  also may  compare  its
performance to a wide variety of indexes or averages. There are similarities and
differences  between  the  investments  that  the  Fund  may  purchase  and  the
investments  measured  by the  indexes or averages  and the  composition  of the
indexes or averages will differ from that of the Fund.

VALUING FUND SHARES

The  value of an  individual  share in the  Equity,  Equity  Income,  Government
Securities, Income, International Equity and Managed Portfolios is determined by
using the net asset value (NAV) before shareholder transactions for the day.

As of the end of the most recent fiscal year, the computation looked like this:

<TABLE>
<CAPTION>

<S>                  <C>              <C>              <C>                <C>              <C>
                                                                                             Net asset value
Fund                   Net assets                       Shares outstanding                    of one share
-------------------- ---------------- ----------------- ----------------- ----------------- -----------------
Equity                $1,714,507,708      divided by        35,929,904          Equals            $47.72

Equity Income              2,286,342                           239,688                              9.54

Government Securities     18,491,337                         1,919,080                              9.64

Income                    92,351,404                        10,073,986                              9.17

International Equity     379,212,820                        17,381,526                             21.82

 Managed                 826,548,958                        35,087,408                             23.56

</TABLE>

In determining net assets before shareholder transactions, the Fund's securities
are valued as follows as of the close of business of the New York Stock Exchange
(the Exchange):

o    Stocks,  convertible bonds,  warrants,  futures and options traded on major
     exchanges  are valued  each day at their last  quoted  sales price on their
     primary exchange as of the close of the Exchange.  If the last quoted sales
     price is not readily available for a particular security,  the value is the
     average price between the last offer to buy and the last offer to sell.

o    Stocks,  convertible  bonds and  warrants  with  readily  available  market
     quotations  but  without a listing on an  exchange  are also  valued at the
     average between the last bid (offer to buy) and asked (offer to sell) price
     at the time of the close of the Exchange.

o    Short-term  securities  maturing in 60 days or less at the acquisition date
     are valued at amortized cost. (Amortized cost is an approximation of market
     value  determined  by  systematically  increasing  the carrying  value of a
     security if acquired at a discount, or systematically reducing the carrying
     value if  acquired  at a premium,  so that the  carrying  value is equal to
     maturity value on the maturity date.)

<PAGE>

o    Securities  without a readily  available  market  price,  bonds  other than
     convertibles  and other assets are valued at fair value.  In valuing these,
     the fund directors are responsible for selecting methods which they believe
     give the fair value. For  nonconvertible  bonds, the usual method is to use
     the pricing  service of an outside  organization.  Such pricing service may
     take into consideration yield, quality,  coupon,  maturity,  type of issue,
     trading characteristics and other market data in determining valuations for
     normal  institutional-size  trading units of debt  securities  and does not
     rely exclusively on quoted prices.

o    Generally,  trading in foreign  securities is substantially  completed each
     day at various times prior to the close of the Exchange. The values of such
     securities used in determining the net asset value of the Fund's shares are
     computed as of such times. Occasionally, events affecting the value of such
     securities may occur between such times and the close of the Exchange which
     will not be reflected in the  computation of the Fund's net asset value. If
     events materially  affecting the value of such securities occur during such
     period,  then these securities will be valued at their fair value according
     to  procedures  decided  upon in good  faith by the Fund's  board.  Foreign
     securities quoted in foreign currencies are translated into U.S. dollars at
     the current exchange rate.

Valuing Money Market shares.

o    Money  Market  Portfolio  intends  to use its best  efforts  to  maintain a
     constant net asset value of $1 per share  although there is no assurance it
     will be able to do so.  Accordingly,  it uses the amortized  cost method in
     valuing its portfolio of securities.

o    Short-term  securities  maturing in 60 days or less are valued at amortized
     cost.  Amortized  cost is an  approximation  of market value  determined by
     systematically increasing the carrying value of a security if acquired at a
     discount,  or reducing the carrying value if acquired at a premium, so that
     the carrying value is equal to maturity value on the maturity date. It does
     not take into consideration  unrealized capital gains or losses. All of the
     securities in the portfolio will be valued at their amortized cost.

o    In addition,  the portfolio must abide by certain conditions.  It must only
     invest in securities of high quality which present  minimal credit risks as
     determined by the board of directors.  This means that the rated commercial
     paper in the  portfolio  will be issues that have been rated in the highest
     rating category by at least two nationally  recognized  statistical  rating
     organizations  (or by one if only one  rating is  assigned)  and in unrated
     paper  determined  by the fund's board of directors to be  comparable.  The
     portfolio  must  also  purchase   securities  with  original  or  remaining
     maturities   of  no  more  than  13  months  or  less,   and   maintain   a
     dollar-weighted average portfolio maturity of 90 days or less.

o    In addition,  the board of directors must establish  procedures designed to
     stabilize  the  portfolio's  price  per  share  for  purposes  of sales and
     redemptions  at $1 to the extent that it is  reasonably  possible to do so.
     These procedures  include review of the portfolio  securities by the board,
     at intervals deemed  appropriate by it, to determine  whether the net asset
     value per share computed by using the available market quotations  deviates
     from a share value of $1 as computed using the amortized  cost method.  The
     board must  consider  any  deviation  that  appears,  and if it exceeds 0.5
     percent,  it must determine what action,  if any, needs to be taken. If the
     board  determines  that a  deviation  exists  that may result in a material
     dilution of the holdings of current shareholders or investors,  or in other
     unfair consequences for such people, it must undertake remedial action that
     it deems  necessary and  appropriate.  Such action may include  withholding
     dividends,  calculating net asset value per share for purposes of sales and
     redemptions using available market quotations,  making redemptions in kind,
     and selling  securities before maturity in order to realize capital gain or
     loss or to shorten average portfolio maturity.

In  other  words,  while  the  amortized  cost  method  provides  certainty  and
consistency  in  portfolio  valuation,  it may,  from  time to time,  result  in
valuations of portfolio  securities  which are either  somewhat  higher or lower
than the prices at which the  securities  could be sold.  This means that during
times of declining  interest rates,  the yield on the portfolio's  shares may be
higher than if valuations of securities  were made based on actual market prices
and estimates of market prices. Accordingly, if use of the amortized cost

<PAGE>

method were to result in a lower  portfolio value at a given time, a prospective
investor  would be able to obtain a somewhat  higher  yield than he or she would
get if  portfolio  valuation  were  based  on  actual  market  values.  Existing
shareholders,  on the other hand, would receive a somewhat lower yield than they
would  otherwise  receive.  The opposite  would happen during a period of rising
interest rates.

SELLING SHARES

The Fund will sell any shares  presented by the shareholders  (the  subaccounts)
for sale.  The  subaccounts'  policy on when or whether to buy or sell shares is
described in the Variable Life Insurance Policy prospectus.

During an emergency  the board can suspend the  computation  of net asset value,
stop accepting  payments for purchase of shares, or suspend the duty of the Fund
to sell shares for more than seven days. Such emergency  situations  would occur
if:

o    The Exchange  closes for reasons  other than the usual  weekend and holiday
     closings or trading on the Exchange is restricted, or

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

o    The SEC,  under  the  provisions  of the 1940  Act,  declares  a period  of
     emergency to exist.

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

Rejection of business

The Fund reserves the right to reject any business, in its sole discretion.

CAPITAL LOSS CARRYOVER


For federal income tax purposes, Equity Income, Government Securities and Income
Portfolios  had  total  capital  loss   carryovers  of  $13,419,   $317,758  and
$2,761,039, respectively, at the end of the most recent fiscal year, that if not
offset by subsequent capital gains will expire as follows:

Fund                           2007              2008               2009
----                       ----------         ----------       -------------
Equity Income               $  -0-            $  4,009         $    9,410
Government Securities          -0-             252,416             65,342
Income                       167,205           411,295          2,182,539


It is unlikely that the board will authorize a distribution  of any net realized
capital gains until the available  capital loss carryover has been offset or has
expired except as required by Internal Revenue Service rules.

TAXES

The Fund may be subject  to U.S.  taxes  resulting  from  holdings  in a passive
foreign investment  company (PFIC). A foreign  corporation is a PFIC when 75% or
more of its gross income for the taxable  year is passive  income or 50% or more
of the average  value of its assets  consists  of assets  that  produce or could
produce passive income.

<PAGE>

AGREEMENTS

Investment Management and Services Agreement

The  Funds do not  maintain  their own  research  department  or  record-keeping
services.  These are provided by the Advisor under the Investment Management and
Services Agreement.

For its  services,  the  Advisor  is paid a fee  based on the net  assets of the
portfolio.  The asset charge is based on the aggregate  average daily net assets
of each of the Funds at the following rates.

         0.70%, on an annual basis, for Equity;
         0.70%, on an annual basis, for Equity Income;
         0.70%, on an annual basis, for Government Securities;
         0.70%, on an annual basis, for Income;
         0.95%, on an annual basis, for International Equity;
         0.70%, on an annual basis, for Managed; and
         0.50%, on an annual basis, for Money Market


The management fee is paid monthly. The total amount paid on the last day of the
most recent fiscal year was  $9,965,485  for Equity,  $5,680 for Equity  Income,
$148,303  for  Government  Securities,   $664,467  for  Income,  $3,162,742  for
International Equity, $5,215,075 for Managed, and $288,994 for Money Market. The
total  amount paid fiscal year ended April 30, 1999 was  $6,157,181  for Equity,
$630,775 for Income, $187,130 for Money Market, $4,211,867 for Managed, $116,139
for Government  Securities and $2,302,001 for  International  Equity.  The total
amount paid fiscal year ended April 30, 1998 was $5,369,342 for Equity,  $98,674
for Government  Securities,  $520,492 for Income,  $1,616,804 for  International
Equity, $3,495,488 for Managed, and $156,403 for Money Market.


All nonadvisory  expenses incurred by each Fund will be paid at an annual charge
not to exceed 0.10% of the aggregate  average daily net assets of the respective
portfolio. The voluntary limitation of 0.10% has been established by the Advisor
at that figure and the Advisor  reserves the right to discontinue  the voluntary
limitation.

The Advisor has agreed to a voluntary  limit of 0.1% on an annual basis,  of the
average  daily net assets of each of the IDS Life  Series  Fund  Portfolios  for
these  nonadvisory  expenses,  even  though  actual  expenses on IDS Life Series
Fund-Government  Securities  Portfolio  ranged  up to  0.15%,  IDS  Life  Series
Fund-Money   Market   Portfolio   ranged  up  to  0.14%  and  IDS  Life   Series
Fund-International Equity Portfolio ranged up to 0.27%. The Advisor reserves the
right to discontinue  limiting these nonadvisory  expenses at 0.1%. However, its
present  intention is to continue the limit until the time that actual  expenses
are less than the limit.

Investment Advisory Agreement

The Advisor and AEFC have an  Investment  Advisory  Agreement.  It calls for the
Advisor to pay AEFC a fee for investment  advice.  AEFC also executes  purchases
and sales and negotiates  brokerage as directed by the Advisor.  The fee paid by
the Advisor is 0.25% of the average net assets for the year of all Funds, except
for International  Equity. The fee paid by the Advisor is 0.35% of International
Equity's average net assets.



The Advisor paid AEFC  $7,031,274  for  investment  advice for fiscal year 2000,
$4,911,181 for fiscal year 1999, and $4,060,601 for fiscal year 1998.


Information  concerning  other funds advised by the Advisor or AEFC is contained
in the prospectus.

<PAGE>

Custodian Agreement

The Fund's securities and cash are held by American Express Trust Company,  1200
Northstar Center West, 625 Marquette Ave., Minneapolis, MN 55402-2307, through a
custodian  agreement.  The  custodian is permitted to deposit some or all of its
securities  in central  depository  systems as allowed by federal  law.  For its
services,  the Fund pays the  custodian  a  maintenance  charge and a charge per
transaction in addition to reimbursing the custodian's out-of-pocket expenses.

The custodian has entered into a sub-custodian  agreement with Bank of New York,
90  Washington  Street,  New  York,  NY  10286.  As part  of  this  arrangement,
securities  purchased outside the United Stated are maintained in the custody of
various foreign branches of Bank of New York or in other financial  institutions
as permitted by law and by the Fund's sub-custodian agreement.

ORGANIZATIONAL INFORMATION


The Fund is an open-end management investment company. The Fund headquarters are
at 200 AXP Financial Center, Minneapolis, MN 55474.


SHARES

The Fund is owned by the subaccounts,  its shareholders.  The shares of the Fund
represent an interest in that fund's  assets only (and profits or losses),  and,
in the event of  liquidation,  each share of the Fund would have the same rights
to dividends and assets as every other share of that Fund.

VOTING RIGHTS

For a  discussion  of the rights of  contract  owners  concerning  the voting of
shares held by the subaccounts,  please see your policy  prospectus.  All shares
have voting rights over the Fund's  management and  fundamental  policies.  Each
share is entitled to one vote for each share owned.  Each class,  if applicable,
has  exclusive  voting rights with respect to matters for which  separate  class
voting is appropriate  under  applicable law. All shares have cumulative  voting
rights  with  respect  to  the  election  of  board  members.  This  means  that
shareholders  have as many  votes  as the  number  of  shares  owned,  including
fractional shares, multiplied by the number of members to be elected.

Dividend Rights

Dividends  paid by the Fund,  if any,  with respect to each class of shares,  if
applicable, will be calculated in the same manner, at the same time, on the same
day,  and will be in the same  amount,  except for  differences  resulting  from
differences in fee structures.

<PAGE>
<TABLE>
<CAPTION>

FUND HISTORY TABLE FOR FUNDS MANAGED BY IDS LIFE
<S>                                <C>           <C>          <C>           <C>         <C>
                                      Date of       Form of      State of       Fiscal     Diversified
                                    Organization  Organization Organization    Year End
----------------------------------- ------------- ------------ ------------- ------------- -------------
IDS Life Series Fund, Inc.             5/8/85     Corporation       MN           4/30
   Equity Portfolio                                                                            Yes
   Equity Income Portfolio                                                                     Yes
   Government Securities                                                                       Yes
   Portfolio
   Income Portfolio                                                                            Yes
   International Equity Portfolio                                                              Yes
   Managed Portfolio                                                                           Yes
   Money Market Portfolio                                                                      Yes
----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Income        4/27/81,   Corporation     NV/MN          8/31
Series, Inc.                           6/13/86*
   AXP Variable Portfolio - Bond                                                               Yes
   Fund
   AXP Variable Portfolio - Extra                                                              Yes
   Income Fund
   AXP Variable Portfolio -                                                                    Yes
   Federal Income Fund
   AXP Variable Portfolio -                                                                     No
   Global Bond Fund
----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio -               4/27/81,   Corporation     NV/MN          8/31
Investment Series, Inc.                6/13/86*
   AXP Variable Portfolio - Blue                                                               Yes
   Chip Advantage Fund
   AXP Variable Portfolio -                                                                    Yes
   Capital Resource Fund
   AXP Variable Portfolio -                                                                    Yes
   Emerging Markets Fund
   AXP Variable Portfolio -                                                                    Yes
   Growth Fund
   AXP Variable Portfolio                                                                      Yes
   -International Fund
   AXP Variable Portfolio - New                                                                Yes
   Dimensions Fund
   AXP Variable Portfolio - Small                                                              Yes
   Cap Advantage Fund
   AXP Variable Portfolio - S & P                                                               No
   500 Index Fund
   AXP Variable Portfolio -                                                                    Yes
   Strategy Aggressive Fund
----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Managed       3/5/85     Corporation       MN           8/31
Series, Inc.
   AXP Variable Portfolio -                                                                    Yes
   Diversified Equity Income Fund
   AXP Variable Portfolio -                                                                    Yes
   Managed Fund
----------------------------------- ------------- ------------ ------------- ------------- -------------
AXP Variable Portfolio - Money         4/27/81,   Corporation     NV/MN          8/31
Market Series, Inc.                    6/13/86*
   AXP Variable Portfolio - Cash                                                               Yes
   Management Fund
----------------------------------- ------------- ------------ ------------- ------------- -------------

* Date merged into a Minnesota corporation.
</TABLE>

<PAGE>

BOARD MEMBERS AND OFFICERS

The Fund has a board that  oversees the Fund's  operations.  The board  appoints
officers who are responsible for day-to-day business decisions based on policies
set by the board.

The following is a list of the Fund's board members.



Timothy V. Bechtold
Born in 1953
200 AXP Financial center
Minneapolis, MN

Vice President - Rick Management Products, AEFC. Executive Vice President - Risk
Management Products, IDS Life. Director, IDS Life Series Fund, Inc.

Richard W. Kling*
Born in 1940
200 AXP Financial Center
Minneapolis, MN

President and director,  IDS Life Series Fund, Inc.  President,  Chairman of the
Board and  director,  IDS Life  Variable  Annuity  Funds A&B.  President,  Chief
Executive  Officer and  director,  IDS Life.  Senior Vice  President - Insurance
Products and Director, AEFC. Director, IDS Certificate Company.


Rodney P. Burwell
Born in 1939
Xerxes Corporation
7901 Xerxes Ave. S.
Minneapolis, MN

Chairman,  Xerxes Corporation  (fiberglass  storage tanks).  Director,  Fairview
Corporation, Strategist Funds, IDS Certificate Company.

Jean B. Keffeler
Born in 1945
3424 Zenith Ave. S.
Minneapolis, MN

Independent   management  consultant.   Director,   National  Computer  Systems,
Strategist Funds, IDS Certificate Company.

Thomas R. McBurney
Born in 1938
McBurney Management Advisors
1700 Foshay Tower
821 Marquette Ave.
Minneapolis, MN

President,  McBurney  Management  Advisors.  Director,  The Valspar  Corporation
(paints),  Wenger Corporation,  Allina,  Space Center  Enterprises,  Greenspring
Corporation, Strategist Funds, IDS Certificate Company.

*Interested  person  of the  Advisor  and of the  Fund as the  term  "interested
person" is defined in the 1940 Act.

<PAGE>

The board also has appointed  officers who are  responsible  for the  day-to-day
business decisions based on policies it has established.

In addition to Mr. Kling, who is the President, the Fund's other officers are:


Lorraine R. Hart
Born in 1951
200 AXP Financial Center
Minneapolis, MN
Vice President - Investments


Vice President--Insurance  Investments,  AEFC. Vice President--Investments,  IDS
Life.


Jeffrey S. Horton
Born in 1961
200 AXP Financial Center
Minneapolis, MN
Vice President and Treasurer


Vice President and Corporate Treasurer,  AEFC. Vice President and Treasurer, IDS
Life.


Paul F. Kolkman
Born in 1946
200 AXP Financial Center
Minneapolis, MN
Vice President and Chief Actuary

Vice President--Actuarial  Finance, AEFC. Director and Executive Vice President,
IDS Life.

Timothy S. Meehan
Born in 1957
200 AXP Financial Center
Minneapolis, MN
Secretary


Secretary, AEFC.


Frederick C. Quirsfeld
Born in 1947
Minneapolis, MN
Vice President - Investments


Senior Vice President - Fixed Income, AEFC.


William A. Stoltzmann
Born in 1948
200 AXP Financial Center
Minneapolis, MN
General Counsel and Assistant Secretary


Vice President and Assistant  General  Counsel,  AEFC. Vice  President,  General
Counsel and Secretary, IDS Life.

<PAGE>


Philip C. Wentzel
Born in 1961
200 AXP Financial Center
Minneapolis, MN
Controller


Vice President and Controller, IDS Life.

COMPENSATION FOR BOARD MEMBERS
<TABLE>
<CAPTION>

During the most recent fiscal year, the  independent  members of the Fund board,
for attending up to __ meetings, received the following compensation:
<S>                                 <C>                                <C>
                                            Compensation Table
                                           for Equity Portfolio

                                                                          Total cash compensation from
Board member                           Aggregate                          IDS Life Series Fund, Inc. and
                                       compensation from the Fund         IDS Life Variable Annuity
                                                                          Fund A and Fund B
Rodney P. Burwell                        $2,000                             $4,000
Jean B. Keffeler                          2,000                              4,000
Thomas R. McBurney                        1,500                              3,000

                                            Compensation Table
                                        for Equity Income Portfolio

                                                                          Total cash compensation from
Board member                           Aggregate                          IDS Life Series Fund, Inc. and
                                       compensation from the Fund         IDS Life Variable Annuity
                                                                          Fund A and Fund B
Rodney P. Burwell                        $2,000                             $4,000
Jean B. Keffeler                          2,000                              4,000
Thomas R. McBurney                        1,500                              3,000

                                            Compensation Table
                                       for Government Securities Portfolio

                                                                          Total cash compensation from
Board member                           Aggregate                          IDS Life Series Fund, Inc. and
                                       compensation from the Fund         IDS Life Variable Annuity
                                                                          Fund A and Fund B
Rodney P. Burwell                        $2,000                             $4,000
Jean B. Keffeler                          2,000                              4,000
Thomas R. McBurney                        1,500                              3,000

                                            Compensation Table
                                           for Income Portfolio

                                                                          Total cash compensation from
Board member                           Aggregate                          IDS Life Series Fund, Inc. and
                                       compensation from the Fund         IDS Life Variable Annuity
                                                                          Fund A and Fund B
Rodney P. Burwell                        $2,000                             $4,000
Jean B. Keffeler                          2,000                              4,000
Thomas R. McBurney                        1,500                              3,000

                                            Compensation Table
                                     for International Equity Portfolio

                                                                          Total cash compensation from
Board member                           Aggregate                          IDS Life Series Fund, Inc. and
                                       compensation from the Fund         IDS Life Variable Annuity
                                                                          Fund A and Fund B
Rodney P. Burwell                        $2,000                             $4,000
Jean B. Keffeler                          2,000                              4,000
Thomas R. McBurney                        1,500                              3,000

<PAGE>

                                            Compensation Table
                                          for Managed Portfolio

                                                                          Total cash compensation from
Board member                           Aggregate                          IDS Life Series Fund, Inc. and
                                       compensation from the Fund         IDS Life Variable Annuity
                                                                          Fund A and Fund B
Rodney P. Burwell                        $2,000                             $4,000
Jean B. Keffeler                          2,000                              4,000
Thomas R. McBurney                        1,500                              3,000

                                            Compensation Table
                                         for Money Market Portfolio

                                                                          Total cash compensation from
Board member                           Aggregate                          IDS Life Series Fund, Inc. and
                                       compensation from the Fund         IDS Life Variable Annuity
                                                                          Fund A and Fund B
Rodney P. Burwell                        $2,000                             $4,000
Jean B. Keffeler                          2,000                              4,000
Thomas R. McBurney                        1,500                              3,000


As of 30 days  prior to the date of this  SAI,  the  Fund's  board  members  and
officers as a group owned less than 1% of the Fund's outstanding shares.
</TABLE>

INDEPENDENT AUDITORS

The  financial  statements  contained  in the  Annual  Report  were  audited  by
independent  auditors,  KPMG  LLP,  4200  Norwest  Center,  90 S.  Seventh  St.,
Minneapolis,   MN  55402-3900.  The  independent  auditors  also  provide  other
accounting and tax-related services as requested by the Fund.

<PAGE>

                                    APPENDIX

                             DESCRIPTION OF RATINGS

                         Standard & Poor's Debt Ratings
A Standard & Poor's  corporate or municipal debt rating is a current  assessment
of the  creditworthiness  of an obligor with  respect to a specific  obligation.
This  assessment  may  take  into  consideration  obligors  such as  guarantors,
insurers, or lessees.

The debt rating is not a recommendation  to purchase,  sell, or hold a security,
inasmuch  as it does  not  comment  as to  market  price  or  suitability  for a
particular investor.

The ratings are based on current information furnished by the issuer or obtained
by S&P from other sources it considers  reliable.  S&P does not perform an audit
in connection with any rating and may, on occasion,  rely on unaudited financial
information.  The ratings may be changed, suspended, or withdrawn as a result of
changes  in,  or   unavailability   of  such   information  or  based  on  other
circumstances.

The ratings are based, in varying degrees, on the following considerations:

         o    Likelihood of default  capacity and  willingness of the obligor as
              to the timely  payment of interest  and  repayment of principal in
              accordance with the terms of the obligation.

         o    Nature of and provisions of the obligation.

         o    Protection  afforded by, and relative  position of, the obligation
              in the event of bankruptcy,  reorganization,  or other arrangement
              under the laws of bankruptcy and other laws  affecting  creditors'
              rights.

Investment Grade

Debt rated AAA has the highest rating assigned by Standard & Poor's. Capacity to
pay interest and repay principal is extremely strong.

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

Debt rated A has a strong capacity to pay interest and repay principal, although
it  is  somewhat  more   susceptible  to  the  adverse  effects  of  changes  in
circumstances and economic conditions than debt in higher-rated categories.

Debt rated BBB is regarded as having an adequate  capacity to pay  interest  and
repay principal.  Whereas it normally exhibits adequate  protection  parameters,
adverse economic conditions or changing circumstances are more likely to lead to
a  weakened  capacity  to pay  interest  and  repay  principal  for debt in this
category than in higher-rated categories.

<PAGE>

Speculative grade

Debt rated BB, B, CCC, CC, and C is regarded as having predominantly speculative
characteristics with respect to capacity to pay interest and repay principal. BB
indicates  the least degree of  speculation  and C the highest.  While such debt
will  likely  have  some  quality  and  protective  characteristics,  these  are
outweighed by large uncertainties or major exposures to adverse conditions.

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

Debt  rated B has a greater  vulnerability  to  default  but  currently  has the
capacity to meet interest payments and principal  repayments.  Adverse business,
financial,  or economic conditions will likely impair capacity or willingness to
pay interest and repay  principal.  The B rating  category also is used for debt
subordinated  to senior  debt that is  assigned  an actual or  implied BB or BB-
rating.

Debt rated CCC has a  currently  identifiable  vulnerability  to default  and is
dependent upon favorable  business,  financial,  and economic conditions to meet
timely  payment of interest and repayment of principal.  In the event of adverse
business,  financial,  or  economic  conditions,  it is not  likely  to have the
capacity to pay interest and repay  principal.  The CCC rating  category also is
used for debt  subordinated to senior debt that is assigned an actual or implied
B or B- rating.

Debt rated CC typically is applied to debt  subordinated  to senior debt that is
assigned an actual or implied CCC rating.

Debt rated C typically  is applied to debt  subordinated  to senior debt that is
assigned an actual or implied  CCC  rating.  The C rating may be used to cover a
situation where a bankruptcy  petition has been filed, but debt service payments
are continued.

The rating CI is reserved for income bonds on which no interest is being paid.

Debt rated D is in payment default.  The D rating category is used when interest
payments  or  principal  payments  are not  made on the  date  due,  even if the
applicable grace period has not expired,  unless S&P believes that such payments
will be made during such grace  period.  The D rating also will be used upon the
filing of a bankruptcy petition if debt service payments are jeopardized.

                         Moody's Long-Term Debt Ratings

Aaa - Bonds that are rated Aaa are judged to be of the best quality.  They carry
the smallest  degree of investment  risk.  Interest  payments are protected by a
large or by an  exceptionally  stable margin and principal is secure.  While the
various  protective  elements  are  likely to  change,  such  changes  as can be
visualized are most unlikely to impair the fundamentally strong position of such
issues.

Aa - Bonds that are rated Aa are judged to be of high quality by all  standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds.  They are rated lower than the best bonds  because  margins of protection
may not be as large as in Aaa securities or  fluctuation of protective  elements
may be of greater amplitude or there may be other elements present that make the
long-term risk appear somewhat larger than in Aaa securities.

A - Bonds that are rated A possess many favorable investment  attributes and are
to be considered as upper-medium grade  obligations.  Factors giving security to
principal and interest are considered adequate, but elements may be present that
suggest a susceptibility to impairment some time in the future.

<PAGE>

Baa - Bonds that are rated Baa are considered as medium-grade obligations (i.e.,
they are neither highly  protected nor poorly  secured).  Interest  payments and
principal  security  appear  adequate  for the present  but  certain  protective
elements may be lacking or may be  characteristically  unreliable over any great
length of time. Such bonds lack outstanding  investment  characteristics  and in
fact have speculative characteristics as well.

Ba - Bonds  that are  rated Ba are  judged to have  speculative  elements--their
future cannot be considered as  well-assured.  Often the  protection of interest
and principal  payments may be very moderate,  and thereby not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes bonds in this class.

B - Bonds  that  are  rated B  generally  lack  characteristics  of a  desirable
investment. Assurance of interest and principal payments or maintenance of other
terms of the contract over any long period of time may be small.

Caa - Bonds  that are  rated Caa are of poor  standing.  Such  issues  may be in
default or there may be present  elements of danger with respect to principal or
interest.

Ca - Bonds that are rated Ca represent  obligations  that are  speculative  in a
high degree. Such issues are often in default or have other marked shortcomings.

C - Bonds that are rated C are the lowest  rated  class of bonds,  and issues so
rated can be regarded as having  extremely  poor prospects of ever attaining any
real investment standing.

                               SHORT-TERM RATINGS

                   Standard & Poor's Commercial Paper Ratings

A Standard  & Poor's  commercial  paper  rating is a current  assessment  of the
likelihood  of timely  payment of debt  considered  short-term  in the  relevant
market.

Ratings are graded into  several  categories,  ranging  from A-1 for the highest
quality obligations to D for the lowest. These categories are as follows:

         A-1      This  highest  category  indicates  that the  degree of safety
                  regarding timely payment is strong. Those issues determined to
                  possess  extremely strong safety  characteristics  are denoted
                  with a plus sign (+) designation.

         A-2      Capacity for timely payment on issues with this designation is
                  satisfactory. However, the relative degree of safety is not as
                  high as for issues designated A-1.

         A-3      Issues carrying this  designation  have adequate  capacity for
                  timely  payment.  They are,  however,  more  vulnerable to the
                  adverse effects of changes in  circumstances  than obligations
                  carrying the higher designations.

         B        Issues are regarded as having only speculative  capacity  for
                  timely payment.

         C        This rating is assigned to short-term  debt  obligations  with
                  doubtful capacity for payment.

         D        Debt rated D is in payment  default.  The D rating category is
                  used when interest payments or principal payments are not made
                  on the date due, even if the  applicable  grace period has not
                  expired,  unless S&P believes  that such payments will be made
                  during such grace period.

<PAGE>

                         Standard & Poor's Note Ratings

An S&P note rating reflects the liquidity factors and market-access risks unique
to notes.  Notes  maturing  in three  years or less will  likely  receive a note
rating.  Notes maturing  beyond three years will most likely receive a long-term
debt rating.

Note rating symbols and definitions are as follows:

         SP-1     Strong   capacity  to  pay  principal  and  interest.   Issues
                  determined to possess very strong  characteristics are given a
                  plus (+) designation.

         SP-2     Satisfactory capacity to pay principal and interest, with some
                  vulnerability  to adverse  financial and economic changes over
                  the term of the notes.

         SP-3     Speculative capacity to pay principal and interest.

                           Moody's Short-Term Ratings

Moody's  short-term debt ratings are opinions of the ability of issuers to repay
punctually senior debt obligations.  These obligations have an original maturity
not exceeding one year, unless explicitly noted.

Moody's  employs the following three  designations,  all judged to be investment
grade, to indicate the relative repayment ability of rated issuers:

         Issuers  rated  Prime-l (or  supporting  institutions)  have a superior
         ability for repayment of senior  short-term debt  obligations.  Prime-l
         repayment  ability  will often be  evidenced  by many of the  following
         characteristics:  (i)  leading  market  positions  in  well-established
         industries,  (ii)  high  rates  of  return  on  funds  employed,  (iii)
         conservative  capitalization  structure with moderate  reliance on debt
         and ample asset protection,  (iv) broad margins in earnings coverage of
         fixed financial charges and high internal cash generation, and (v) well
         established  access to a range of financial markets and assured sources
         of alternate liquidity.

         Issuers  rated  Prime-2  (or  supporting  institutions)  have a  strong
         ability for repayment of senior short-term debt obligations.  This will
         normally be evidenced by many of the  characteristics  cited above, but
         to a lesser degree.  Earnings trends and coverage ratios,  while sound,
         may be more subject to variation. Capitalization characteristics, while
         still appropriate,  may be more affected by external conditions.  Ample
         alternate liquidity is maintained.

         Issuers rated Prime-3 (or supporting  institutions)  have an acceptable
         ability for repayment of senior short-term  obligations.  The effect of
         industry   characteristics   and  market   compositions   may  be  more
         pronounced.  Variability  in earnings and  profitability  may result in
         changes in the level of debt  protection  measurements  and may require
         relatively high financial leverage.
         Adequate alternate liquidity is maintained.

         Issuers  rated Not  Prime do not fall  within  any of the Prime  rating
         categories.

<PAGE>

                                 Moody's & S&P's
                         Short-Term Muni Bonds and Notes

Short-term  municipal  bonds  and notes are  rated by  Moody's  and by S&P.  The
ratings reflect the liquidity concerns and market access risks unique to notes.

Moody's  MIG  1/VMIG 1  indicates  the best  quality.  There is  present  strong
protection by established cash flows, superior liquidity support or demonstrated
broad-based access to the market for refinancing.

Moody's MIG 2/VMIG 2 indicates  high quality.  Margins of  protection  are ample
although not so large as in the preceding group.

Moody's MIG 3/VMIG 3 indicates  favorable  quality.  All  security  elements are
accounted  for but there is lacking the  undeniable  strength  of the  preceding
grades.  Liquidity and cash flow  protection may be narrow and market access for
refinancing is likely to be less well established.

Moody' s MIG 4/VMIG 4 indicates adequate quality.  Protection  commonly regarded
as required of an investment  security is present and although not distinctly or
predominantly speculative, there is specific risk.

Standard & Poor's rating SP-1  indicates  very strong or strong  capacity to pay
principal and interest.  Those issues determined to possess  overwhelming safety
characteristics will be given a plus (+) designation.

Standard & Poor's rating SP-2 indicates  satisfactory  capacity to pay principal
and interest.

Standard & Poor's rating SP-3  indicates  speculative  capacity to pay principal
and interest.

<PAGE>


Independent Auditors' Report

THE BOARD AND SHAREHOLDERS
IDS LIFE SERIES FUND, INC.

We have audited the accompanying statements of assets and liabilities, including
the  schedules of  investments  in  securities,  of the Equity,  Equity  Income,
Government  Securities,  Income,  International Equity, Managed and Money Market
Portfolios of IDS Life Series Fund,  Inc. as of April 30, 2000,  and the related
statements of operations  for the year then ended,  the statements of changes in
net assets for each of the years in the  two-year  period  ended April 30, 2000,
and the financial highlights for each of the years in the five-year period ended
April 30, 2000 (period from June 17, 1999, commencement of operations,  to April
30,  2000 for Equity  Income  Portfolio).  These  financial  statements  and the
financial   highlights  are  the   responsibility   of  fund   management.   Our
responsibility  is to express an opinion on these  financial  statements and the
financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements and financial highlights are free of material misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the financial statements. Our procedures included confirmation of
securities owned as of April 30, 2000, by correspondence  with the custodian and
brokers.  An audit also includes  assessing the accounting  principles  used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Equity,  Equity Income,  Government  Securities,  Income,  International Equity,
Managed and Money Market  Portfolios  of IDS Life Series Fund,  Inc. as of April
30, 2000 and the results of their operations,  changes in their net assets,  and
the financial highlights for the periods stated in the first paragraph above, in
conformity with accounting principles generally accepted in the United States of
America.


/s/  KPMG LLP
     KPMG LLP
     Minneapolis, Minnesota
     June 2, 2000
<PAGE>
<TABLE>
<CAPTION>

Financial  Statements

Statements of assets and liabilities
IDS Life Series Fund, Inc.

                                                            Equity               Equity          Government           Income
                                                           Portfolio             Income          Securities         Portfolio
April 30, 2000                                                                  Portfolio        Portfolio

Assets
Investments in securities, at value (Note 1):
   (identified cost $1,193,769,069, $2,097,545,
<S>                <C>                                 <C>                    <C>               <C>                <C>
   $18,256,560 and $100,575,355, respectively)         $1,711,936,630         $2,136,207        $17,802,302        $95,354,398
Cash in bank on demand deposit                                284,120            154,249            455,256             72,800
Receivable for investment securities sold                  27,046,114              1,966            916,879            595,480
Dividends and accrued interest receivable                     426,147              2,215            184,786          1,653,343
Unrealized appreciation on foreign currency contracts
   held, at value (Notes 1 and 5)                                  --                 --                 --             20,538
                                                         ------------          ---------         ----------             ------
Total assets                                            1,739,693,011          2,294,637         19,359,223         97,696,559
                                                        -------------          ---------         ----------         ----------

Liabilities
Dividends payable to shareholders (Note 1)                         --              6,837             82,087            495,098
Payable for investment securities purchased                24,144,358                 --            770,298          4,786,185
Accrued investment management services fee                    941,033              1,143             10,181             50,323
Other accrued expenses                                         99,912                315              5,320             13,549
                                                               ------                ---              -----             ------
Total liabilities                                          25,185,303              8,295            867,886          5,345,155
                                                           ----------              -----            -------          ---------
Net assets applicable to outstanding capital stock     $1,714,507,708         $2,286,342        $18,491,337        $92,351,404
                                                       ==============         ==========        ===========        ===========

Represented by
Capital stock-- $.001 par value (Note 1)               $       35,930                240        $     1,919        $    10,074
Additional paid-in capital                                819,990,392          2,261,135         19,272,799        100,807,535
Undistributed (excess of distributions over)
    net investment income                                          --                 --            (11,365)          (498,739)
Accumulated net realized gain (loss) (Note 7)             376,313,825            (13,695)          (317,758)        (2,766,844)
Unrealized appreciation (depreciation) on
   investments and on translation of assets and
   liabilities in foreign currencies (Note 5)             518,167,561             38,662           (454,258)        (5,200,622)
                                                          -----------             ------           --------         ----------
Total-- representing net assets applicable to
   outstanding capital stock                           $1,714,507,708         $2,286,342        $18,491,337        $92,351,404
                                                       ==============         ==========        ===========        ===========
Shares outstanding                                         35,929,904            239,688          1,919,080         10,073,986
                                                           ----------            -------          ---------         ----------
Net asset value per share of outstanding capital stock $        47.72         $     9.54        $      9.64        $      9.17
                                                       --------------         ----------        -----------        -----------

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Statements of assets and liabilities (continued)
IDS Life Series Fund, Inc.
                                                                            International        Managed              Money
                                                                                Equity          Portfolio             Market
April 30, 2000                                                                Portfolio                              Portfolio

Assets
Investments in securities, at value (Note 1):
   (identified cost $345,170,683, $588,566,488 and
<S>                                                                         <C>                <C>                 <C>
   $57,390,115, respectively)                                               $380,283,848       $829,347,495        $57,390,115
Cash in bank on demand deposit                                                    99,693             93,256            102,833
Receivable for investment securities sold                                         49,322            942,746                 --
Dividends and accrued interest receivable                                      1,075,275          4,124,345                 --
Total assets                                                                 381,508,138        834,507,842         57,492,948

Liabilities

Dividends payable to shareholders (Note 1)                                            --          3,217,605            273,643
Payable for investment securities purchased                                    1,930,985          4,243,160                 --
Accrued investment management services fee                                       279,330            442,473             22,764
Unrealized depreciation on foreign currency contracts
   held, at value (Notes 1 and 5)                                                 24,545                 --                 --
Other accrued expenses                                                            60,458             55,646             53,087
                                                                                  ------             ------             ------
Total liabilities                                                              2,295,318          7,958,884            349,494
                                                                               ---------          ---------            -------
Net assets applicable to outstanding capital stock                          $379,212,820       $826,548,958        $57,143,454
                                                                            ============       ============        ===========

Represented by
Capital stock-- $.001 par value (Note 1)                                    $     17,382       $     35,087        $    57,187
Additional paid-in capital                                                   283,267,337        553,419,412         57,125,531
Undistributed (excess of distributions over) net investment income                24,545           (307,323)           (37,940)
Accumulated net realized gain (loss) (Note 7)                                 60,855,208         32,620,775             (1,324)
Unrealized appreciation (depreciation) on investments and on translation
   of assets and liabilities in foreign currencies (Note 5)                   35,048,348        240,781,007                 --
                                                                              ----------        -----------       ------------
Total-- representing net assets applicable to outstanding capital stock     $379,212,820       $826,548,958        $57,143,454
                                                                            ============       ============        ===========
Shares outstanding                                                            17,381,526         35,087,408         57,186,832
                                                                              ----------         ----------         ----------
Net asset value per share of outstanding capital stock                      $      21.82       $      23.56        $      1.00
                                                                            ------------       ------------        -----------

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Statements of operations
IDS Life Series Fund, Inc.
                                                            Equity               Equity          Government           Income
                                                           Portfolio             Income          Securities          Portfolio
Year ended April 30, 2000                                                       Portfolio*        Portfolio

Investment income
Income:
<S>                                                    <C>                      <C>          <C>                 <C>
Dividends                                              $    1,397,053           $ 12,160     $           --      $      24,973
Interest                                                    2,335,915              3,774          1,309,406          7,046,056
   Less foreign taxes withheld                                (13,347)                --                 --               (564)
                                                              -------             ------          ---------               ----
Total income                                                3,719,621             15,934          1,309,406          7,070,465
Expenses (Note 2):
Investment management and services fee                      9,965,485              5,680            148,303            664,467
Custodian fees                                                122,477             16,940             13,068             18,068
Audit fees                                                     15,750              9,000              9,000             10,500
Directors fees                                                  5,044                 --                 54                224
Printing and postage                                          150,785                300              1,394              6,866
Other                                                          18,938                 --                 --              2,832
                                                               ------            -------            -------              -----
Total expenses                                             10,278,479             31,920            171,819            702,957
   Less expenses voluntarily reimbursed by IDS Life                --            (25,278)                --                 --
                                                           ----------            -------            -------             ------
                                                           10,278,479              6,642            171,819            702,957
Earnings credits on cash balances (Note 2)                    (10,995)              (111)            (7,272)           (12,648)
                                                              -------               ----             ------            -------
Total expenses-- net                                       10,267,484              6,531            164,547            690,309
                                                           ----------              -----            -------            -------
Investment income (loss)-- net                             (6,547,863)             9,403          1,144,859          6,380,156
                                                           ----------              -----          ---------          ---------

Realized and unrealized gain (loss) -- net
Net realized gain (loss) on:
   Security transactions (Note 3)                         468,338,406            (13,695)          (317,546)        (1,782,898)
   Foreign currency transactions                                7,803                 20                 --                355
   Options contracts written (Note 6)                       6,561,914                 --                 --                 --
                                                            ---------             ------            -------             ------
Net realized gain (loss) on investments                   474,908,123            (13,675)          (317,546)        (1,782,543)
Net change in unrealized appreciation (depreciation)
   on investments and on translation of assets and
   liabilities in foreign currencies                      248,810,072             38,662           (693,043)        (4,849,711)
Net gain (loss) on investments and foreign currencies     723,718,195             24,987         (1,010,589)        (6,632,254)
Net increase (decrease) in net assets resulting
   from operations                                       $717,170,332           $ 34,390       $    134,270       $   (252,098)
                                                         ============           ========       ============       ============

*For the period from June 17, 1999  (commencement  of  operations)  to April 30,
2000.

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Statements of operations (continued)
IDS Life Series Fund, Inc.
                                                                             International        Managed            Money
                                                                                 Equity         Portfolio            Market
Year ended April 30, 2000                                                      Portfolio                           Portfolio

Investment income
Income:

<S>                                                                         <C>              <C>                   <C>
Dividends                                                                   $  3,681,038     $    1,982,817        $        --
Interest                                                                       1,878,464         17,372,345          3,227,248
   Less foreign taxes withheld                                                  (187,565)           (15,194)                --
                                                                                --------            -------             ------
Total income                                                                   5,371,937         19,339,968          3,227,248
                                                                               ---------         ----------          ---------
Expenses (Note 2):
Investment management and services fee                                         3,162,742          5,215,075            288,994
Custodian fees                                                                   116,817             67,516             17,816
Audit fees                                                                        13,000             15,000              7,750
Directors fees                                                                     1,018              3,871                240
Printing and postage                                                              57,637             63,501             14,721
Other                                                                             37,379             17,561             12,420
                                                                                  ------             ------             ------
Total expenses                                                                 3,388,593          5,382,524            341,941
   Earnings credits on cash balances (Note 2)                                     (7,267)            (5,628)            (3,999)
                                                                                  ------             ------             ------
Total expenses-- net                                                           3,381,326          5,376,896            337,942
                                                                               ---------          ---------            -------
Investment income (loss)-- net                                                 1,990,611         13,963,072          2,889,306
                                                                               ---------         ----------          ---------

Realized and unrealized gain (loss) -- net
Net realized gain (loss) on:
   Security transactions (Note 3)                                             61,076,534         35,280,815               (330)
   Financial futures contracts                                                        --         (4,485,642)                --
   Foreign currency transactions                                                (273,513)           (11,763)                --
   Options contracts written (Note 6)                                                 --          1,514,220                 --
                                                                               ---------          ---------               ----
Net realized gain (loss) on investments                                       60,803,021         32,297,630               (330)
Net change in unrealized appreciation (depreciation)
   on investments and on translation of assets and
   liabilities in foreign currencies                                         (12,487,688)        98,070,066                 --
                                                                             -----------         ----------              -----
Net gain (loss) on investments and foreign currencies                         48,315,333        130,367,696               (330)
                                                                              ----------        -----------               ----
Net increase (decrease) in net assets resulting
   from operations                                                           $50,305,944       $144,330,768         $2,888,976
                                                                             ===========       ============         ==========

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Statements of changes in net assets
IDS Life Series Fund, Inc.

                                                                          Equity Portfolio             Equity Income Portfolio
                                                                                                             April 30, 2000
Year ended April 30,                                                2000                    1999              Period ended*

Operations and distributions
<S>                                                        <C>                       <C>                    <C>
Investment income (loss)-- net                             $     (6,547,863)         $   (2,248,262)        $      9,403
Net realized gain (loss) on investments                         474,908,123             (88,124,536)             (13,675)
Net change in unrealized appreciation
   (depreciation) on investments and on translation
   of assets and liabilities in foreign currencies              248,810,072              73,036,482               38,662
                                                                -----------              ----------               ------
Net increase (decrease) in net assets resulting from operations 717,170,332             (17,336,316)              34,390
                                                                -----------             -----------               ------

Distributions to shareholders from:
   Net investment income                                                 --                      --               (9,423)
   Net realized gain                                                     --            (139,606,605)                  --
                                                                    -------            ------------                 ----
Total distributions                                                      --            (139,606,605)              (9,423)
                                                                    -------            ------------               ------

Capital share transactions (Note 4)
Proceeds from sales                                              66,968,738              96,248,573            2,431,557
Reinvested distributions at net asset value                              --             139,606,605                2,585
Payments for redemptions                                        (58,568,002)            (23,792,543)            (172,767)
                                                                -----------             -----------             --------
Increase (decrease) in net assets from capital share transactions 8,400,736             212,062,635            2,261,375
                                                                  ---------             -----------            ---------
Total increase (decrease) in net assets                         725,571,068              55,119,714            2,286,342
Net assets at beginning of year                                 988,936,640             933,816,926                   --
                                                                -----------             -----------            ---------
Net assets at end of year                                    $1,714,507,708            $988,936,640           $2,286,342
                                                             ==============            ============           ==========

*For the period from June 17, 1999  (commencement  of  operations)  to April 30,
2000.

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Statements of changes in net assets (continued)
IDS Life Series Fund, Inc.                             Government Securities Portfolio           Income Portfolio

Year ended April 30,                                         2000                 1999              2000               1999

Operations and distributions
<S>                                                      <C>               <C>                 <C>                <C>
Investment income (loss)-- net                           $  1,144,859      $     860,744       $  6,380,156       $  5,993,442
Net realized gain (loss) on investments                      (317,546)            89,785         (1,782,543)          (966,610)
Net change in unrealized appreciation
   (depreciation) on investments and on translation
   of assets and liabilities in foreign currencies           (693,043)          (134,841)        (4,849,711)        (1,882,801)
                                                             --------           --------         ----------         ----------
Net increase (decrease) in net assets resulting
   from operations                                            134,270            815,688           (252,098)         3,144,031
                                                              -------            -------           --------          ---------
Distributions to shareholders from:
   Net investment income                                   (1,152,566)          (854,104)        (6,404,125)        (5,993,479)
   Net realized gain                                          (85,580)          (130,692)                --           (589,189)
   Excess distributions of net investment income                   --                 --           (562,813)                --
                                                             --------            -------           --------            -------
Total distributions                                        (1,238,146)          (984,796)        (6,966,938)        (6,582,668)
                                                           ----------           --------         ----------         ----------

Capital share transactions (Note 4)
Proceeds from sales                                         4,536,902          9,394,678          8,542,530         17,071,293
Reinvested distributions at net asset value                 1,156,059            984,796          6,471,840          6,582,668
Payments for redemptions                                   (8,033,158)        (2,881,530)       (13,022,393)        (5,410,142)
Increase (decrease) in net assets from capital
   share transactions                                      (2,340,197)         7,497,944          1,991,977         18,243,819
                                                           ----------          ---------          ---------         ----------
Total increase (decrease) in net assets                    (3,444,073)         7,328,836         (5,227,059)        14,805,182
Net assets at beginning of year                            21,935,410         14,606,574         97,578,463         82,773,281
                                                           ----------         ----------         ----------         ----------
Net assets at end of year                                 $18,491,337        $21,935,410         92,351,404        $97,578,463
                                                          ===========        ===========         ==========        ===========
Undistributed (excess of distributions over)
    net investment income                                 $   (11,365)       $    (3,870)       $  (498,739)       $    23,969
                                                          -----------        -----------        -----------        -----------

See accompanying notes to financial statements.

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Statements  of  changes in net assets  (continued)
IDS Life  Series Fund, Inc.
                                                           International Equity Portfolio               Managed Portfolio

Year ended April 30,                                         2000                 1999              2000               1999

Operations and distributions
<S>                                                    <C>                <C>                 <C>                <C>
Investment income (loss)-- net                         $    1,990,611     $    2,451,845      $  13,963,072      $  13,435,735
Net realized gain (loss) on investments                    60,803,021          5,306,165         32,297,630          7,742,665
Net change in unrealized appreciation (depreciation)
   on investments and on translation of assets and
   liabilities in foreign currencies                      (12,487,688)        13,907,417         98,070,066         44,855,676
                                                          -----------         ----------         ----------         ----------
Net increase (decrease) in net assets resulting
from operations                                            50,305,944         21,665,427        144,330,768         66,034,076
                                                           ----------         ----------        -----------         ----------
Distributions to shareholders from:
   Net investment income                                   (1,853,708)        (2,272,892)       (13,931,314)       (13,365,384)
   Net realized gain                                       (5,453,188)        (7,835,052)        (7,076,700)       (36,482,550)
                                                           ----------         ----------         ----------        -----------
Total distributions                                        (7,306,896)       (10,107,944)       (21,008,014)       (49,847,934)
                                                           ----------        -----------        -----------        -----------

Capital share transactions (Note 4)
Proceeds from sales                                        52,331,244         47,763,156         37,291,932         54,815,469
Reinvested distributions at net asset value                 7,306,895         10,107,944         17,790,408         49,847,934
Payments for redemptions                                   (6,425,606)        (4,000,061)       (37,010,015)       (16,393,026)
Increase (decrease) in net assets from capital
   share transactions                                      53,212,533         53,871,039         18,072,325         88,270,377
                                                           ----------         ----------         ----------         ----------
Total increase (decrease) in net assets                    96,211,581         65,428,522        141,395,079        104,456,519
Net assets at beginning of year                           283,001,239        217,572,717        685,153,879        580,697,360
                                                          -----------        -----------        -----------        -----------
Net assets at end of year                                $379,212,820       $283,001,239       $826,548,958       $685,153,879
                                                         ============       ============       ============       ============
Undistributed (excess of distributions over)
   net investment income                                 $     24,545       $       (833)      $   (307,323)      $   (254,517)
                                                         ------------       ------------       ------------       ------------

See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

Statements of changes in net assets (continued)
IDS Life Series Fund, Inc.
                                                                                                     Money Market Portfolio

Year ended April 30,                                                                                2000               1999

Operations and distributions
<S>                                                                                            <C>                <C>
Investment income (loss)-- net                                                                 $  2,889,306       $  1,766,572
Net realized gain (loss) on investments                                                                (330)               (25)
                                                                                                       ----                ---
Net increase (decrease) in net assets resulting from operations                                   2,888,976          1,766,547
                                                                                                  ---------          ---------
Distributions to shareholders from:
   Net investment income                                                                         (2,930,346)        (1,763,472)
                                                                                                 ----------         ----------

Capital share transactions (Note 4)
Proceeds from sales                                                                              37,333,359         26,717,943
Reinvested distributions at net asset value                                                       2,656,704          1,763,472
Payments for redemptions                                                                        (28,369,179)       (17,293,901)
                                                                                                -----------        -----------
Increase (decrease) in net assets from capital
   share transactions                                                                            11,620,884         11,187,514
                                                                                                 ----------         ----------
Total increase (decrease) in net assets                                                          11,579,514         11,190,589
Net assets at beginning of year                                                                  45,563,940         34,373,351
                                                                                                 ----------         ----------
Net assets at end of year                                                                       $57,143,454        $45,563,940
                                                                                                ===========        ===========
Undistributed (excess of distributions over) net investment income                              $   (37,940)       $     3,100
                                                                                                -----------        -----------

See accompanying notes to financial statements.
</TABLE>

<PAGE>

Notes to Financial Statements
IDS Life Series Fund, Inc.

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
IDS Life Series Fund,  Inc. is registered  under the  Investment  Company Act of
1940 (as amended) as a diversified, open-end management investment company. Each
Fund  has 10  billion  authorized  shares  of  capital  stock  and  the  primary
investments are as follows:

     Equity  Portfolio  primarily  invests in U.S.  common stocks and securities
     convertible into common stock;

     Equity Income Portfolio primarily invests in equity securities that provide
     steady dividend income;

     Government  Securities  Portfolio primarily invests in securities issued or
     guaranteed  as to  principal  and interest by the U.S.  government  and its
     agencies;

     Income Portfolio  primarily invests in investment grade corporate bonds and
     government securities;

     International  Equity Portfolio  primarily  invests in equity securities of
     foreign issuers;

     Managed  Portfolio  primarily  invests in a combination  of equity and debt
     securities; and

     Money Market Portfolio  primarily invests in high-quality,  short-term debt
     securities.

Shares  of  each  Fund  are  sold  to IDS  Life  Insurance  Company  (IDS  Life)
subaccounts or IDS Life Insurance  Company of New York subaccounts in connection
with the sale of variable insurance contracts.

The Fund's significant accounting policies are summarized as follows:

Use of estimates
Preparing financial  statements that conform to accounting  principles generally
accepted in the United States of America  requires  management to make estimates
(e.g., on assets and liabilities) that could differ from actual results.

Valuation of securities
All securities are valued at the close of each business day.  Securities  traded
on national  securities  exchanges  or included in national  market  systems are
valued at the last quoted sales price.  Debt securities are generally  traded in
the  over-the-counter  market and are valued at a price that reflects fair value
as quoted by dealers in these  securities or by an independent  pricing service.
Securities for which market  quotations are not readily  available are valued at
fair value according to methods selected in good faith by the board.  Short-term
securities in the Fund, except Money Market Portfolio,  maturing in more than 60
days from the  valuation  date are  valued at the  market  price or  approximate
market value based on current interest rates;  those maturing in 60 days or less
are  valued at  amortized  cost.  Pursuant  to Rule  2a-7 of the 1940  Act,  all
securities  in the Money Market  Portfolio  are valued daily at amortized  cost,
which approximates  market value in order to maintain a constant net asset value
of $1 per share.

Option transactions
To produce  incremental  earnings,  protect  gains,  and  facilitate  buying and
selling of securities for investments,  the Fund, except Money Market Portfolio,
may buy and sell put or call options and write covered call options on portfolio
securities as well as write cash-secured put options. The risk in writing a call
option is that the Fund gives up the  opportunity for profit if the market price
of the security increases. The risk in writing a put option is that the Fund may
incur a loss if the market  price of the  security  decreases  and the option is
exercised.  The risk in buying an option is that the Fund pays a premium whether
or not the option is exercised.  The Fund also has the additional  risk of being
unable to enter into a closing transaction if a liquid secondary market does not
exist.  The Fund also may write  over-the-counter  options where  completing the
obligation depends upon the credit standing of the other party.

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

Futures transactions
To gain  exposure to or protect  itself from market  changes,  the Fund,  except
Money Market Portfolio,  may buy and sell financial future  contracts.  Risks of
entering into future contracts and related options include the possibility of an
illiquid market and that a change in the value of the contract or option may not
correlate with changes in the value of the underlying securities.

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

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

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

Illiquid securities
As of April 30, 2000,  investments in securities for Equity  Portfolio  included
issues that are illiquid which the Fund  currently  limits to 10% of net assets,
at market value, at the time of purchase. The aggregate value of such securities
as of April 30, 2000 was $35,573,818 representing 2.07% of net assets for Equity
Portfolio.  According to board guidelines,  certain unregistered  securities are
determined to be liquid and are not included within the 10% limitation specified
above.

Securities purchased on a when-issued basis
Delivery  and payment for  securities  that have been  purchased  by  Government
Securities   Portfolio,   Income   Portfolio   and   Managed   Portfolio   on  a
forward-commitment  or when-issued  basis can take place one month or more after
the transaction date. During this period,  such securities are subject to market
fluctuations  and  they may  affect  the  Fund's  net  assets  the same as owned
securities.  The Fund  designates  cash or liquid  high-grade debt securities at
least equal to the amount of its  commitment.  As of April 30, 2000,  Government
Securities  Portfolio,  Income Portfolio and Managed  Portfolio had entered into
outstanding  when-issued  or  forward-commitments  of $286,263,  $3,021,521  and
$4,039,944, respectively.
<TABLE>
<CAPTION>

Federal income taxes
The Fund's  policy is to comply with all sections of the  Internal  Revenue Code
that apply to regulated investment companies and to distribute substantially all
of its taxable  income to  shareholders.  No provision  for income taxes is thus
required.  Each Fund is  treated as a separate  entity  for  federal  income tax
purposes.

Net  investment  income  (loss) and net realized  gains  (losses) may differ for
financial   statement   and  tax  purposes   primarily   because  of  wash  sale
transactions,  foreign  currency  exchange gains and losses,  and the timing and
amount of market  discount  recognized  as ordinary  income.  The  character  of
distributions  made during the year from net  investment  income or net realized
gains may differ from their  ultimate  characterization  for federal  income tax
purposes. Also, due to the timing of dividend distributions,  the fiscal year in
which  amounts  are  distributed  may  differ  from the year that the  income or
realized gains (losses) are recorded by the Fund.

On  the  statements  of  assets  and  liabilities,  as  a  result  of  permanent
book-to-tax differences, undistributed net investment income and accumulated net
realized  gain  (loss)  have  been  increased  (decreased),   resulting  in  net
reclassification adjustments to additional paid-in capital by the following:

                                             Equity      Equity     Government     Income    International   Managed     Money
                                            Portfolio    Income     Securities    Portfolio     Equity      Portfolio    Market
                                                        Portfolio   Portfolio                  Portfolio               Portfolio
<S>                                       <C>             <C>          <C>        <C>         <C>          <C>             <C>
Undistributed net investment income       $6,547,863      $20          $212       $64,074     $(111,525)   $(84,564)       $--
Accumulated net realized gain (loss)      (6,547,863)     (20)         (212)         (229)      111,525      84,564         --
                                          ----------      ---          ----          ----       -------      ------       ----
Additional paid-in capital reductions
   (increase)                                 $--         $--          $--        $63,845         $--         $--          $--

Dividends to shareholders
As of April 30, 2000,  dividends  declared for each Fund payable May 1, 2000 are
as follows:
Equity Portfolio                    $.000
Equity Income Portfolio             $.029
Government Securities Portfolio     $.042
Income Portfolio                    $.049
International Equity Portfolio      $.000
Managed Portfolio                   $.092
Money Market Portfolio              $.005

Distributions  to  shareholders  are recorded as of the close of business on the
record date and are payable on the first business day following the record date.
Dividends from net investment  income,  when  available,  are declared daily and
distributed  monthly  for the  Government  Securities,  Income and Money  Market
Portfolios and declared and distributed quarterly for the Equity, Equity Income,
International  Equity and Managed Portfolios.  Capital gain distributions,  when
available, will be made annually. However, additional capital gain distributions
may be made  periodically  during  the fiscal  year in order to comply  with the
Internal Revenue Code as applicable to regulated investment companies.

Other
Security  transactions are accounted for on the date securities are purchased or
sold.  Dividend income is recognized on the ex-dividend  date or upon receipt of
ex-dividend  notification  in the case of certain foreign  securities.  Interest
income,  including level-yield  amortization of premium and discount, is accrued
daily.

2. INVESTMENT MANAGEMENT AND SERVICES AGREEMENT
The Fund has an Investment  Management and Services Agreement with IDS Life. For
its services,  IDS Life is paid a fee based on the  aggregate  average daily net
assets of each  Fund.  The fee is 0.70% on an annual  basis for  Equity,  Equity
Income, Government Securities, Income, and Managed Portfolios. For International
Equity Portfolio the fee is 0.95% on an annual basis. For Money Market Portfolio
the fee is 0.50% on an annual basis.

IDS Life and American Express Financial  Corporation have an Investment Advisory
Agreement which calls for IDS Life to pay American Express Financial Corporation
a fee for  investment  advice about the Fund's  portfolios.  The fee paid by IDS
Life is 0.25% of Equity, Equity Income,  Government Securities,  Income, Managed
and Money Market Portfolios' average daily net assets for the year. The fee paid
by IDS Life is 0.35% of  International  Equity  Portfolio's  average  daily  net
assets for the year.

In  addition  to paying its own  management  fee,  the Fund also pays its taxes,
brokerage commissions and other non-advisory expenses. Expenses that relate to a
particular  Fund, such as custodian fees and registration  fees for shares,  are
paid by that Fund.  Other  expenses  are  allocated  to the Fund in an equitable
manner as determined by the Fund's board.  Each Fund also pays custodian fees to
American Express Trust Company, an affiliate of IDS Life.

IDS Life has voluntarily agreed to reimburse each Fund for non-advisory expenses
which exceed 0.10% on an annual basis of average daily net assets of each Fund.

During the year ended April 30, 2000, the Funds'  custodian fees were reduced as
a result of earnings credits from overnight cash balances as follows:

                 Fund                                 Reduction
                 Equity Portfolio                      $10,995
                 Equity Income Portfolio                   111
                 Government Securities Portfolio         7,272
                 Income Portfolio                       12,648
                 International Equity Portfolio          7,267
                 Managed Portfolio                       5,628
                 Money Market Portfolio                  3,999
</TABLE>
<PAGE>

3. SECURITIES TRANSACTIONS

For the year ended April 30, 2000,  cost of purchases and proceeds from sales of
securities  aggregated,  respectively,  $332,053,967  and $320,312,969 for Money
Market Portfolio. Cost of purchases and proceeds from sales of securities (other
than short-term obligations) aggregated for each Fund are as follows:

Fund                             Purchases                   Proceeds

Equity Portfolio             $1,762,162,565             $1,758,742,834
Equity Income Portfolio*          1,477,590                    162,345
Government Securities Portfolio  24,084,089                 26,539,899
Income Portfolio                 51,810,077                 44,524,276
International Equity Portfolio  379,628,517                350,711,390
Managed Portfolio               455,054,953                412,720,150

*For the period from June 17, 1999  (commencement  of  operations)  to April 30,
2000.

Realized gains and losses are determined on an identified cost basis.

Brokerage  commissions paid to brokers  affiliated with IDS Life were $5,790 and
$2,700 for Equity Portfolio and Managed  Portfolio,  respectively,  for the year
ended April 30,  2000 and $11 for Equity  Income  Portfolio  for the period then
ended.
<PAGE>
<TABLE>
<CAPTION>

4. CAPITAL SHARE TRANSACTIONS
Transactions  in shares of capital  stock for each Fund for the years  indicated
are as follows:

                                                                        Year ended April 30, 2000

                                             Equity      Equity     Government     Income    International   Managed     Money
                                            Portfolio    Income     Securities    Portfolio     Equity      Portfolio   Market
                                                       Portfolio*    Portfolio                 Portfolio               Portfolio

<S>                                       <C>          <C>           <C>          <C>        <C>          <C>        <C>
Sold                                      1,819,129    258,081       464,865      902,416    2,453,845    1,775,086  37,336,472
Issued for reinvested distributions              --        275       118,811      684,750      378,331    1,162,884   2,656,668
Redeemed                                 (1,464,937)   (18,668)     (830,048)  (1,379,676)    (313,026)  (1,975,196)(28,371,467)
                                         ----------    -------      --------   ----------     --------   ---------- -----------
Net increase (decrease)                     354,192    239,688      (246,372)     207,490    2,519,150      962,774  11,621,673


*For the period from June 17, 1999  (commencement  of  operations)  to April 30,
2000.

                                                                                  Year ended April 30, 1999

                                                       Equity       Government    Income   International   Managed     Money
                                                      Portfolio     Securities   Portfolio     Equity      Portfolio   Market
                                                                     Portfolio                 Portfolio               Portfolio

Sold                                                 3,674,588       914,617    1,697,801    2,679,831    2,965,062  26,720,544
Issued for reinvested distributions                  5,307,274        95,971      655,205      534,400    2,729,787   1,763,642
Redeemed                                              (902,671)     (280,555)    (539,281)    (219,595)    (883,671)(17,295,607)
                                                      --------      --------     --------     --------     -------- -----------
Net increase (decrease)                              8,079,191       730,033    1,813,725    2,994,636    4,811,178  11,188,579

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

5. FOREIGN CURRENCY CONTRACTS

As of April 30, 2000, Income Portfolio and  International  Equity Portfolio have
foreign currency exchange  contracts that obligate them to deliver currencies at
specified future dates. The unrealized appreciation and/or depreciation on these
contracts is included in the accompanying financial statements.  See "Summary of
significant  accounting  policies."  The  terms  of the  open  contracts  are as
follows:

Income Portfolio

                               Currency to               Currency to               Unrealized                 Unrealized
Exchange date                 be delivered               be received              appreciation               depreciation
<S> <C>                          <C>                       <C>                          <C>                      <C>
May 2, 2000                      36,110                    39,795                       $68                      $--
                              U.S. Dollar           European Monetary Unit

June 27, 2000                    324,000                    3,213                       183                      --
                             Japanese Yen                U.S. Dollar

Dec. 27, 2000                    324,000                    3,307                       170                      --
                             Japanese Yen                U.S. Dollar

June 27, 2001                    324,000                    3,401                       159                      --
                             Japanese Yen                U.S. Dollar

Dec. 27, 2001                  40,324,000                  436,407                   19,958                      --
                             Japanese Yen                U.S. Dollar
Total                                                                               $20,538                     $--

International Equity Portfolio

                               Currency to               Currency to               Unrealized                 Unrealized
Exchange date                 be delivered               be received              appreciation               depreciation
May 2, 2000                      141,425                   155,326                      $--                      $218
                               U.S. Dollar          European Monetary Unit

May 2, 2000                     1,251,712                  792,097                       --                    18,655
                               U.S. Dollar              British Pound

May 3, 2000                      382,687                   242,187                       --                     5,672
                               U.S. Dollar              British Pound

Total                                                                                    $--                  $24,545

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

6. OPTIONS CONTRACTS WRITTEN

Contracts  and premium  amounts  associated  with options  contracts  written by
Equity Portfolio are as follows:

                                                                   Year ended April 30, 2000
                                                   Puts                                                 Calls
                                     Contracts               Premium                      Contracts              Premium
<S>           <C> <C>                   <C>                  <C>                           <C>                 <C>
Balance April 30, 1999                  400                  $55,375                       3,300               $2,143,606
Opened                                5,560                2,280,905                      18,845                9,874,716
Closed                               (3,560)                (757,166)                     (8,700)              (6,284,411)
Exercised                              (992)              (1,219,079)                     (6,345)              (2,976,697)
Expired                              (1,408)                (360,035)                     (7,100)              (2,757,214)
Balance April 30, 2000                   --                      $--                         --                       $--


See "Summary of significant accounting policies."
</TABLE>
<PAGE>

Contracts  and premium  amounts  associated  with options  contracts  written by
Managed Portfolio are as follows:

                                          Year ended April 30, 2000
                                                   Calls
                                     Contracts               Premium

Balance April 30, 1999                   --                      $--
Opened                               14,600                2,573,910
Closed                               (3,800)              (1,021,066)
Exercised                            (2,700)                (410,636)
Expired                              (8,100)              (1,142,208)
Balance April 30, 2000                   --                      $--


See "Summary of significant accounting policies."


7. CAPITAL LOSS CARRYOVER
For federal income tax purposes, Equity Income Portfolio,  Government Securities
Portfolio and Income Portfolio have capital loss carryovers of $13,419, $317,758
and  $2,761,039,  respectively,  as of April  30,  2000,  that  will  expire  in
2008-2009  for Equity Income  Portfolio,  2008-2009  for  Government  Securities
Portfolio and 2007-2009 for Income  Portfolio if not offset by capital gains. It
is unlikely the board will authorize a distribution of any net realized  capital
gains until the available capital loss carryover has been offset or expires.


8. FINANCIAL HIGHLIGHTS
"Financial highlights" showing per share data and selected financial information
is presented on pages 28-34 of the prospectus.
<PAGE>
<TABLE>
<CAPTION>

Investments in Securities

IDS Life Series Fund, Inc.
Equity Portfolio
April 30, 2000

(Percentages represent value of investments compared to net assets)

Common stocks (93.4%)
Issuer                                                                                       Shares                     Value(a)

Airlines (2.1%)
<S>                                                                                         <C>                       <C>
Continental Airlines Cl B                                                                   225,000(b)                $9,000,000
Ryanair Holdings ADR                                                                        350,000(b,c)              14,262,500
SkyWest                                                                                     300,000                   12,637,500
Total                                                                                                                 35,900,000

Banks and savings & loans (1.8%)
CompuCredit                                                                                 185,000(b)                 6,070,625
Sovereign Bancorp                                                                         1,500,000                   10,312,500
WFS Financial                                                                               700,000(b)                13,650,000
Total                                                                                                                 30,033,125

Beverages & tobacco (0.4%)
Coors (Adolph) Cl B                                                                         150,000                    7,650,000

Communications equipment & services (9.7%)
Amdocs                                                                                      390,000(b)                26,398,125
CIENA                                                                                       250,000(b)                30,906,250
Copper Mountain Networks                                                                    315,000(b)                26,263,125
Covad Communications Group                                                                  412,500(b)                11,446,875
Digital Microwave                                                                           400,000(b)                14,775,000
Fairchild Semiconductor Intl Cl A                                                           150,000(b)                 7,125,000
Finisar                                                                                     764,400(b)                28,521,675
Turnstone Systems                                                                           187,500(b)                20,625,000
Total                                                                                                                166,061,050

Computer software & services (3.4%)
Braun Consulting                                                                            175,000(b)                 4,375,000
Citrix Systems                                                                              250,000(b)                15,265,625
SunGard Data Systems                                                                        640,000(b)                22,120,000
WebMethods                                                                                   40,000(b)                 3,600,000
WebTrends                                                                                   400,000(b)                13,125,000
Total                                                                                                                 58,485,625

Computers & office equipment (22.4%)
Affiliated Computer Services Cl A                                                           400,000(b)                13,250,000
Cisco Systems                                                                               450,000(b)                31,197,656
Data Return                                                                                 175,000(b)                 4,298,438
E.piphany                                                                                   100,000(b)                 6,606,250
Edwards (JD) & Co                                                                           300,000(b)                 5,475,000
EMC                                                                                          85,000(b)                11,809,688
Emulex                                                                                      244,800(b)                11,107,800
Extreme Networks                                                                            360,000(b)                20,745,000
Immersion                                                                                   200,000(b)                 7,200,000
InfoSpace.com                                                                               330,000(b)                23,698,125
IntraNet Solutions                                                                          225,000(b)                 5,006,250
Juniper Networks                                                                            220,000(b)                46,791,249
Keynote Systems                                                                             250,000(b)                11,218,750
Liberate Technologies                                                                       200,000(b)                 7,825,000
LifeMinders.com                                                                             350,000(b)                15,531,250
Natl Information Consortium                                                                 450,000(b)                 5,568,750
Netegrity                                                                                   300,000(b)                13,312,500
NOVA                                                                                        400,000(b)                12,650,000
Optimal Robotics                                                                            150,000(b,c)               6,375,000
Predictive Systems                                                                          250,000(b)                11,781,250
S1                                                                                          299,645(b)                16,274,469
Safeguard Scientifics                                                                       380,700(b)                15,894,225
SonicWALL                                                                                   225,000(b)                13,612,500
Trintech Group ADR                                                                          400,000(b,c)              10,800,000
VeriSign                                                                                    355,000(b)                49,478,124
WatchGuard Technologies                                                                     150,000(b)                 7,228,125
Total                                                                                                                384,735,399

Electronics (19.7%)
Align-Rite Intl                                                                             200,000(b)                 4,812,500
Altera                                                                                      100,000(b)                10,225,000
Flextronics Intl                                                                            500,000(b,c)              35,125,000
Jabil Circuit                                                                               460,000(b)                18,831,250
JDS Uniphase                                                                                200,000(b)                20,750,000
KLA-Tencor                                                                                  350,000(b)                26,206,250
Novellus Systems                                                                            405,000(b)                27,008,438
Pericom Semiconductor                                                                       250,000(b)                10,984,375
PMC-Sierra                                                                                  270,000(b,c)              51,806,249
RF Micro Devices                                                                            175,000(b)                18,210,938
SDL                                                                                         200,000(b)                39,000,000
Taiwan Semiconductor Mfg ADR                                                                100,000(b,c)               5,231,250
Teradyne                                                                                    380,000(b)                41,800,000
Varian Medical Systems                                                                      100,000(b)                 4,000,000
Vitesse Semiconductor                                                                       325,000(b)                22,120,313
Total                                                                                                                336,111,563

Energy (2.4%)
Apache                                                                                      250,000                   12,109,374
EOG Resources                                                                               105,500                    2,624,313
Kerr-McGee                                                                                  269,400                   13,963,990
Tosco                                                                                       375,000                   12,023,438
Total                                                                                                                 40,721,115

Energy equipment & services (1.3%)
Cooper Cameron                                                                              300,000(b)                22,500,000

Financial services (2.1%)
Kansas City Southern Inds                                                                   200,000                   14,374,999
Knight/Trimark Group Cl A                                                                   375,000(b)                14,132,813
LaBranche                                                                                   615,300(b)                 7,345,144
Total                                                                                                                 35,852,956

Health care (6.4%)
Alpharma Cl A                                                                               250,000                    9,656,250
Diversa                                                                                     185,000(b)                 4,995,000
Emisphere Technologies                                                                      415,000(b)                17,034,453
ILEX Oncology                                                                               340,000(b)                 8,160,000
Novoste                                                                                     250,000(b)                10,250,000
NOVOSTE                                                                                      50,000(b)                 2,050,000
OraPharma                                                                                   350,000(b)                 3,565,625
ORATEC Interventions                                                                        250,000(b)                 8,515,625
Pharmacyclics                                                                               500,000(b)                22,687,500
Priority Healthcare Cl B                                                                    400,000(b)                22,150,000
Total                                                                                                                109,064,453

Health care services (1.7%)
Abgenix                                                                                     100,000(b)                 8,956,250
Guilford Pharmaceuticals                                                                    750,000(b)                13,031,250
PRAECIS Pharmaceuticals                                                                     500,000(b)                 7,437,500
Total                                                                                                                 29,425,000

Insurance (0.8%)
XL Capital Cl A                                                                             300,000(c)                14,287,500

Media (2.4%)
Univision Communications Cl A                                                               375,000(b)                40,968,750

Miscellaneous (3.6%)
Crossroads Systems                                                                           30,700(b)                 2,168,188
Digex                                                                                       455,000(b)                35,489,999
FirePond                                                                                    220,000(b)                 3,506,250
FLAG Telecom Holdings                                                                       300,000(b,c)               5,850,000
MetaSolv Software                                                                           143,500(b)                 4,896,938
NetSolve                                                                                    200,000(b)                 5,900,000
Rockford                                                                                    400,000(b)                 4,400,000
Total                                                                                                                 62,211,375

Multi-industry conglomerates (2.0%)
Electronics for Imaging                                                                     175,000(b)                 9,143,750
Mettler-Toledo Intl                                                                         350,000(b)                12,075,000
NCO Group                                                                                   400,000(b)                13,750,000
Total                                                                                                                 34,968,750

Retail (3.5%)
American Eagle Outfitters                                                                   283,000(b)                 4,811,000
Bed Bath & Beyond                                                                           470,000(b)                17,243,125
EMusic.com                                                                                  204,600(b)                   441,169
Family Dollar Stores                                                                        528,000                   10,065,000
Linens `N Things                                                                            225,000(b)                 6,946,875
Tiffany                                                                                     150,000                   10,903,125
Tuesday Morning                                                                             705,000(b)                 8,812,500
Total                                                                                                                 59,222,794

Transportation (0.5%)
EGL                                                                                         350,000(b)                 8,028,125

Utilities -- electric (0.4%)
Montana Power                                                                               175,000                    7,710,938

Utilities -- telephone (6.9%)
Allegiance Telecom                                                                          500,000(b)                35,375,000
COLT Telecom Group ADR                                                                      100,000(b,c)              17,075,000
Concentric Network                                                                          375,000(b)                16,312,500
DSL.net                                                                                     600,000(b)                 6,000,000
Intermedia Communications                                                                   250,000(b)                10,187,500
RCN                                                                                         260,000(b)                 7,442,500
Viatel                                                                                      250,000(b)                 9,562,500
WinStar Communications                                                                      400,000(b)                15,950,000
Total                                                                                                                117,905,000

Total common stocks
(Cost: $1,083,672,752)                                                                                            $1,601,843,518


Preferred stocks (2.1%)

Issuer                                                                                      Shares                      Value(a)
Aurgin Systems
   2.46%                                                                                  1,371,586(e)                $3,374,102
Dia Dexus
   Cv Series C                                                                              462,500(b,e)               3,700,000
Docent
   7.52% Series E                                                                           265,957(e)                 1,999,997
Egility
   3.46%                                                                                  1,444,043(e)                 5,000,000
FREEI.Net
   8.05%                                                                                    372,636(e)                 2,999,720
Gorp.com
   5.15% Series B                                                                           873,786(e)                 4,499,998
Mars
   1.85% Cv                                                                               2,702,703(e)                 5,000,000
MarsMusic.com Cl A
   Cv                                                                                     3,000,000(b,e)               3,000,000
Protein Delivery
   2.50%                                                                                  1,200,000(e)                 3,000,000
SignalSoft Cl E
   Cv                                                                                       506,757(b,e)               3,000,001

Total preferred stocks
(Cost: $35,574,090)                                                                                                  $35,573,818

Bond (0.4%)

Issuer                                                            Coupon                  Principal                     Value(a)
                                                                   rate                    amount
Equinix
      12-01-07                                                    13.00%                 $6,900,000(d)                $7,176,000

Total bond
(Cost: $6,900,000)                                                                                                    $7,176,000

Options purchased (--%)
Issuer                                     Shares                Exercise                 Expiration                    Value(a)
                                                                   price                     date
Call
Mentor                                     75,000                   $30                    May 2000                     $58,594

Put
Continental Airlines                       42,500                    30                   June 2000                       15,937

Total options purchased
(Cost: $340,917)                                                                                                         $74,531

Short-term securities (3.9%)
Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

U.S. government agencies (3.7%)
Federal Home Loan Bank Disc Nts
      05-03-00                                                        5.89%             $21,000,000                  $20,982,821
      05-31-00                                                        5.91                9,200,000                    9,150,412
Federal Home Loan Mtge Corp Disc Nt
      05-23-00                                                        5.93                5,400,000                    5,377,837
Federal Natl Mtge Assn Disc Nts
      06-20-00                                                        6.01                9,700,000                    9,614,887
      06-29-00                                                        6.07                2,900,000                    2,868,735
      07-13-00                                                        6.26               15,700,000                   15,495,167
Total                                                                                                                 63,489,859

Commercial paper (0.2%)
Falcon Asset
      05-16-00                                                        6.05                1,200,000(f)                 1,196,382
Motorola
      06-07-00                                                        6.09                2,600,000                    2,582,522
Total                                                                                                                  3,778,904

Total short-term securities
(Cost: $67,281,310)                                                                                                  $67,268,763

Total investments in securities
(Cost: $1,193,769,069)(g)                                                                                         $1,711,936,630

</TABLE>
<PAGE>


Notes to investments in securities

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

(b) Non-income producing.

(c) Foreign  security values are stated in U.S.  dollars.  As of April 30, 2000,
the value of foreign securities represented 9.38% of net assets.

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

(e) Identifies issues considered to be illiquid as to their  marketability  (see
Note  1 to the  financial  statements).  Information  concerning  such  security
holdings at April 30, 2000, is as follows:

Security                      Acquisition                           Cost
                                 dates

Aurgin Systems
2.46%                           12-16-99                         $3,374,102

Dia Dexus
Cv Series C                     04-03-00                          3,700,000

Docent
7.52% Series E                  03-30-00                          1,999,997

Egility
3.46%                           03-23-00                          5,000,000

FREEI.Net
8.05%                           11-04-99                          2,999,992

Gorp.com
5.15% Series B                  02-21-00                          4,499,998

MARS
1.85% Cv                        02-17-99                          5,000,000

MarsMusic.com Cl A
Cv                              12-01-99                          3,000,000

Protein Delivery
2.50%                           05-04-99                          3,000,000

SignalSoft Cl E
Cv                              12-15-99                          3,000,001

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

(g) At April 30, 2000,  the cost of securities  for federal  income tax purposes
was  $1,195,896,394   and  the  aggregate  gross  unrealized   appreciation  and
depreciation based on that cost was:

Unrealized appreciation                                     $633,958,077
Unrealized depreciation                                     (117,917,841)
                                                            ------------
Net unrealized appreciation                                 $516,040,236
<PAGE>
<TABLE>
<CAPTION>


Investments in Securities
IDS Life Series Fund, Inc.
Equity Income
April 30, 2000

(Percentages represent value of investments compared to net assets)

Common stocks (58.6%)
Issuer                                                                                       Shares               Value(a)

Aerospace & defense (1.7%)
<S>                                                                                             <C>             <C>
Boeing                                                                                          350               $13,890
Goodrich (BF)                                                                                   363                11,571
Honeywell Intl                                                                                   72                 4,032
Rockwell Intl                                                                                   211                 8,308
Total                                                                                                              37,801

Automotive & related (1.4%)
Ford Motor                                                                                      308                16,844
General Motors                                                                                  171                16,010
Total                                                                                                              32,854

Banks and savings & loans (6.1%)
Allied Capital                                                                                  560                10,465
Bank of America                                                                                 582                28,517
Bank of New York                                                                                429                17,616
Chase Manhattan                                                                                 131                 9,440
First Union                                                                                     362                11,539
FleetBoston Financial                                                                           586                20,766
Mellon Financial                                                                                439                14,103
SLM Holding                                                                                     200                 6,263
Wells Fargo                                                                                     509                20,900
Total                                                                                                             139,609

Building materials & construction (1.2%)
Fluor                                                                                           281                 9,431
Martin Marietta Materials                                                                       360                19,080
Total                                                                                                              28,511

Chemicals (1.2%)
Dow Chemical                                                                                     56                 6,328
Du Pont (EI) de Nemours                                                                         239                11,338
Lyondell Petrochemical                                                                          510                 9,371
Total                                                                                                              27,037

Communications equipment & services (0.9%)
Motorola                                                                                        175                20,836

Computer software & services (0.3%)
BMC Software                                                                                    161(b)              7,537

Computers & office equipment (3.0%)
Electronic Data Systems                                                                         114                 7,838
EQUANT                                                                                          117(b,c)            9,126
First Data                                                                                      172                 8,374
Hewlett-Packard                                                                                  99                13,365
NOVA                                                                                            427(b)             13,504
Solectron                                                                                       358(b)             16,759
Total                                                                                                              68,966

Energy (7.0%)
Chevron                                                                                         426                36,263
Conoco Cl A                                                                                     727                17,312
Conoco Cl B                                                                                     193                 4,801
ENI                                                                                           2,700(b,c)           13,427
Exxon Mobil                                                                                     565                43,892
FirstEnergy                                                                                     222                 5,647
Sunoco                                                                                          510                15,459
Texaco                                                                                          450                22,275
Total                                                                                                             159,076

Energy equipment & services (0.4%)
Halliburton                                                                                     220                 9,721

Financial services (8.6%)
Alliance Capital Management Holding LP                                                          576                25,812
Citigroup                                                                                     1,150                68,353
Kansas City Southern Inds                                                                       350                25,156
MBNA                                                                                            950                25,234
Morgan Stanley, Dean Witter, Discover & Co                                                      290                22,258
Providian Financial                                                                             342                30,117
Total                                                                                                             196,930

Food (1.3%)
Bestfoods                                                                                       248                12,462
General Mills                                                                                   268                 9,749
Sara Lee                                                                                        445                 6,675
Total                                                                                                              28,886

Health care (3.0%)
American Home Products                                                                          255                14,328
Baxter Intl                                                                                     177                11,527
Mylan Laboratories                                                                              453                12,854
Pharmacia                                                                                       220                10,994
Warner-Lambert                                                                                  160                18,210
Total                                                                                                              67,913

Household products (0.9%)
Colgate-Palmolive                                                                               351                20,051

Industrial equipment & services (1.7%)
Caterpillar                                                                                     112                 4,417
Illinois Tool Works                                                                             235                15,055
Parker-Hannifin                                                                                 429                19,948
Total                                                                                                              39,420

Insurance (3.4%)
American Intl Group                                                                             440                48,263
Aon                                                                                             400                10,825
Marsh & McLennan                                                                                192                18,924
Total                                                                                                              78,012

Media (2.5%)
Adelphia Communications Cl A                                                                    117(b)              5,799
CBS                                                                                             651(b)             38,246
MediaOne Group                                                                                  174(b)             13,159
Total                                                                                                              57,204

Miscellaneous (--%)
Edwards Lifesciences                                                                             33(b)                495

Paper & packaging (0.9%)
Intl Paper                                                                                      553                20,323

Retail (3.8%)
Circuit City Stores-Circuit City Group                                                          623                36,640
CVS                                                                                             470                20,445
Target                                                                                          440                29,288
Total                                                                                                              86,373

Transportation (0.6%)
Teekay Shipping                                                                                 429                14,077

Utilities -- electric (1.9%)
Duke Energy                                                                                     182                10,464
Edison Intl                                                                                     364                 6,939
New Century Energies                                                                            172                 5,612
NiSource                                                                                        286                 5,291
Northern States Power                                                                           364                 7,940
Texas Utilities                                                                                 208                 7,007
Total                                                                                                              43,253

Utilities -- gas (0.4%)
El Paso Energy                                                                                  193                 8,203

Utilities -- telephone (6.4%)
ALLTEL                                                                                           56                 3,731
AT&T                                                                                            687                32,073
Bell Atlantic                                                                                   354                20,975
BellSouth                                                                                       437                21,276
GTE                                                                                             106                 7,182
MCI WorldCom                                                                                    447(b)             20,311
SBC Communications                                                                              705                30,887
U S WEST Communications Group                                                                   152                10,821
Total                                                                                                             147,256

Total common stocks
(Cost: $1,301,550)                                                                                             $1,340,344
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

Short-term securities (34.8%)

Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

U.S. government agencies
Federal Home Loan Mtge Corp Disc Nt
<S>   <C>   <C>                                                       <C>                  <C>                          <C>
      06-13-00                                                        6.07%                $500,000                     $496,154
Federal Natl Mtge Assn Disc Nt
      05-04-00                                                        5.83                  300,000                      299,709

Total short-term securities
(Cost: $795,995)                                                                                                        $795,863

Total investments in securities
(Cost: $2,097,545)(d)                                                                                                 $2,136,207

</TABLE>
<PAGE>

Notes to investments in securities

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

(b) Non-income producing.

(c) Foreign  security values are stated in U.S.  dollars.  As of April 30, 2000,
the value of foreign securities represented 0.99% of net assets.

(d) At April 30, 2000,  the cost of securities  for federal  income tax purposes
was $2,097,821 and the aggregate gross unrealized  appreciation and depreciation
based on that cost was:

Unrealized appreciation                                        $104,687
Unrealized depreciation                                         (66,301)
                                                                -------
Net unrealized appreciation                                     $38,386

<PAGE>
<TABLE>
<CAPTION>

Investments in Securities

IDS Life Series Fund, Inc.
Government Securities Portfolio
April 30, 2000

(Percentages represent value of investments compared to net assets)

Bonds (91.4%)
Issuer                                                              Coupon                 Principal                    Value(a)
                                                                     rate                   amount

Mortgage-backed securities (64.3%)
Federal Home Loan Mtge Corp
<S>   <C>   <C>                                                       <C>                  <C>                          <C>
      06-01-12                                                        7.00%                $139,007                     $135,932
      01-01-13                                                        6.00                  317,808                      298,741
      02-01-13                                                        6.50                  211,522                      202,847
      09-01-14                                                        6.00                  972,289                      912,163
      12-01-27                                                        6.00                  268,026                      243,064
      05-01-28                                                        7.00                  306,411                      293,867
      08-01-28                                                        7.00                  174,677                      167,405
      09-01-29                                                        7.00                1,389,698                    1,330,205
Federal Natl Mtge Assn
      02-13-04                                                        5.13                1,125,000                    1,045,729
      08-15-04                                                        6.50                  100,000                       97,158
      05-01-09                                                        5.50                  442,105                      413,125
      06-01-10                                                        6.50                  214,870                      208,190
      08-01-11                                                        8.50                   68,566                       69,980
      03-01-13                                                        6.00                  161,438                      151,914
      04-01-13                                                        5.50                  346,075                      317,493
      07-01-13                                                        6.50                  405,062                      388,231
      09-01-14                                                        7.00                  496,824                      485,340
      03-01-15                                                        7.00                   99,201                       96,908
      03-01-23                                                        9.00                   50,322                       51,895
      09-01-25                                                        7.00                  153,714                      147,806
      04-01-27                                                        6.50                  212,498                      198,678
      03-01-28                                                        6.50                  323,575                      302,342
      04-01-28                                                        6.00                  266,040                      241,218
      09-01-28                                                        6.00                  624,635                      565,998
      10-01-28                                                        6.00                  694,347                      629,562
      11-01-28                                                        6.00                  464,717                      421,358
      12-01-28                                                        7.00                  372,220                      356,202
      05-01-30                                                        8.50                  280,000(b)                   283,850
Govt Natl Mtge Assn
      05-15-17                                                        8.00                   31,166                       31,663
      07-15-28                                                        6.50                1,909,773                    1,789,820
                                                                                                                       ---------
Total                                                                                                                 11,878,684

U.S. government obligations (27.2%)
Resolution Funding Corp
      10-15-19                                                        8.13                  400,000                      447,695
   Zero Coupon
      04-15-05                                                        5.66                  200,000(c)                   143,311
      10-15-09                                                        7.12                  460,000(c)                   243,645

U.S. Treasury
      08-15-01                                                        7.88                  100,000                      101,489
      11-15-01                                                        7.50                  500,000                      505,807
      11-30-02                                                        5.75                  300,000                      293,601
      05-15-16                                                        7.25                  300,000                      328,498
      11-15-16                                                        7.50                  700,000                      785,505
      05-15-17                                                        8.75                  950,000                    1,186,245
      08-15-23                                                        6.25                  725,000                      724,594
      11-15-24                                                        7.50                  145,000                      167,993
      08-15-27                                                        6.38                  100,000                      102,219
                                                                                                                         -------
Total                                                                                                                  5,030,602

Total bonds
(Cost: $17,363,039)                                                                                                  $16,909,286

Short-term securities (4.8%)
Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

U.S. government agency
Federal Home Loan Bank Disc Nts
      05-31-00                                                        5.86%                $400,000                     $397,719
      06-21-00                                                        6.04                  500,000                      495,297

Total short-term securities
(Cost: $893,521)                                                                                                        $893,016

Total investments in securities
(Cost: $18,256,560)(d)                                                                                               $17,802,302



 Notes to investments in securities

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

(b) At April 30, 2000,  the cost of  securities  purchased,  including  interest
purchased, on a when-issued basis was $286,263.

(c) For zero coupon bonds, the interest rate disclosed represents the annualized
effective yield on the date of acquisition.

(d) At April 30, 2000,  the cost of securities  for federal  income tax purposes
was $18,255,089 and the aggregate gross unrealized appreciation and depreciation
based on that cost was:

Unrealized appreciation                                     $106,150
Unrealized depreciation                                     (558,937)
                                                            --------
Net unrealized depreciation                                $(452,787)
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

Investments in Securities

IDS Life Series Fund, Inc.
Income Portfolio
April 30, 2000

(Percentages represent value of investments compared to net assets)

Bonds (93.8%)
Issuer                                                              Coupon                   Principal                 Value(a)
                                                                     rate                     amount

Government obligations (4.7%)
People's Republic of China
   (U.S. Dollar)
<S>   <C>   <C>                                                       <C>                  <C>                          <C>
      07-03-01                                                        7.38%                $100,000(c)                  $100,532
Republic of Brazil
   (U.S. Dollar)
      04-15-14                                                        8.00                  363,963(c)                   260,463
U.S. Treasury
      05-15-17                                                        8.75                  400,000                      499,472
      05-15-18                                                        9.13                2,300,000                    2,983,721
United Mexican States
   (U.S. Dollar)
      03-12-08                                                        8.63                  250,000(c)                   238,375
      09-15-16                                                       11.38                  250,000(c)                   281,720
Total                                                                                                                  4,364,283

Mortgage-backed securities (32.4%)
Federal Home Loan Mtge Corp
      07-15-04                                                        6.25                3,500,000                    3,370,909
      06-01-09                                                        5.50                  456,472                      427,407
      08-01-11                                                        6.50                1,440,248                    1,387,621
      03-01-13                                                        5.50                  807,783                      742,126
      06-15-20                                                        8.00                   96,297                       96,361
Federal Natl Mtge Assn
      03-15-01                                                        5.63                  600,000                      594,528
      04-15-03                                                        5.75                2,000,000                    1,921,652
      06-01-10                                                        6.50                  644,609                      624,571
      02-01-11                                                        6.00                1,222,281                    1,158,848
      09-01-13                                                        6.00                1,630,851                    1,528,804
      11-01-13                                                        6.00                1,694,652                    1,588,613
      05-01-26                                                        7.00                3,378,991                    3,249,102
      07-01-26                                                        7.00                1,423,983                    1,367,906
      12-01-27                                                        6.00                2,269,756                    2,058,256
      12-01-27                                                        6.50                1,826,622                    1,706,384
      10-01-28                                                        6.50                1,775,402                    1,658,610
      02-01-30                                                        7.50                3,000,000                    2,937,965
      05-01-30                                                        8.00                3,000,000(k)                 2,994,375
Merrill Lynch Mtge Investors
      06-15-21                                                        7.58                  103,576(l)                    96,746
Morgan Stanley Capital
   Collateralized Mtge Obligation
      11-15-28                                                        6.59                  365,845                      362,392
Total                                                                                                                 29,873,176

Aerospace & defense (0.5%)
BE Aerospace
   Sr Sub Nts Series B
      02-01-06                                                        9.88                  100,000                       90,750
Goodrich (BF)
      07-01-01                                                        9.63                  150,000                      152,439
Northrop-Grumman
      03-01-06                                                        7.00                  250,000                      234,197
Total                                                                                                                    477,386

Airlines (0.4%)
Continental Airlines
   Series 1996A
      10-15-13                                                        6.94                  354,888                      331,511

Automotive & related (1.8%)
Arvin Capital
   Company Guaranty
      02-01-27                                                        9.50                  250,000                      236,009
Exide
   Cv Sr Sub Nts
      12-15-05                                                        2.90                  150,000(d)                    77,267
Ford Motor Credit
      07-16-04                                                        6.70                  500,000                      481,393
Lear
   Company Guaranty Series B
      05-15-09                                                        8.11                  500,000                      446,330
Mascotech
   Cv Sub Deb
      12-15-03                                                        4.50                  100,000                       73,000
MSX Intl
   Company Guaranty
      01-15-08                                                       11.38                  125,000                      117,500
Venture Holdings Trust
   Sr Nts Series B
      07-01-05                                                        9.50                  250,000                      205,000
Total 1,636,499

Banks and savings & loans (4.6%)
Capital One Bank
      05-15-08                                                        6.70                  500,000                      454,297
Comerica Bank
   Sub Nts
      10-01-08                                                        6.00                  500,000                      435,549
Corp Andina de Fomento
   (U.S. Dollar)
      02-01-03                                                        7.10                  300,000(c)                   290,588
Dao Heng Bank
   (U.S. Dollar) Sub Nts
      01-24-07                                                        7.75                  500,000(c,d)                 472,704
Fleet Financial Group
   Sr Nts
      12-01-01                                                        9.00                  200,000                      204,425
Hubco Capital Trust
   Company Guaranty Series B
      02-01-27                                                        8.98                  500,000                      490,163
Long Term Credit Bank Japan
   (Japanese Yen)
      12-27-01                                                        8.00               40,000,000(c)                   373,355
MBNA American Bank
   Sub Nts
      03-15-08                                                        6.75                  500,000                      462,604
Sanwa Finance Aruba
   (U.S. Dollar)
      07-15-09                                                        8.35                  500,000(c)                   493,924
Washington Mutual Capital
   Company Guaranty
      06-01-27                                                        8.38                  200,000                      189,762
Wells Fargo
   Sr Medium-term Nts Series G
      09-15-02                                                        6.38                  400,000                      389,812
Total                                                                                                                  4,257,183

Building materials & construction (1.6%)
Carlisle Companies
   Sr Nts
      01-15-07                                                        7.25                  500,000                      478,123
Foster Wheeler
      11-15-05                                                        6.75                  300,000                      251,488
Pulte
   Sr Nts
      12-15-03                                                        7.00                  300,000                      284,155
Tyco Intl Group
   (U.S. Dollar) Company Guaranty
      06-15-03                                                        6.25                  500,000(c)                   477,938
Total                                                                                                                  1,491,704

Chemicals (2.2%)
Allied Waste North America
   Company Guaranty Series B
      08-01-09                                                       10.00                  100,000                       67,750
Dow Chemical
      11-01-29                                                        7.38                  200,000                      190,068
IMC Global
      10-15-01                                                        6.63                  500,000                      489,608
Lyondell Chemical
   Series A
      05-01-07                                                        9.63                  250,000                      246,563
Rohm & Haas
      07-15-04                                                        6.95                  500,000                      489,469
Sovereign Specialty Chemical
      03-15-10                                                       11.88                   75,000(d)                    75,750
Waste Management
   Sr Nts
      10-01-07                                                        7.13                  500,000                      430,150
Total                                                                                                                  1,989,358

Communications equipment & services (3.1%)
360 Networks
   (U.S. Dollar) Sr Nts
      05-01-08                                                       13.00                  150,000(c,d)                 147,375
American Tower
   Cv
      02-15-10                                                        5.00                   65,000(d)                    67,113
DLJ Secured Loan Trust
   Sr Secured Ctfs
      07-07-07                                                       10.13                  500,000(d)                   499,999
Dobson/Sygnet Communications
   Sr Nts
      12-15-08                                                       12.25                  100,000                      104,000
EchoStar DBS
   Sr Nts
      02-01-09                                                        9.38                  205,000                      198,850
KMC Telecom Holdings
   Zero Coupon Sr Disc Nts
      02-15-03                                                       12.68                  250,000(e)                   122,813
KPNQwest
   (U.S. Dollar) Sr Nts
      06-01-09                                                        8.13                  250,000(c)                   238,750
MJD Communications
   Sr Sub Nts Series B
      05-01-08                                                        9.50                  100,000                       91,500
Nextel Partners
   Sr Nts
      03-15-10                                                       11.00                  125,000(d)                   121,563
NTL
   Cv Sub Nts
      12-15-09                                                        5.75                   60,000(d)                    52,725
   Sr Nts Series B
      10-01-08                                                       11.50                  105,000                      106,575
   Zero Coupon Sr Nts Series B
      04-01-03                                                        9.78                  190,000(e)                   120,888
Price Communications Wireless
   Company Guaranty Series B
      12-15-06                                                        9.13                  300,000                      296,249
Rural Cellular
   Sr Sub Nts Series B
      05-15-08                                                        9.63                  250,000                      241,250
Tritel PCS
   Zero Coupon Company Guaranty
      05-15-04                                                       11.13                  250,000(e)                   166,250
Versatel Telecom
   (European Monetary Unit)
      12-17-04                                                        4.00                   70,000(c,d)                  73,819
      03-30-05                                                        4.00                   80,000(c,d)                  73,353
   (U.S. Dollar) Sr Nts
      05-15-08                                                       13.25                  100,000(c)                   101,500
Total                                                                                                                  2,824,572

Computers & office equipment (0.8%)
Globix
   Sr Nts
      02-01-10                                                       12.50                  250,000(d)                   220,000
Hewlett-Packard
   Zero Coupon Sub Nts
      10-14-17                                                        3.13                  100,000(f)                    76,875
Hyperion Solutions
   Cv
      03-15-05                                                        4.50                   25,000                       20,625
Juniper Networks
      03-15-07                                                        4.75                  120,000                      109,950
PSINet
   Sr Nts
      11-01-08                                                       11.50                  200,000                      179,000
Sanmina
   Cv
      05-01-04                                                        4.25                   20,000                       29,575
Silicon Graphics
   Cv Sr Nts
      09-01-04                                                        5.25                   80,000                       56,600
Solectron
   Zero Coupon Cv
      01-27-19                                                        4.00                   50,000(f)                    38,071
Total                                                                                                                    730,696

Electronics (0.9%)
Advanced Energy Industries
   Cv
      11-15-06                                                        5.25                   40,000                       61,750
Conexant Systems
   Cv
      02-01-07                                                        4.00                   60,000                       50,775
   Cv Sub Nts
      02-01-07                                                        4.00                   60,000(d)                    50,775
Metromedia Fiber Network
   Sr Nts Series B
      11-15-08                                                       10.00                  150,000                      143,250
Photronics
   Cv Sub Nts
      06-01-04                                                        6.00                   30,000                       37,538
SCI Systems
      03-15-07                                                        3.00                   60,000                       68,925
Thomas & Betts
      01-15-06                                                        6.50                  400,000                      375,379
Vitesse Semiconductor
   Cv
      03-15-05                                                        4.00                   65,000(d)                    56,469
Total                                                                                                                    844,861

Energy (1.6%)
Clark Oil & Refining
   Sr Nts
      09-15-04                                                        9.50                  100,000                       81,500
Devon Energy
   Cv Deb
      08-15-08                                                        4.90                   60,000                       57,825
Honam Oil Refinery
   (U.S. Dollar)
      10-15-05                                                        7.13                  250,000(c,d)                 230,739
Kerr-McGee
      10-15-05                                                        8.13                  500,000                      502,682
Lodestar Holdings
   Company Guaranty
      05-15-05                                                       11.50                  250,000                       50,000
Roil
   (U.S. Dollar)
      12-05-02                                                       12.78                  157,500(c,d)                 141,750
USX
      03-01-08                                                        6.85                  500,000                      456,643
Total                                                                                                                  1,521,139

Energy equipment & services (0.2%)
Pioneer Natural Resource
      01-15-08                                                        6.50                  250,000                      208,441

Financial services (4.5%)
American General Finance
   Sr Nts
      11-01-03                                                        5.75                  500,000                      471,487
Arcadia Financial
   Sr Nts
      03-15-07                                                       11.50                  280,000                      309,543
Barclays North America Capital
      05-15-21                                                        9.75                  300,000                      319,481
Capital One Financial
      08-01-08                                                        7.13                  500,000                      448,105
Duke Capital
   Sr Nts
      10-01-09                                                        7.50                  500,000                      481,825
GMAC
      11-10-03                                                        5.75                  500,000                      473,180
Indah Kiat Finance Mauritius
   (U.S. Dollar) Company Guaranty
      07-01-07                                                       10.00                   50,000(c)                    33,000
LaBranche
      03-01-07                                                       12.00                  250,000(d)                   246,250
Providian Master Trust
   Series 1997-4 Cl A
      06-15-07                                                        6.25                  500,000                      487,826
Providian Natl Bank
   Sr Nts
      03-15-03                                                        6.70                  500,000                      478,407
Wilmington Trust
      05-01-08                                                        6.63                  500,000                      448,863
Total                                                                                                                  4,197,967

Furniture & appliances (0.1%)
Interface
   Sr Sub Nts Series B
      11-15-05                                                        9.50                  100,000                       88,000

Health care (0.8%)
Alaris Medical Systems
   Company Guaranty
      12-01-06                                                        9.75                  150,000                      120,000
Inhale Therapeutic Systems
   Cv Sub Nts
      02-08-07                                                        5.00                   60,000(d)                    55,050
Roche Holdings
   Zero Coupon Cv
      01-19-15                                                        1.47                  120,000(d,f)                  90,450
Watson Pharmaceuticals
   Sr Nts
      05-15-08                                                        7.13                  500,000                      448,480
Total 713,980

Health care services (0.6%)
Columbia/HCA Healthcare
      06-15-05                                                        6.91                  100,000                       90,315
Magellan Health Services
   Sr Sub Nts
      02-15-08                                                        9.00                  125,000                       83,125
Paracelsus Healthcare
   Sr Sub Nts
      08-15-06                                                       10.00                  350,000                      105,000
Sunrise Assisted Living
   Cv Sub Nts
      06-15-02                                                        5.50                  125,000                      104,219
Tenet Healthcare
   Sr Sub Nts Series B
      12-01-08                                                        8.13                  200,000                      185,999
Total                                                                                                                    568,658

Industrial equipment & services (1.7%)
ARAMARK Services
   Company Guaranty
      12-01-06                                                        7.10                  500,000                      465,293
Ingersoll-Rand
   Sr Nts
      02-15-01                                                        6.26                  500,000                      495,761
Laidlaw
   (U.S. Dollar)
      05-15-06                                                        7.65                  500,000(c)                   185,000
Terex
   Company Guaranty Series D
      04-01-08                                                        8.88                  250,000                      221,875
Wesco Distribution
   Company Guaranty Series B
      06-01-08                                                        9.13                  250,000                      227,500
Total                                                                                                                  1,595,429

Insurance (1.5%)
American General Institute Capital
   Company Guaranty Series A
      12-01-45                                                        7.57                  250,000(d)                   218,023
Americo Life
   Sr Sub Nts
      06-01-05                                                        9.25                  100,000                       97,125
Florida Windstorm
   (MBIA Insured)
      02-25-19                                                        7.13                  500,000(d,g)                 460,916
SAFECO Capital
   Company Guaranty
      07-15-37                                                        8.07                  500,000                      416,075
Zurich Capital
   Company Guaranty
      06-01-37                                                        8.38                  250,000(d)                   235,680
Total                                                                                                                  1,427,819

Leisure time & entertainment (2.2%)
Argosy Gaming
   Company Guaranty
      06-01-09                                                       10.75                  250,000                      260,000
Coast Hotels & Casino
   Company Guaranty
      04-01-09                                                        9.50                  325,000                      303,469
Hammons (JQ) Hotels
   1st Mtge
      02-15-04                                                        8.88                  250,000                      218,750
Horseshoe Gaming Holdings
   Company Guaranty
      05-15-09                                                        8.63                  250,000                      233,750
Pinnacle Entertainment
   Company Guaranty Series B
      02-15-07                                                        9.25                  250,000                      250,000
Riviera Holdings
   Company Guaranty
      08-15-04                                                       10.00                  250,000                      225,000
Time Warner
      02-01-24                                                        7.57                  350,000                      326,701
Trump Holdings & Funding
   Sr Nts
      06-15-05                                                       15.50                  250,000                      151,250
United Artists Theatres
   Series 1995A
      07-01-15                                                        9.30                   92,234                       60,592
Total                                                                                                                  2,029,512

Media (4.3%)
Charter Communications Holdings/Charter Capital
   Sr Nts
      01-15-10                                                       10.25                  250,000(d)                   241,875
Comcast
   Sr Nts
      11-01-05                                                        8.38                  250,000                      250,938
   Sr Sub Deb
      10-15-06                                                        9.13                  500,000                      521,546
Comcast Cable Communications
      11-15-08                                                        6.20                  300,000                      262,894
Cox Enterprises
      06-15-09                                                        7.38                  500,000(d)                   466,330
CSC Holdings
   Sr Nts Series B
      07-15-09                                                        8.13                  400,000                      378,874
Lamar Media
   Company Guaranty
      12-01-06                                                        9.63                  275,000                      272,938
MDC Communications
   (U.S. Dollar) Sr Sub Nts
      12-01-06                                                       10.50                  100,000(c)                    94,000
Radio Unica
   Zero Coupon Company Guaranty
      08-01-02                                                       22.25                  250,000(e)                   155,625
Quebecor Printing Capital
   Company Guaranty
      01-15-07                                                        7.25                  500,000                      466,788
TCI Communications
      08-01-15                                                        8.75                  350,000                      372,175
Telemundo Holdings
   Zero Coupon Sr Disc Nts Series B
      08-15-03                                                       13.48                  250,000(e)                   161,250
Telewest Communications
   (U.S. Dollar) Zero Coupon Sr Disc Nts
      04-15-04                                                        9.25                  125,000(c,d,e)                70,000
Time Warner Entertainment
   Sr Nts
      07-15-33                                                        8.38                  250,000                      252,595
Total                                                                                                                  3,967,828

Metals (0.6%)
Alcan Aluminum
   (U.S. Dollar)
      01-15-22                                                        8.88                  200,000(c)                   203,540
Imexsa Export Trust
   (U.S. Dollar)
      05-31-03                                                       10.13                  141,038(c,d)                 137,512
Ormet
   Company Guaranty
      08-15-08                                                       11.00                  200,000(d)                   187,000
Total                                                                                                                    528,052

Miscellaneous (3.7%)
Adams Outdoor Advertising
   Sr Nts
      03-15-06                                                       10.75                  100,000                      102,000
Bistro Trust
   Sub Nts
      12-31-02                                                        9.50                  250,000(d)                   233,600
Dura Operating
   Company Guaranty Series B
      05-01-09                                                        9.00                  250,000                      223,750
Falcon Products
   Company Guaranty Series B
      06-15-09                                                       11.38                  250,000                      233,750
Great Central Mines
   (U.S. Dollar) Sr Nts
      04-01-08                                                        8.88                  250,000(c)                   233,750
Guangdong Enterprises
   (U.S. Dollar) Sr Nts
      05-22-07                                                        8.88                  200,000(c,d)                  78,000
Hyder
   (U.S. Dollar)
      12-15-07                                                        6.88                  500,000(c,d)                 449,109
ISG Resources
      04-15-08                                                       10.00                  140,000                      121,100
Jorgensen (Earle M)
   Sr Nts
      04-01-05                                                        9.50                  275,000                      253,000
Network Associates
   Zero Coupon Cv Sub Deb
      02-13-18                                                        8.70                  300,000(f)                   105,750
NSM Steel
   Company Guaranty
      02-01-06                                                       12.00                  129,935(b,d)                   5,197
Omega Cabinets
   Sr Sub Nts
      06-15-07                                                       10.50                  225,000                      218,250
Oshkosh Truck
   Company Guaranty
      03-01-08                                                        8.75                  250,000                     $236,250
Outsourcing Solutions
   Sr Sub Nts Series B
      11-01-06                                                       11.00                  140,000                      123,375
Stellex Inds
   Sr Sub Nts Series B
      11-01-07                                                        9.50                  250,000                      137,500
Teleglobe
   (U.S. Dollar) Company Guaranty
      07-20-29                                                        7.70                  500,000(c)                   482,620
Total                                                                                                                  3,237,001

Multi-industry conglomerates (1.8%)
CBS
      06-01-01                                                        8.88                  250,000                      253,132
Goodrich (BF)
   Company Guaranty
      04-15-08                                                        7.50                  500,000                      480,000
Hutchison Whampoa Finance
   (U.S. Dollar) Company Guaranty Series A
      08-01-07                                                        6.95                  250,000(c,d)                 236,257
Jordan Inds
   Sr Nts Series D
      08-01-07                                                       10.38                  175,000                      162,750
Iron Mountain
   Sr Sub Nts
      07-15-06                                                       11.13                  125,000                      127,500
Prime Succession
   Sr Sub Nts
      08-15-04                                                       10.75                   65,000(b)                    13,000
USI American Holdings
   Sr Nts Series B
      12-01-06                                                        7.25                  425,000                      399,106
Total                                                                                                                  1,671,745

Paper & packaging (2.2%)
Ball
   Company Guaranty
      08-01-08                                                        8.25                  250,000                      236,875
Chesapeake
      05-01-03                                                        9.88                  100,000                      101,246
Gaylord Container
   Sr Nts
      06-15-07                                                        9.75                  150,000                      134,625
Intl Paper
      11-15-12                                                        5.13                   85,000                       63,208
Owens-Illinois
   Sr Nts
      05-15-07                                                        8.10                  250,000                      232,991
      05-15-08                                                        7.35                  250,000                      221,677
Packaging Corp of America
   Company Guaranty
      04-01-09                                                        9.63                  500,000                      503,749
Quno Corp
   (U.S. Dollar) Sr Nts
      05-15-05                                                        9.13                  250,000(c)                   251,563
Silgan Holdings
      06-01-09                                                        9.00                  100,000                       94,500
Total                                                                                                                  1,840,434

Restaurants & lodging (0.5%)
MGM Grand
      02-06-08                                                        6.88                  500,000                      444,546

Retail (1.5%)
Flooring America
   Company Guaranty
      10-15-07                                                        9.25                  185,000                      147,306
Kroger
   Company Guaranty
      03-01-08                                                        7.45                  250,000                      234,669
   Sr Nts
      07-15-06                                                        8.15                  500,000                      506,915
Safeway
      11-15-01                                                        5.88                  500,000                      486,252
Total                                                                                                                  1,375,142

Textiles & apparel (0.7%)
Anvil Knitwear
   Sr Nts Series B
      03-15-20                                                       10.88                  200,000                      174,000
Galey & Lord
   Company Guaranty
      03-01-08                                                        9.13                  100,000                       46,000
Tommy Hilfiger USA
   Company Guaranty
      06-01-03                                                        6.50                  500,000                      400,000
Total                                                                                                                    622,900

Transportation (1.2%)
Enterprise Rent-A-Car USA Finance
      02-15-08                                                        6.80                  200,000(d)                   179,248
Greater Beijing First Expressways
   (U.S. Dollar) Sr Nts
      06-15-04                                                        9.25                  100,000(c)                    32,000
Hermes Europe RailTel
   (U.S. Dollar) Sr Nts
      01-15-09                                                       10.38                  200,000(c)                   173,000
Ryder System
   Series N
      05-15-01                                                        9.25                  150,000                      151,816
Union Pacific
      02-01-08                                                        6.63                  500,000                      464,328
Zhuhai Highway
   (U.S. Dollar) Sub Nts
      07-01-08                                                       11.50                  250,000(c,d)                  76,875
Total                                                                                                                  1,077,267

Utilities -- electric (2.4%)
California Infrastructure-
   Pacific Gas & Electric
      06-25-02                                                        6.15                   58,612                       58,606
Cleveland Electric Illuminating
   1st Mtge Series B
      05-15-05                                                        9.50                  250,000                      254,657
CMS Energy
   Sr Nts
      05-15-02                                                        8.13                  200,000                      196,406
   Sr Nts Series B
      11-15-00                                                        7.38                  300,000                      298,475
Connecticut Light & Power
   1st Mtge Series C
      06-01-02                                                        7.75                  250,000                      248,472
Edison Mission Energy
   Sr Nts
      06-15-09                                                        7.73                  500,000(d)                   479,576
El Paso Electric
   1st Mtge Series D
      02-01-06                                                        8.90                  100,000                      102,625
Midland Funding
   Series A
      07-23-05                                                       11.75                  100,000                      105,046
Reliant Energy
      06-01-01                                                        9.38                  150,000                      152,968
Sithe Independence Funding
   Series A
      12-30-13                                                        9.00                  100,000                      101,739
Western Massachusetts Electric
   1st Mtge Series B
      07-01-01                                                        7.38                  250,000                      249,185
Total                                                                                                                  2,247,755

Utilities -- gas (1.1%)
Columbia Energy Group
   Series E
      11-28-10                                                        7.32                  500,000                      475,131
El Paso Energy
   Sr Nts
      05-16-09                                                        6.75                  200,000                      182,689
   Sr Nts Series B
      07-15-01                                                        6.63                  300,000                      295,776
Southwest Gas
   Series F
      06-15-02                                                        9.75                  100,000                      103,623
Total                                                                                                                  1,057,219

Utilities -- telephone (8.0%)
Allegiance Telecom
   Zero Coupon Sr Disc Nts Series B
      02-15-03                                                       12.39                  250,000(e)                   176,250
AT&T Canada
   (U.S. Dollar) Sr Nts
      11-01-08                                                       10.63                  200,000(c)                   225,250
   (U.S. Dollar) Zero Coupon Sr Disc Nts
      06-15-03                                                        9.95                  300,000(c,e)                 236,625
BellSouth Capital Funding
      02-15-10                                                        7.75                  500,000                      500,620
Cable & Wireless Communications
   (U.S. Dollar)
      03-06-03                                                        6.38                  500,000(c)                   491,009
Call-Net Enterprises
   (U.S. Dollar) Sr Nts
      08-15-08                                                        8.00                  175,000(c)                   113,750
Covad Comm Group
   Sr Nts
      02-15-10                                                       12.00                  100,000(d)                    94,000
France Telecom
   (European Monetary Unit) Cv
      11-29-04                                                        4.13                   80,000(c)                    78,364
Global Crossing Holdings
   (U.S. Dollar) Sr Nts
      11-15-09                                                        9.50                  250,000(c,d)                 243,750
GTE Florida
      02-01-28                                                        6.86                  500,000                      438,745
Level 3 Communications
      03-15-10                                                        6.00                   60,000                       53,775
McLeod USA
   Sr Nts
      02-15-09                                                        8.13                  250,000                      225,625
Nextel Communications
      11-15-09                                                        9.38                  250,000                      238,750
   Cv Sr Nts
      01-15-10                                                        5.25                   50,000(d)                    48,750
Nextlink Communications
   Sr Nts
      11-15-08                                                       10.75                  250,000                      245,000
Primus Telecomm Group
      02-15-07                                                        5.75                  100,000(d)                    85,125
   Sr Nts
      08-01-04                                                       11.75                  200,000                      192,000
PSINet
   Sr Nts
      12-01-06                                                       10.50                   50,000(d)                    43,875
Qwest Communications Intl
   Sr Nts Series B
      11-01-08                                                        7.50                  500,000                      479,761
RSL Communications
   (U.S. Dollar) Company Guaranty
      11-15-06                                                       12.25                  250,000(c)                   247,500
Sprint Capital
   Company Guaranty
      11-15-08                                                        6.13                  500,000                      445,160
U S WEST Capital Funding
   Company Guaranty
      08-15-01                                                        6.88                  500,000                      496,045
      07-15-28                                                        6.88                  500,000                      428,466
United Pan-Europe Communications
   (U.S. Dollar) Sr Nts
      02-01-10                                                       11.25                  125,000(c,d)                 116,250
      02-01-10                                                       11.50                   75,000(c,d)                  69,000
Verio
   Sr Nts
      11-15-09                                                       10.63                  250,000(d)                   238,750
Vodafone AirTouch
   (U.S. Dollar)
      02-15-10                                                        7.75                  500,000(c,d)                 490,640
   Company Guaranty
      05-01-08                                                        6.65                  500,000                      461,521
Voicestream Wireless
   Sr Nts
      09-15-09                                                       11.50                  165,000(d)                   177,375
Total                                                                                                                  7,381,731

Total bonds
(Cost: $91,770,398)                                                                                                  $86,620,894

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

Common stocks (0.1%)
Issuer                                                                                      Shares                    Value(a)

<S>                                                                                        <C>                        <C>
Globix                                                                                     3,520(b)                   $79,201
Intermedia Communications                                                                    485(b)                    19,744
PhoneTel Technologies                                                                      9,500(b)                     6,828

Total common stocks
(Cost: $142,579)                                                                                                     $105,773


Preferred stocks & other (1.4%)

Issuer                                                                                         Shares                   Value(a)

APP China Group
   14.00% Cv                                                                                    200(c,d)                $160,000
Coastal
   6.63% Cv PRIDES                                                                            2,800(j)                    82,950
Cox Communications
   7.00% Cm Cv PRIDES                                                                           900(j)                    51,975
CVS
   6.00% Cv ACES                                                                                950(i)                    74,100
Enron
   7.00% Cv                                                                                   1,600                       37,600
Georgia-Pacific Group
   7.50% Cv                                                                                   1,200                       48,600
Global Crossing
   6.38% Cv                                                                                     550(d)                    48,675
Global TeleSystems Group
   7.25% Cm Cv                                                                                1,300                       37,700
Ingersoll-Rand
   6.75% Cv PRIDES                                                                            2,450(j)                    56,350
Intermedia Communications
   7.00% Cm Cv Series F                                                                       3,500                       98,437
Kerr-McGee
   5.50% Cv                                                                                     900                       39,600
KMC Telecom Holdings
   Warrants                                                                                     700                        2,100
Lincoln Natl
   7.75% Cm Cv                                                                                2,450                       51,144
Metlife Capital
   8.00% Cv                                                                                   1,300                       73,206
Primus Telecommunications
   Warrants                                                                                     200                       12,600
Sovereign Bancorp
   7.50% Cv                                                                                   1,300                       61,019
Suiza Capital
   5.50% Cv                                                                                   1,800(d)                    59,625
Wendys Financing
   5.00% Cm Cv Series A                                                                       1,670                       85,032
XM Satellite Radio
   14.00%                                                                                       200                      180,000

Total preferred stocks & other
(Cost: $1,293,295)                                                                                                    $1,260,713

Short-term securities (8.0%)

Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

U.S. government agencies (6.8%)
Federal Home Loan Bank Disc Nts
      05-12-00                                                        5.89%              $1,600,000                   $1,596,344
      05-19-00                                                        5.89                  700,000                      697,524
      05-31-00                                                        5.91                  500,000                      497,305
      05-31-00                                                        5.94                  700,000                      696,009
      06-21-00                                                        6.04                  800,000                      792,475
Federal Home Loan Mtge Corp Disc Nt
      05-23-00                                                        5.99                  300,000                      298,756
Federal Natl Mtge Assn Disc Nts
      05-16-00                                                        5.90                  500,000                      498,529
      06-08-00                                                        6.01                  700,000                      695,017
      06-20-00                                                        6.01                  500,000                      495,613
Total                                                                                                                  6,267,572

Commercial paper (1.2%)
Sysco
      05-01-00                                                        6.04                1,100,000(h)                 1,099,446

Total short-term securities
(Cost: $7,369,083)                                                                                                    $7,367,018

Total investments in securities
(Cost: $100,575,355)(m)                                                                                              $95,354,398

</TABLE>
<PAGE>

Notes to investments in securities

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

(b) Non-income producing.  For long-term debt securities,  item identified is in
default as to payment of interest and/or principal.

(c) Foreign  security values are stated in U.S.  dollars.  For debt  securities,
principal  amounts are  denominated in the currency  indicated.  As of April 30,
2000, the value of foreign securities represented 9.97% of net assets.

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

(e) For those zero coupon bonds that become coupon paying at a future date,  the
interest rate disclosed  represents the annualized effective yield from the date
of acquisition to interest reset date disclosed.

(f) For zero coupon bonds, the interest rate disclosed represents the annualized
effective yield on the date of acquisition.

(g) The following abbreviation is used in portfolio descriptions to identify the
insurer of the issue:
MBIA   --    Municipal Bond Investors Assurance

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

(i)  ACES  (Automatically  Convertible  Equity  Securities)  are  structured  as
convertible preferred securities.  Investors receive an enhanced yield but based
upon a specific formula,  potential appreciation is limited. ACES pay dividends,
have voting rights,  are noncallable for at least three years and upon maturity,
convert into shares of common stock.

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

(k) At April 30, 2000,  the cost of  securities  purchased,  including  interest
purchased, on a when-issued basis was $3,021,521.

(l) Interest rate varies either based on a predetermined  schedule or to reflect
current market conditions; rate shown is the effective rate on April 30, 2000.

(m) At April 30, 2000,  the cost of securities  for federal  income tax purposes
was  approximately  $100,560,056 and the approximate  aggregate gross unrealized
appreciation and depreciation based on that cost was:

Unrealized appreciation                                   $461,295
Unrealized depreciation                                 (5,666,953)
                                                        ----------
Net unrealized depreciation                            $(5,205,658)

<PAGE>
<TABLE>
<CAPTION>

Investments in Securities


IDS Life Series Fund, Inc.
International Equity Portfolio
April 30, 2000

(Percentages represent value of investments compared to net assets)

 Common stocks (86.3%)(c)
Issuer                                                                                      Shares                      Value(a)

 Australia (1.5%)

Media (0.6%)
<S>                                                                                         <C>                       <C>
News                                                                                        186,127                   $2,363,549

Metals (0.9%)
Broken Hill Proprietary                                                                     224,000                    2,412,041
WMC                                                                                         265,000                    1,100,250
Total                                                                                                                  3,512,291


 Brazil (1.2%)


Banks and savings & loans (0.5%)
Uniao de Bancos Brasileiros GDR                                                              73,371                    1,829,689

Utilities -- telephone (0.7%)
Embratel Participacoes ADR                                                                  115,446                    2,597,535

 Canada (2.8%)

Communications equipment & services (1.6%)
Nortel Networks                                                                              56,200                    6,364,650

Energy (0.5%)
Petro-Canada                                                                                116,200                    1,957,986

Multi-industry conglomerates (0.7%)
Bombardier Cl B                                                                              91,800                    2,467,509

 Finland (5.1%)

Communications equipment & services
Nokia                                                                                       212,600                   12,195,631
Sonera                                                                                                                   127,731
7,025,275
Total                                                                                                                 19,220,906

 France (6.1%)

Banks and savings & loans (1.0%)
Banque Natl de Paris                                                                         46,854                    3,786,693

Computers & office equipment (2.2%)
Cap Gemini                                                                                   43,647                    8,570,769

Energy (2.2%)
Total Petroleum Cl B                                                                         53,871                    8,173,782

Industrial equipment & services (0.7%)
Castorama Dubois                                                                             12,555                    2,739,300

 Germany (3.4%)

Banks and savings & loans (1.3%)
Deutsche Bank                                                                                72,531                    4,872,813

Computers & office equipment (1.4%)
SAP                                                                                           9,332                    5,488,968

Miscellaneous (0.7%)
Epcos                                                                                        18,476(b)                 2,600,103

 Hong Kong (1.8%)

Communications equipment & services (0.8%)
China Telecom                                                                               440,000(b)                 3,177,477

Multi-industry conglomerates (1.0%)
Hutchison Whampoa                                                                           246,000                    3,584,578

 Italy (3.1%)

Banks and savings & loans (1.5%)
Instituto Bancario San Paolo di Torino                                                      395,173                    5,532,478

Utilities -- telephone (1.6%)
Telecom Italia Mobile                                                                       632,091                    6,033,656

 Japan (24.8%)

Automotive & related (0.9%)
Toyota Motor                                                                                 70,000                    3,480,717

Chemicals (0.8%)
Asahi Chemical Inds                                                                         523,000                    3,012,232

Computers & office equipment (3.9%)
Canon                                                                                       110,000                    5,031,714
Fujitsu                                                                                     207,000                    5,865,272
Hitachi Software Engineering                                                                 35,000                    3,581,184
Total                                                                                                                 14,478,170

Electronics (5.1%)
Alps Electric ADR                                                                           116,000                    1,476,920
Hitachi                                                                                     284,000                    3,392,379
Kyocera                                                                                      20,000                    3,346,451
Matsushita Communication Industrial                                                          21,000                    3,294,041
Nintendo                                                                                     23,000                    3,833,512
Rohm                                                                                         11,000                    3,687,208
Total                                                                                                                 19,030,511

Financial services (0.9%)
Nikko Securities                                                                            291,000                    3,435,576

Furniture & appliances (1.2%)
Matsushita Electric Industrial                                                              172,000                    4,555,026

Health care (0.2%)
Sankyo                                                                                       35,000                      771,332

Industrial equipment & services (1.2%)
Amada                                                                                       480,000                    4,373,536

Media (1.8%)
Sony                                                                                         60,000                    6,894,763

Metals (0.7%)
Nippon Steel                                                                              1,238,000                    2,785,629

Multi-industry conglomerates (0.8%)
Secom                                                                                        35,000                    2,936,247

Retail (0.9%)
FamilyMart                                                                                   97,000                    3,556,831

Textiles & apparel (0.7%)
Asahi Glass                                                                                 323,000                    2,835,353

Utilities -- telephone (5.7%)
Nippon Telegraph & Telephone                                                                    713                    8,846,892
Nippon Television Network                                                                     5,830                    4,356,507
NTT Data                                                                                        237                    3,160,146
NTT Mobile Communication Network                                                                150                    5,014,121
Total                                                                                                                 21,377,666

 Mexico (0.9%)

Beverages & tobacco (0.5%)
Fomento Economico Mexicano ADR                                                               44,600                    1,839,750

Utilities -- telephone (0.4%)
Telefonos de Mexico ADR Cl L                                                                 28,499                    1,676,097

Netherlands (3.2%)

Insurance (1.8%)
Fortis                                                                                      281,825(d)                 7,086,689

Miscellaneous (1.4%)
United Pan-Europe Communications                                                            141,738(b)                 5,158,026

 Singapore (0.8%)

Banks and savings & loans
Overseas Union Bank                                                                         696,576                    3,183,881

 South Korea (1.8%)

Electronics (0.6%)
Samsung Electronics                                                                           9,000                    2,432,980

Metals (0.4%)
Pohang Iron & Steel ADR                                                                      71,421                    1,499,841

Utilities -- telephone (0.8%)
Korea Telecom ADR                                                                            82,147                    2,834,072

 Spain (2.0%)

Building materials & construction (0.5%)
Fomento de Construcciones y Contractas                                                       93,710                    1,921,074

Energy (1.5%)
Repsol-YPF                                                                                  275,541                    5,636,122

 Sweden (4.4%)

Communications equipment & services
Ericsson (LM) Cl B                                                                          185,835                   16,522,813

 Turkey (1.1%)

Banks and savings & loans
Garanti Banking                                                                         136,051,902(b)                 2,291,860
Yapi Kredit Finance                                                                      63,962,000                    2,039,871
Total                                                                                                                  4,331,731

 United Kingdom (22.4%)

Aerospace & defense (0.8%)
British Aerospace                                                                           471,911                    2,894,416

Communications equipment & services (2.1%)
Marconi                                                                                     623,153                    7,775,043

Health care (5.9%)
Glaxo Wellcome ADR                                                                          521,325                   16,076,727
SmithKline Beecham                                                                          499,510                    6,831,099
Total                                                                                                                 22,907,826

Insurance (1.6%)
Prudential                                                                                  383,030                    5,879,147

Leisure time & entertainment (2.1%)
EMI Group ADR                                                                               828,647                    7,933,216

Retail (2.7%)
Next                                                                                        259,157                    2,027,233
Tesco                                                                                     2,360,475                    8,047,262
Total                                                                                                                 10,074,495

Utilities -- gas (2.1%)
BG Group                                                                                  1,333,115                    7,948,239

Utilities -- telephone (5.1%)
COLT Telecom Group                                                                          184,864(b)                 7,853,450
Vodafone AirTouch                                                                         2,530,406                   11,600,591
Total                                                                                                                 19,454,041

Total common stocks
(Cost: $292,254,071)                                                                                                $327,387,820
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

Short-term securities (13.9%)
Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

U.S. government agencies (11.3%)
Federal Home Loan Bank Disc Nts
<S>   <C>   <C>                                                       <C>                <C>                          <C>
      05-02-00                                                        5.83%              $1,400,000                   $1,399,093
      05-03-00                                                        5.89                  500,000                      499,591
      05-12-00                                                        5.81                3,200,000                    3,192,545
      05-19-00                                                        5.89                  800,000                      797,171
      06-30-00                                                        6.17                7,800,000                    7,716,734
Federal Home Loan Mtge Corp Disc Nts
      05-02-00                                                        5.83                  300,000                      299,806
      05-16-00                                                        5.94                  700,000                      697,928
      06-22-00                                                        6.07                  900,000                      891,238
      07-06-00                                                        6.13                7,500,000                    7,410,013
      07-06-00                                                        6.15               14,100,000                   13,930,823
Federal Natl Mtge Assn Disc Nts
      05-04-00                                                        5.83                  600,000                      599,418
      05-25-00                                                        5.87                  700,000                      696,729
      06-27-00                                                        6.06                5,000,000                    4,947,917
Total                                                                                                                 43,079,006

Commercial paper (2.6%)
Alcoa
      06-06-00                                                        6.06                  600,000                      596,087
Bayer
      06-20-00                                                        6.10                  600,000(e)                   594,550
Ciesco LP
      06-19-00                                                        6.21                1,200,000                    1,189,340
Corporate Receivables
      07-17-00                                                        6.34                1,600,000(e)                 1,577,742
Fleet Funding
      05-31-00                                                        6.06                  800,000(e)                   795,439
GMAC
      06-28-00                                                        6.15                1,100,000                    1,088,332
Intl Lease Finance
      06-19-00                                                        6.10                  900,000                      891,979
Motorola
      06-12-00                                                        6.13                2,100,000                    2,084,040
Procter & Gamble
      05-01-00                                                        5.85                1,000,000                      999,513
Total                                                                                                                  9,817,022

Total short-term securities
(Cost: $52,916,612)                                                                                                  $52,896,028

Total investments in securities
(Cost: $345,170,683)(f)                                                                                             $380,283,848
</TABLE>
<PAGE>

Notes to investments in securities

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

(b) Non-income producing.

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

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

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

(f) At April 30, 2000,  the cost of securities  for federal  income tax purposes
was   $345,658,178   and  the  aggregate  gross   unrealized   appreciation  and
depreciation based on that cost was:

Unrealized appreciation              $58,237,058
Unrealized depreciation              (23,611,388)
                                     -----------
Net unrealized appreciation          $34,625,670

<PAGE>
<TABLE>
<CAPTION>


Investments in Securities

IDS Life Series Fund, Inc.
Managed Portfolio
April 30, 2000

(Percentages represent value of investments compared to net assets)

Common stocks (73.8%)
Issuer                                                                                      Shares                      Value(a)

Banks and savings & loans (0.8%)
<S>                                                                                         <C>                       <C>
Wells Fargo                                                                                 160,000                   $6,570,000
Wilshire Financial Services Group                                                            77,199(b)                    86,849
Total                                                                                                                  6,656,849

Communications equipment & services (8.3%)
American Tower Cl A                                                                         200,000(b)                 9,300,000
Clearnet Communications CL A                                                                    990(b,c)                  42,446
Finisar                                                                                                                   90,000(b)
3,358,125
Lucent Technologies                                                                         220,000                   13,681,250
Nokia ADR Cl A                                                                              200,000(c)                11,375,000
Nortel Networks                                                                             175,000                   19,818,750
PhoneTel Technologies                                                                        76,000(b)                    54,625
Sycamore Networks                                                                            15,000(b)                 1,177,500
Tellabs                                                                                                                  140,000(b)
7,673,750
Williams Communications Group                                                                60,000(b)                 2,220,000
Total                                                                                                                 68,701,446

Computer software & services (2.6%)
Microsoft                                                                                   300,000(b)                20,925,000
WebMethods                                                                                   10,000(b)                   900,000
Total                                                                                                                 21,825,000

Computers & office equipment (19.9%)
America Online                                                                              300,000(b)                17,943,750
BEA Systems                                                                                  60,000(b)                 2,895,000
Cisco Systems                                                                               540,000(b)                37,437,187
Dell Computer                                                                               160,000(b)                 8,020,000
EMC                                                                                          70,000(b)                 9,725,625
Exodus Communications                                                                        20,000(b)                 1,768,750
Globix                                                                                                                    10,560(b)
237,600
Inktomi                                                                                      80,000(b)                12,315,000
Intl Business Machines                                                                       60,000                    6,697,500
Lexmark Intl Group Cl A                                                                     110,000(b)                12,980,000
Portal Software                                                                              40,000(b)                 1,835,000
Sanmina                                                                                     300,000(b)                18,018,750
Solectron                                                                                   500,000(b)                23,406,250
Veritas Software                                                                             60,000(b)                 6,435,938
Yahoo!                                                                                                                    30,000(b)
3,907,500
Total                                                                                                                163,623,850

Electronics (16.6%)
Agilent Technologies                                                                         10,000(b)                  $886,250
Applied Materials                                                                           100,000(b)                10,181,250
Avanex                                                                                                                    13,100(b)
1,596,563
Corning                                                                                     170,000                   33,575,000
Intel                                                                                       190,000                   24,094,375
Jabil Circuit                                                                               480,000(b)                19,650,000
JDS Uniphase                                                                                240,000(b)                24,900,000
Maxim Integrated Products                                                                   240,000(b)                15,555,000
Texas Instruments                                                                            40,000                    6,515,000
Total                                                                                                                136,953,438

Financial services (2.8%)
Citigroup                                                                                   240,000                   14,265,000
Schwab (Charles)                                                                            200,000                    8,900,000
Total                                                                                                                 23,165,000

Health care (6.6%)
Amgen                                                                                        40,000(b)                 2,240,000
Bristol-Myers Squibb                                                                        100,000                    5,243,750
Genentech                                                                                    20,000(b)                 2,340,000
Guidant                                                                                                               160,000(b)
9,180,000
Medtronic                                                                                   330,000                   17,139,375
Pfizer                                                                                                                   280,000
11,795,000
Schering-Plough                                                                             170,000                    6,853,125
Total                                                                                                                 54,791,250

Insurance (1.3%)
American Intl Group                                                                         100,000                   10,968,750

Leisure time & entertainment (1.1%)
Harley-Davidson                                                                             220,000                    8,758,750

Media (1.1%)
Comcast Special Cl A                                                                        230,000(b)                 9,214,375

Miscellaneous (0.2%)
Akamai Technologies                                                                          10,000(b)                   988,750
InterTrust Technologies                                                                      40,000(b)                   920,000
Total                                                                                                                  1,908,750

Multi-industry conglomerates (5.3%)
General Electric                                                                            180,000                   28,305,000
Tyco Intl                                                                                   340,000(c)                15,618,750
Total                                                                                                                 43,923,750

Retail (3.3%)
Costco Wholesale                                                                            120,000(b)                 6,487,500
Lowe's Companies                                                                             70,000                    3,465,000
Safeway                                                                                     125,000(b)                 5,515,625
Wal-Mart Stores                                                                             220,000                   12,182,500
Total                                                                                                                 27,650,625

Utilities -- telephone (3.9%)
AT&T                                                                                        140,000                    6,536,250
Global Crossing                                                                              40,000(b,c)               1,260,000
Level 3 Communications                                                                       40,000(b)                 3,560,000
MCI WorldCom                                                                                460,000(b)                20,901,250
Total                                                                                                                 32,257,500

Total common stocks
(Cost: $356,172,215)                                                                                                $610,399,333

Preferred stock & other (0.1%)
Issuer                                                                                      Shares                      Value(a)

Bar Technologies
   Warrants                                                                                     500                         $313
Century Maintenance
   13.25% Pay-in-kind Series C                                                               12,091(e)                 1,064,008
Poland Telecom
   Warrants                                                                                     625                           78
Vialog
   Warrants                                                                                   1,075                       55,900

Total preferred stock & other
(Cost: $1,329,388)                                                                                                    $1,120,299
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


Bonds (22.9%)
Issuer                                                            Coupon                   Principal                    Value(a)
                                                                   rate                     amount

Government obligations (3.7%)
Govt Trust Certs Israel
<S>   <C>   <C>                                                       <C>                  <C>                          <C>
      11-15-01                                                        9.25%                $103,865                     $105,862
U.S. Treasury
      11-15-05                                                        5.88               15,000,000                   14,548,952
      05-15-07                                                        6.63                5,500,000                    5,544,300
      05-15-08                                                        5.63                3,000,000                    2,853,752
      11-15-21                                                        8.00                4,000,000                    4,816,898
      08-15-27                                                        6.38                2,600,000                    2,657,689
Total                                                                                                                 30,527,453

Mortgage-backed securities (8.9%)
Federal Home Loan Mtge Corp
      03-01-13                                                        5.50                  807,783                      742,126
      03-01-15                                                        7.50                2,980,656                    2,966,423
      11-01-22                                                        8.00                  226,572                      227,564
      08-01-24                                                        8.00                  234,526                      235,185
      07-01-28                                                        6.00                2,280,127                    2,067,802
      06-01-29                                                        7.00                4,778,642                    4,575,389
Federal Natl Mtge Assn
      05-14-04                                                        5.63                5,000,000                    4,714,325
      08-15-04                                                        6.50                7,000,000                    6,801,039
      02-15-08                                                        5.75               15,000,000                   13,600,470
      01-01-09                                                        5.50                1,087,711                    1,017,097
      06-01-10                                                        6.50                  859,478                      832,761
      08-01-11                                                        8.50                  527,433                      538,304
      09-01-13                                                        6.00                  815,426                      764,402
      03-01-14                                                        5.50                4,609,841                    4,226,769
      04-01-22                                                        8.00                   78,057                       78,300
      04-01-23                                                        8.50                  114,264                      116,245
      05-01-24                                                        6.00                1,290,111                    1,187,302
      06-01-24                                                        9.00                   55,670                       57,349
      08-01-25                                                        7.50                  358,035                      351,548
      09-01-25                                                        6.50                  742,451                      697,674
      09-01-25                                                        7.00                  522,731                      502,637
      12-01-25                                                        7.00                1,301,238                    1,251,218
      02-01-26                                                        7.00                  530,415                      510,026
      04-01-26                                                        7.00                  676,208                      649,579
      05-01-26                                                        7.50                1,106,477                    1,086,428
      09-01-26                                                        7.50                  561,769                      551,410
      09-01-28                                                        6.00                2,021,372                    1,831,868
      09-01-28                                                        6.50                1,879,395                    1,755,762
      11-01-28                                                        6.00                5,612,196                    5,088,563
      12-01-28                                                        6.00                3,645,529                    3,300,334
      12-01-28                                                        6.50                1,889,143                    1,762,797
      01-01-29                                                        6.50                2,768,147                    2,583,013
      06-01-29                                                        7.00                2,104,372                    2,013,556
      05-01-30                                                        8.00                4,000,000(h)                 3,992,500
Merrill Lynch Mtge Investors
      06-15-21                                                        7.58                  162,760(i)                   152,028
Merrill Lynch Mtge Investors Cl D
   Series 1996-C2
      12-21-28                                                        6.96                  900,000                      825,705
Total                                                                                                                 73,655,498

Aerospace & defense (0.1%)
Northrop-Grumman
      03-01-16                                                        7.75                  500,000                      478,038

Airlines (0.1%)
Continental Airlines
   Series 1996A
      10-15-13                                                        6.94                  443,610                      414,389

Automotive & related (0.4%)
Ford Motor Credit
      10-28-09                                                        7.38                1,000,000                      966,920
Lear
   Company Guaranty Series B
      05-15-09                                                        8.11                1,500,000                    1,338,990
MSX Intl
   Company Guaranty
      01-15-08                                                       11.38                  855,000                      803,700
Total                                                                                                                  3,109,610

Union Planters Capital
   Company Guaranty
      12-15-26                                                        8.20                  400,000                      354,140
Wells Fargo
   Sr Medium-term Nts Series G
      09-15-02                                                        6.38                  800,000                      779,624
Total                                                                                                                  1,133,764

Building materials & construction (0.1%)
Foster Wheeler
      11-15-05                                                        6.75                  750,000                      628,719
Pulte
   Sr Nts
      12-15-03                                                        7.00                  500,000                      473,592
Total                                                                                                                  1,102,311

Chemicals (0.8%)
Allied Waste North America
   Company Guaranty Series B
      01-01-09                                                        7.88                  700,000                      500,500
Dow Chemical
      11-01-29                                                        7.38                1,500,000                    1,425,509
E.I. Du Pont De Nemours
      10-15-04                                                        6.75                1,400,000                    1,368,920
Lyondell Chemical
   Series A
      05-01-07                                                        9.63                1,250,000                    1,232,813
Rohm & Haas
      07-15-29                                                        7.85                1,000,000                      992,792
Waste Management
   Sr Nts
      07-15-28                                                        7.00                1,500,000                    1,090,289
Total                                                                                                                  6,610,823

Communications equipment & services (0.5%)
360Networks
   (U.S. Dollar) Sr Nts
      08-01-09                                                       12.00                1,000,000(c)                   925,000
NTL
   Zero Coupon Sr Nts Series B
      04-01-03                                                        9.10                1,515,000(f)                   963,919
Price Communications Wireless
   Company Guaranty Series B
      12-15-06                                                        9.13                1,000,000                      987,500
Vialog
   Company Guaranty
      11-15-01                                                       12.75                1,075,000                      870,750
Total                                                                                                                  3,747,169

Computers & office equipment (0.1%)
Cooperative Computing
   Sr Sub Nts
      02-01-08                                                        9.00                  500,000                      110,000
Globix
   Sr Nts
      02-01-10                                                       12.50                1,000,000(d)                   880,000
Total                                                                                                                    990,000

Electronics (0.1%)
Reliance Electric
      04-15-03                                                        6.80                  500,000                      492,667
Thomas & Betts
      01-15-06                                                        6.50                  400,000                      375,380
Total                                                                                                                    868,047

Energy (0.4%)
Energy Corp of America
   Sr Sub Nts Series A
      05-15-07                                                        9.50                1,250,000                      837,500
Lodestar Holdings
   Company Guaranty
      05-15-05                                                       11.50                  500,000                      100,000
Pioneer Natl Resources
   Sr Nts
      08-15-07                                                        8.25                  500,000                      456,566
Rayovac
   Sr Sub Nts Series B
      11-01-06                                                       10.25                  925,000                      952,750
USX
      03-01-08                                                        6.85                1,500,000                    1,369,929
Total                                                                                                                  3,716,745

Financial services (0.5%)
AOA Holdings LLC
   Sr Nts
      06-01-06                                                       10.38                1,500,000                    1,484,999
Arcadia Financial
   Sr Nts
      03-15-07                                                       11.50                  690,000                      762,803
Bat-CRAVE-800
      08-12-00                                                        6.68                  700,000(d)                   699,418
GenAmerica Capital
   Company Guaranty
      06-30-27                                                        8.52                  500,000(d)                   493,093
Travelers Group
   Sr Nts
      01-15-06                                                        6.75                  500,000                      475,032
Total                                                                                                                  3,915,345

Health care (0.2%)
Watson Pharmaceuticals
   Sr Nts
      05-15-08                                                        7.13                1,500,000                    1,345,440

Health care services (0.2%)
Paracelsus Healthcare
   Sr Sub Nts
      08-15-06                                                       10.00                1,000,000                      300,000
Physician Sales & Service
   Company Guaranty
      10-01-07                                                        8.50                  600,000                      544,500
Tenet Healthcare
   Sr Sub Nts Series B
      12-01-08                                                        8.13                1,000,000                      930,000
Total                                                                                                                  1,774,500

Industrial equipment & services (0.2%)
AMETEK
   Sr Nts
      07-15-08                                                        7.20                1,500,000                    1,333,785
Laidlaw
   (U.S. Dollar)
      05-01-05                                                        6.50                  500,000(c)                   185,000
Total                                                                                                                  1,518,785

Insurance (0.3%)
Americo Life
   Sr Sub Nts
      06-01-05                                                        9.25                  600,000                      582,750
New England Mutual
      02-15-24                                                        7.88                  250,000(d)                   245,090
Principal Mutual
      03-01-44                                                        8.00                  250,000(d)                   234,120
SAFECO Capital
   Company Guaranty
      07-15-37                                                        8.07                1,000,000                      832,150
SunAmerica
      08-30-05                                                        7.34                  700,000                      695,351
Total                                                                                                                  2,589,461

Leisure time & entertainment (0.3%)
AMC Entertainment
   Sr Sub Nts
      02-01-11                                                        9.50                1,250,000                      681,250
Regal Cinemas
   Sr Sub Nts
      12-15-10                                                        8.88                  350,000                      131,250
Time Warner
   Sr Nts
      01-15-28                                                        6.95                  500,000                      434,985
Trump Atlantic City Assn/Funding
   1st Mtge Company Guaranty
      05-01-06                                                       11.25                  700,000                      511,875
United Artists Theatres
   Series 1995A
      07-01-15                                                        9.30                  691,756                      454,442
Total                                                                                                                  2,213,802

Media (0.8%)
AMFM
   Zero Coupon Sr Disc Nts
      02-01-02                                                        7.49                1,000,000(f)                   885,000
Cox Communications
      06-15-25                                                        7.63                  500,000                      458,285
CSC Holdings
   Sr Nts
      07-15-08                                                        7.25                1,000,000                      905,241
   Sr Sub Nts
      11-01-05                                                        9.25                  500,000                      503,750
Paxson Communications
   Sr Sub Nts
      10-01-02                                                       11.63                1,000,000                    1,022,500
TCI Communications
      08-01-15                                                        8.75                1,000,000                    1,063,356
Telewest Communications
   (U.S. Dollar) Zero Coupon Sr Disc Nts
      04-15-04                                                        8.80                1,400,000(c,f)                 784,000
Time Warner Entertainment
   Sr Nts
      07-15-33                                                        8.38                  500,000                      505,190
Turner Broadcasting
      07-01-13                                                        8.38                  250,000                      252,785
Total                                                                                                                  6,380,107

Metals (0.1%)
EnviroSource
   Sr Nts
      06-15-03                                                        9.75                  170,000                      110,500
   Sr Nts Series B
      06-15-03                                                        9.75                  400,000                      260,000
Great Lakes Acquisition
   Zero Coupon Series B
      05-15-03                                                       19.90                1,000,000(f)                   490,000
Total                                                                                                                    860,500

Miscellaneous (1.0%)
Bistro Trust
      12-31-02                                                        9.50                1,000,000(d)                   934,400
Centaur Mining & Exploration
   (U.S. Dollar) Company Guaranty
      12-01-07                                                       11.00                  500,000(c)                   460,625
DTE Burns Harbor LLC
   Sr Nts
      01-30-03                                                        6.57                  475,090(d)                   467,075
Equinix
      12-01-07                                                       13.00                1,000,000                    1,040,000
Great Central Mines
   (U.S. Dollar) Sr Nts
      04-01-08                                                        8.88                1,000,000(c)                   935,000
ISG Resources
      04-15-08                                                       10.00                  835,000                      722,275
Nationwide Credit
   Sr Nts Series A
      01-15-08                                                       10.25                1,000,000                      740,000
Norcal Waste Systems
   Company Guaranty Series B
      11-15-05                                                       13.50                  500,000                      522,500
NSM Steel
   Company Guaranty
      02-01-06                                                       12.00                  461,881(b,d)                  18,475
Outsourcing Solutions
   Sr Sub Nts Series B
      11-01-06                                                       11.00                1,000,000                      881,250
Poland Telecom Finance
   (U.S. Dollar) Company Guaranty Series B
      12-01-07                                                       14.00                  625,000(c)                   168,750
Teleglobe
   (U.S. Dollar) Company Guaranty
      07-20-29                                                        7.70                1,500,000(c)                 1,447,860
Total                                                                                                                  8,338,210

Multi-industry conglomerates (0.4%)
Goodrich (BF)
   Company Guaranty
      04-15-08                                                        7.50                1,000,000                      960,000
Prime Succession
   Sr Sub Nts
      08-15-04                                                       10.75                1,000,000(b)                   200,000
US Inds/USI America Holding
   Company Guaranty
      10-15-03                                                        7.13                1,500,000                    1,445,235
USI American Holdings
   Sr Nts Series B
      12-01-06                                                        7.25                  850,000                      798,213
Total                                                                                                                  3,403,448

Paper & packaging (0.5%)
Doman Inds
   (U.S. Dollar) Sr Nts Series B
      11-15-07                                                        9.25                1,350,000(c)                 1,123,875
Gaylord Container
   Sr Nts Series B
      06-15-07                                                        9.38                1,000,000                      875,000
Intl Paper
      11-15-12                                                        5.13                  250,000                      185,905
Owens-Illinois
   Sr Nts
      05-15-08                                                        7.35                1,500,000                    1,330,064
Repap New Brunswick
   (U.S. Dollar) Sr Nts
      06-01-04                                                        9.00                  600,000(c)                   586,500
Total                                                                                                                  4,101,344

Restaurants & lodging (0.1%)
MGM Grand
      02-06-08                                                        6.88                1,000,000                      889,092

Retail (0.3%)
Kroger
   Company Guaranty
      03-01-08                                                        7.45                1,000,000                      938,675
Wal-Mart Stores
   Sr Nts
      08-10-09                                                        6.88                1,500,000                    1,446,240
Total                                                                                                                  2,384,915

Textiles & apparel (0.1%)
Galey & Lord
   Company Guaranty
      03-01-08                                                        9.13                  750,000                      345,000
Westpoint Stevens
   Sr Nts
      06-15-08                                                        7.88                  750,000                      622,500
Total                                                                                                                    967,500

Transportation (--%)
American Architectural
   Company Guaranty
      12-01-07                                                       11.75                1,000,000                      247,500
Greater Beijing First Expressways
   (U.S. Dollar) Sr Nts
      06-15-04                                                        9.25                  200,000(b,c)                  64,000
      06-15-07                                                        9.50                  170,000(b,c)                  51,000
Total                                                                                                                    362,500

Utilities -- electric (0.9%)
Alabama Power
   1st Mtge
      12-01-24                                                        9.00                  300,000                      308,108
California Infrastructure-
Pacific Gas & Electric Series 1997-1
      09-25-05                                                        6.32                1,000,000                      970,820
Cleveland Electric Illuminating
   1st Mtge Series B
      05-15-05                                                        9.50                1,000,000                    1,018,628
CMS Energy
   Sr Nts
      11-15-04                                                        7.63                  500,000                      460,067
Connecticut Light & Power
   1st Mtge Series C
      06-01-02                                                        7.75                1,000,000                      993,888
Edison Mission Energy
   Sr Nts
      06-15-09                                                        7.73                1,000,000(d)                   959,154
El Paso Electric
   1st Mtge Series D
      02-01-06                                                        8.90                  650,000                      667,063
Jersey Central Power & Light
   1st Mtge
      11-01-25                                                        6.75                1,000,000                      842,235
Salton Sea Funding
   Series C
      05-30-10                                                        7.84                  300,000                      290,367
Sithe Independence Funding
   Series A
      12-30-13                                                        9.00                  150,000                      152,608
TXU Electric Capital
   Company Guaranty
      01-30-37                                                        8.18                  750,000                      683,052
Total                                                                                                                  7,345,990

Utilities -- telephone (1.7%)
AT&T Canada
   (U.S. Dollar) Sr Nts
      11-01-08                                                       10.63                  400,000(c)                   450,500
   (U.S. Dollar) Zero Coupon Sr Disc Nts
      06-15-03                                                        8.05                1,250,000(c,f)                 985,938
BellSouth Capital Funding
      02-15-10                                                        7.75                2,000,000                    2,002,480
Geotek Communications
   Cv Sr Sub Nts
      02-15-01                                                       12.00                  205,000(b)                       256
Intermedia Communications
   Zero Coupon Sr Disc Nts Series B
      07-15-02                                                        9.54                1,000,000(f)                   772,500
ITC Deltacom
   Sr Nts
      03-01-08                                                        8.88                1,150,000                    1,058,000
Level 3 Communications
      03-15-08                                                       11.00                1,000,000(d)                   967,500
McLeod USA
   Sr Nts
      02-15-09                                                        8.13                  500,000                      451,250
Mountain States Telephone & Telegraph
      06-01-05                                                        5.50                   80,000                       73,593
New England Telephone & Telegraph
      09-01-08                                                        6.38                   70,000                       63,288
Qwest Communications Intl
   Sr Nts Series B
      11-01-08                                                        7.50                1,000,000                      959,523
Rogers Cantel
   (U.S. Dollar)
      06-01-08                                                        9.38                  450,000(c)                   450,000
RSL Communications
   (U.S. Dollar) Company Guaranty
      11-15-06                                                       12.25                1,150,000(c)                 1,138,500
Sprint Capital
   Company Guaranty
      05-01-09                                                        6.38                1,500,000                    1,353,180
U S WEST Capital Funding
   Company Guaranty
      07-15-28                                                        6.88                1,000,000                      856,933
U S WEST Communications
      11-10-26                                                        7.20                  700,000                      613,920
United Pan-Europe Communications
   (U.S. Dollar) Sr Nts
      02-01-10                                                       11.25                  700,000(c,d)                 651,000
      02-01-10                                                       11.50                  425,000(c,d)                 391,000
Vodafone AirTouch
   Company Guaranty
      05-01-08                                                        6.65                1,000,000                      923,041
Total                                                                                                                 14,162,402

Total bonds
(Cost: $202,136,772)                                                                                                $188,907,188

Short-term securities (3.5%)
Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

U.S. government agencies (3.3%)
Federal Home Loan Bank Disc Nts
      05-03-00                                                        5.80%              $1,500,000                   $1,498,760
      05-12-00                                                        5.81                  800,000                      798,136
      05-12-00                                                        5.89                5,400,000                    5,387,662
      05-31-00                                                        5.91                1,100,000                    1,094,071
      06-09-00                                                        5.98                2,500,000                    2,482,675
      06-21-00                                                        6.04                2,200,000                    2,179,305
Federal Home Loan Mtge Corp Disc Nts
      05-12-00                                                        5.99                  400,000                      399,071
      05-23-00                                                        5.93                1,400,000                    1,394,254
      06-13-00                                                        6.07                8,400,000                    8,335,386
Federal Natl Mtge Assn Disc Nt
      06-27-00                                                        6.06                3,500,000                    3,463,542
Total                                                                                                                 27,032,862


Commercial paper (0.2%)
Gillette
      05-30-00                                                        6.08%                $500,000(g)                  $497,311
Goldman Sachs Group
      07-10-00                                                        6.41                  500,000                      493,582
SBC Communications
      05-18-00                                                        5.92                  900,000(g)                   896,920
Total                                                                                                                  1,887,813

Total short-term securities
(Cost: $28,928,113)                                                                                                  $28,920,675

Total investments in securities
(Cost: $588,566,488)(j)                                                                                             $829,347,495
</TABLE>
<PAGE>


Notes to investments in securities

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

(b) Non-income producing.  For long-term debt securities,  item identified is in
default as to payment of interest and/or principal.

(c) Foreign  security values are stated in U.S.  dollars.  For debt  securities,
principal  amounts are  denominated in the currency  indicated.  As of April 30,
2000, the value of foreign securities represented 4.73% of net assets.

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

(e) Pay-in-kind  securities are securities in which the issuer makes interest or
dividend payments in cash or in additional  securities.  The securities  usually
have the same terms as the original holdings.

(f) For those zero coupon bonds that become coupon paying at a future date,  the
interest rate disclosed  represents the annualized effective yield from the date
of acquisition to interest reset date disclosed.

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

(h) At April 30, 2000,  the cost of  securities  purchased,  including  interest
purchased, on a when-issued basis was $4,039,944.

(i) Interest rate varies either based on a predetermeined schedule or to reflect
current market conditions; rate shown is the effective rate on April 30, 2000.

(j) At April 30, 2000,  the cost of securities  for federal  income tax purposes
was   $588,777,382   and  the  aggregate  gross   unrealized   appreciation  and
depreciation based on that cost was:

Unrealized appreciation                                  $266,098,450
Unrealized depreciation                                   (25,528,337)
                                                          -----------
Net unrealized appreciation                              $240,570,113

<PAGE>
<TABLE>
<CAPTION>

Investments in Securities

IDS Life Series Fund, Inc.
Money Market Portfolio
April 30, 2000

(Percentages represent value of investments compared to net assets)

 U.S. government agency (10.8%)
Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

Federal Home Loan Bank Disc Nt
<S>   <C>                                                             <C>                <C>                          <C>
   05-02-00                                                           5.83%              $6,200,000                   $6,196,988

Total U.S. government agency
(Cost: $6,196,988)                                                                                                    $6,196,988

 Commercial paper (80.6%)

Automotive & related (2.4%)
Ford Motor Credit
   06-26-00                                                           6.10                1,400,000                    1,386,376

Banks and savings & loans (12.7%)
Abbey Natl North America
   06-12-00                                                           6.10                2,500,000                    2,481,513
ABN Amro North America Finance
   06-19-00                                                           6.12                1,900,000                    1,883,662
BBV Finance
   05-22-00                                                           6.05                  900,000                      896,533
Deutsche Bank Financial
   06-13-00                                                           6.10                1,500,000                    1,488,647
   06-30-00                                                           6.15                  500,000                      494,760
Total                                                                                                                  7,245,115

Broker dealers (11.1%)
Bear Stearns
   06-21-00                                                           6.12                1,900,000                    1,883,021
Merrill Lynch
   05-30-00                                                           5.96                1,500,000                    1,492,340
   06-26-00                                                           6.14                1,000,000                      990,204
Salomon Smith Barney
   06-01-00                                                           6.08                2,000,000                    1,988,909
Total                                                                                                                  6,354,474

Chemicals (4.3%)
Bayer
   06-20-00                                                           6.10                2,500,000(b)                 2,478,153

Commercial finance (1.0%)
Ciesco LP
   05-23-00                                                           6.05                  600,000                      597,588

Communications equipment & services (4.2%)
Motorola
   06-14-00                                                           6.10                2.400,000                    2,381,447

Financial services (22.9%)
AEGON Funding
   06-01-00                                                           5.95                  500,000                      497,287
CIT Group Holdings
   06-19-00                                                           6.11                1,800,000                    1,784,547
   06-27-00                                                           6.13                  900,000                      891,047
Corporate Receivables
   05-11-00                                                           5.98                  800,000(b)                   798,408
GMAC
   06-28-00                                                           6.14                1,900,000                    1,880,747
Household Finance
   06-05-00                                                           5.98                3,100,000                    3,081,074
Intl Lease Finance
   05-30-00                                                           6.05                2,900,000                    2,884,966
Variable Funding Capital
   05-08-00                                                           5.94                1,300,000(b)                 1,298,073
Total                                                                                                                 13,116,149

Household products (4.7%)
Clorox
   07-25-00                                                           6.35                2,700,000                    2,659,219

Insurance (4.7%)
American General
   07-18-00                                                           6.33                2,700,000                    2,662,560

Miscellaneous (3.5%)
Barton Capital
   06-07-00                                                           6.11                  600,000(b)                   596,055
USAA Capital
   05-24-00                                                           6.06                1,400,000                    1,394,137
Total                                                                                                                  1,990,192

Utilities -- electric (4.9%)
Natl Rural Utilities
   06-12-00                                                           6.15                2,800,000                    2,779,124

Utilities -- telephone (4.2%)
SBC Communications
   06-08-00                                                           6.07                2,400,000(b)                 2,383,920

Total commercial paper
(Cost: $46,034,317)                                                                                                  $46,034,317

Letters of credit (9.0%)
Issuer                                                          Annualized                  Amount                      Value(a)
                                                               yield on date              payable at
                                                                of purchase                maturity

Bank of America-
AES Shady Point
   06-21-00                                                           6.13%              $2,400,000(b)                $2,378,517
Bank of New York-
River Fuel Trail
   06-09-00                                                           6.22                2,800,000(b)                 2,780,293

Total letters of credit
(Cost: $5,158,810)                                                                                                    $5,158,810

Total investments in securities
(Cost: $57,390,115)(c)                                                                                               $57,390,115
</TABLE>
<PAGE>

Notes to investments in securities

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

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

(c) Also  represents  the cost of securities  for federal income tax purposes at
April 30, 2000.


<PAGE>


PART C. OTHER INFORMATION

Item 23. Exhibits

(a)       Articles  of   Incorporation  as  amended  December  20,  1994,  filed
          electronically  as Exhibit 1 with  Post-Effective  Amendment No. 18 to
          Registration Statement No. 2-97636 are incorporated by reference.

(b)       By-laws  filed   electronically  as  Exhibit  2  with   Post-Effective
          Amendment  No.  15  to   Registration   Statement   No.   2-97636  are
          incorporated by reference.

(c)       Stock Certificate filed as Exhibit No. 3 to Registrant's  Registration
          Statement No. 2-97636 is incorporated by reference.

(d)(1)    Investment   Management  and  Services   Agreement  between  IDS  Life
          Insurance  Company and the Registrant  dated December 17, 1985,  filed
          electronically as Exhibit 5(a) with Post-Effective Amendment No. 15 to
          Registration Statement No. 2-97636 is incorporated by reference.

(d)(2)    Investment  Advisory  Agreement between IDS Life Insurance Company and
          IDS/American  Express Inc., dated July 11, 1984, filed  electronically
          as Exhibit 5(b) with  Post-Effective  Amendment No. 15 to Registration
          Statement No. 2-97636 is incorporated by reference.

(d)(3)    Addendum to Investment  Advisory  Agreement between IDS Life Insurance
          Company  and  American  Express  Financial  Corporation  for IDS  Life
          International   Equity   Portfolio,   dated  January  1,  1995,  filed
          electronically as Exhibit 5(c) with Post Effective Amendment No. 20 to
          Registration Statement No. 2-97636 is incorporated by reference.

(e)       Underwriting Contracts: Not Applicable.

(f)       All employees are eligible to  participate  in a profit  sharing plan.
          Entry  into the plan is Jan. 1 or July 1. The  Registrant  contributes
          each year an amount equal to 15 percent of their annual salaries,  the
          maximum amount permitted under Section 404 (a) of the Internal Revenue
          Code.

(g)(1)    Custodian  Agreement  between IDS Trust Company and  Registrant  dated
          January 1, 1986, filed electronically as Exhibit 8 with Post-Effective
          Amendment No. 15 to Registration Statement No. 2-97636 is incorporated
          by reference.

(g)(2)    Custody  Agreement dated May 13, 1999 between  American  Express Trust
          Company and The Bank of New York filed  electronically as Exhibit g(3)
          with IDS Precious Metals Fund, Inc. Post-Effective Amendment No. 33 to
          Registration  Statement No.  2-93745 filed on or about May 24, 1999 is
          incorporated by reference.

(h)       Other Material Contracts: None.

(i)       Opinion  and consent of counsel as to the  legality of the  securities
          being registered,  dated Feb. 9, 1999, filed electronically as Exhibit
          (i) with Post-Effective Amendment No. 23 to Registration Statement No.
          2-97636 is incorporated by reference.

(j)       Independent Auditors' Consent filed electronically herewith.

(k)       Omitted Financial Statements: None.

(l)       Initial Capital Agreements: None.

<PAGE>

(m)      Rule 12b-1 Plan: None.

(n)      Financial Data Schedule: Not applicable.

(o)      Power  of  Attorney  dated  April  20,  2000 is  filed  electronically
         herewith.

Item 24. Persons Controlled by or Under Common Control with Registrant

                  Not Applicable.

Item 25. Indemnification

The  Articles of  Incorporation  of the  registrant  provide that the Fund shall
indemnify  any person who was or is a party or is threatened to be made a party,
by reason of the fact that he is or was a director,  officer,  employee or agent
of the Fund,  or is or was  serving at the  request  of the Fund as a  director,
officer, employee or agent of another company, partnership, joint venture, trust
or other enterprise,  to any threatened,  pending or completed  action,  suit or
proceeding,  wherever brought, and the Fund may purchase liability insurance and
advance legal expenses,  all to the fullest extent  permitted by the laws of the
State of Minnesota, as now existing or hereafter amended.

Insofar as  indemnification  for liability  arising under the  Securities Act of
1933 may be permitted to  directors,  officers  and  controlling  persons of the
registrant pursuant to the foregoing  provisions,  or otherwise,  the registrant
has been advised that in the opinion of the Securities  and Exchange  Commission
such  indemnification  is against  public policy as expressed in the Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the registrant of expenses incurred
or paid by a director,  officer or  controlling  person of the registrant in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
director,  officer or controlling person in connection with the securities being
registered, the registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

Any  indemnification  hereunder  shall not be  exclusive  of any other rights of
indemnification  to which the  directors,  officers,  employees  or agents might
otherwise  be  entitled.  No  indemnification  shall be made in violation of the
Investment Company Act of 1940.

<PAGE>


Item 26. Business and Other Connections of Investment Adviser
         (IDS Life Insurance Company)

Directors and officers of IDS Life  Insurance  Company who are directors  and/or
officers of one or more other companies:
<TABLE>
<CAPTION>
------------------------------- ---------------------------- ---------------------------- ----------------------------
<S>                           <C>                          <C>                          <C>
Name and Title                  Other company(s)             Address                      Title within other
                                                                                          company(s)
------------------------------- ---------------------------- ---------------------------- ----------------------------

Timothy V. Bechtold,            American Centurion Life      IDS Tower 10                 Director and President
Executive Vice President        Assurance Company            Minneapolis, MN  55440

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Express Financial                                Vice President
                                Corporation

                                IDS Life Insurance Company   P.O. Box 5144                Director and President
                                of New York                  Albany, NY  12205
------------------------------- ---------------------------- ---------------------------- ----------------------------

David J. Berry,                                              IDS Tower 10
Vice President                                               Minneapolis, MN  55440
------------------------------- ---------------------------- ---------------------------- ----------------------------

Mark W. Carter,                 American Express Financial   IDS Tower 10                 Senior Vice President and
Executive Vice President        Advisors Inc.                Minneapolis, MN  55440       Chief Marketing Officer

                                American Express Financial                                Senior Vice President and
                                Corporation                                               Chief Marketing Officer
------------------------------- ---------------------------- ---------------------------- ----------------------------

Robert M. Elconin,              American Express Financial   IDS Tower 10                 Vice President
Vice President                  Advisors Inc.                Minneapolis, MN  55440

                                American Express Financial                                Vice President
                                Corporation
------------------------------- ---------------------------- ---------------------------- ----------------------------

Lorraine R. Hart,               AMEX Assurance Company       IDS Tower 10                 Vice President
Vice President                                               Minneapolis, MN 55440

                                American Centurion Life                                   Vice President
                                Assurance Company

                                American Enterprise Life                                  Vice President
                                Insurance Company

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Express Financial                                Vice President
                                Corporation

                                American Partners Life                                    Director and Vice
                                Insurance Company                                         President

                                IDS Certificate Company                                   Vice President

                                IDS Life Series Fund, Inc.                                Vice President

                                IDS Life Variable Annuity                                 Vice President
                                Funds A and B

                                Investors Syndicate                                       Director and Vice
                                Development Corp.                                         President

                                IDS Life Insurance Company   P.O. Box 5144                Vice President
                                of New York                  Albany, NY 12205

                                IDS Property Casualty        1 WEG Blvd.                  Vice President
                                Insurance Company            DePere, WI 54115
------------------------------- ---------------------------- ---------------------------- ----------------------------

Jeffrey S. Horton,              AMEX Assurance Company       IDS Tower 10                 Vice President, Treasurer
Vice President                                               Minneapolis, MN 55440        and Assistant Secretary

                                American Centurion Life                                   Vice President and
                                Assurance Company                                         Treasurer

                                American Enterprise                                       Vice President and
                                Investment Services Inc.                                  Treasurer

                                American Enterprise Life                                  Vice President and
                                Insurance Company                                         Treasurer

                                American Express Asset                                    Vice President and
                                Management Group Inc.                                     Treasurer

                                American Express Asset                                    Vice President and
                                Management International                                  Treasurer
                                Inc.

                                American Express Client                                   Vice President and
                                Service Corporation                                       Treasurer

                                American Express                                          Vice President and
                                Corporation                                               Treasurer

                                American Express Financial                                Vice President and
                                Advisors Inc.                                             Treasurer

                                American Express Financial                                Vice President and
                                Corporation                                               Corporate Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Arizona Inc.                                    Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Idaho Inc.                                      Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Nevada Inc.                                     Treasurer

                                American Express Insurance                                Vice President and
                                Agency of Oregon Inc.                                     Treasurer

                                American Express Minnesota                                Vice President and
                                Foundation                                                Treasurer

                                American Express Property                                 Vice President and
                                Casualty Insurance Agency                                 Treasurer
                                of Kentucky Inc.

                                American Express Property                                 Vice President and
                                Casualty Insurance Agency                                 Treasurer
                                of Maryland Inc.

                                American Express Property                                 Vice President and
                                Casualty Insurance Agency                                 Treasurer
                                of Pennsylvania Inc.

                                American Partners Life                                    Vice President and
                                Insurance Company                                         Treasurer

                                IDS Cable Corporation                                     Director, Vice President
                                                                                          and Treasurer

                                IDS Cable II Corporation                                  Director, Vice President
                                                                                          and Treasurer

                                IDS Capital Holdings Inc.                                 Vice President, Treasurer
                                                                                          and Assistant Secretary

                                IDS Certificate Company                                   Vice President and
                                                                                          Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Alabama Inc.                                              Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Arkansas Inc.                                             Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Massachusetts Inc.                                        Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                New Mexico Inc.                                           Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                North Carolina Inc.                                       Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Ohio Inc.                                                 Treasurer

                                IDS Insurance Agency of                                   Vice President and
                                Wyoming Inc.                                              Treasurer

                                IDS Life Insurance Company   P.O. Box 5144                Vice President and
                                of New York                  Albany, NY 12205             Treasurer

                                IDS Life Series Fund Inc.                                 Vice President and
                                                                                          Treasurer

                                IDS Life Variable Annuity                                 Vice President and
                                Funds A & B                                               Treasurer

                                IDS Management Corporation                                Director, Vice President
                                                                                          and Treasurer

                                IDS Partnership Services                                  Vice President and
                                Corporation                                               Treasurer

                                IDS Plan Services of                                      Vice President and
                                California, Inc.                                          Treasurer

                                IDS Real Estate Services,                                 Vice President and
                                Inc.                                                      Treasurer

                                IDS Realty Corporation                                    Vice President and
                                                                                          Treasurer

                                IDS Sales Support Inc.                                    Vice President and
                                                                                          Treasurer

                                American Express Financial                                Vice President and
                                Advisors Japan Inc.                                       Treasurer

                                Investors Syndicate                                       Vice President and
                                Development Corp.                                         Treasurer

                                IDS Property Casualty        1 WEG Blvd.                  Vice President, Treasurer
                                Insurance Company            DePere, WI 54115             and Assistant Secretary

                                Public Employee Payment                                   Vice President and
                                Company                                                   Treasurer
------------------------------- ---------------------------- ---------------------------- ----------------------------

David R. Hubers,                AMEX Assurance Company       IDS Tower 10                 Director
Director                                                     Minneapolis, MN 55440

                                American Express Financial                                Chairman, President and
                                Advisors Inc.                                             Chief Executive Officer

                                American Express Financial                                Director, President and
                                Corporation                                               Chief Executive Officer

                                American Express Service                                  Director and President
                                Corporation

                                IDS Certificate Company                                   Director

                                IDS Plan Services of                                      Director and President
                                California, Inc.

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115
------------------------------- ---------------------------- ---------------------------- ----------------------------

James M. Jensen,                American Express Financial   IDS Tower 10                 Vice President
Vice President                  Advisors Inc.                Minneapolis, MN 55440

                                American Express Financial                                Vice President
                                Corporation

                                IDS Life Series Fund, Inc.                                Director
------------------------------- ---------------------------- ---------------------------- ----------------------------

Richard W. Kling,               AMEX Assurance Company       IDS Tower 10                 Director
Director and President                                       Minneapolis, MN 55440

                                American Centurion Life                                   Director and Chairman of
                                Assurance Company                                         the Board

                                American Enterprise Life                                  Director and Chairman of
                                Insurance Company                                         the Board

                                American Express                                          Director and President
                                Corporation

                                American Express Financial                                Senior Vice President
                                Advisors Inc.

                                American Express Financial                                Director and Senior Vice
                                Corporation                                               President

                                American Express Insurance                                Director and President
                                Agency of Arizona Inc.

                                American Express Insurance                                Director and President
                                Agency of Idaho Inc.

                                American Express Insurance                                Director and President
                                Agency of Nevada Inc.

                                American Express Insurance                                Director and President
                                Agency of Oregon Inc.

                                American Express Property                                 Director and President
                                Casualty Insurance Agency
                                of Kentucky Inc.

                                American Express Property                                 Director and President
                                Casualty Insurance Agency
                                of Maryland Inc.

                                American Express Property                                 Director and President
                                Casualty Insurance Agency
                                of Pennsylvania Inc.

                                American Express Service                                  Vice President
                                Corporation

                                American Partners Life                                    Director and Chairman of
                                Insurance Company                                         the Board

                                IDS Certificate Company                                   Director and Chairman of
                                                                                          the Board

                                IDS Insurance Agency of                                   Director and President
                                Alabama Inc.

                                IDS Insurance Agency of                                   Director and President
                                Arkansas Inc.

                                IDS Insurance Agency of                                   Director and President
                                Massachusetts Inc.

                                IDS Insurance Agency of                                   Director and President
                                New Mexico Inc.

                                IDS Insurance Agency of                                   Director and President
                                North Carolina Inc.

                                IDS Insurance Agency of                                   Director and President
                                Ohio Inc.

                                IDS Insurance Agency of                                   Director and President
                                Wyoming Inc.

                                IDS Life Series Fund, Inc.                                Director and President

                                IDS Life Variable Annuity                                 Manager, Chairman of the
                                Funds A and B                                             Board and President

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115

                                IDS Life Insurance Company   P.O. Box 5144                Director and Chairman of
                                of New York                  Albany, NY 12205             the Board
------------------------------- ---------------------------- ---------------------------- ----------------------------

Paul F. Kolkman,                American Express Financial   IDS Tower 10                 Vice President
Director and Executive Vice     Advisors Inc.                Minneapolis, MN 55440
President

                                American Express Financial                                Vice President
                                Corporation

                                IDS Life Series Fund, Inc.                                Vice President and Chief
                                                                                          Actuary

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115
------------------------------- ---------------------------- ---------------------------- ----------------------------

Paula R. Meyer,                 American Enterprise Life     IDS Tower 10                 Vice President
Director and Executive Vice     Insurance Company            Minneapolis, MN 55440
President

                                American Express                                          Director
                                Corporation

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Partners Life                                    Director and President
                                Insurance Company

                                IDS Certificate Company                                   Director and President

                                American Express Financial                                Vice President
                                Corporation

                                Investors Syndicate                                       Director, Chairman of the
                                Development Corporation                                   Board and President
------------------------------- ---------------------------- ---------------------------- ----------------------------

James A. Mitchell,              AMEX Assurance Company       IDS Tower 10                 Director
Director, Chairman of the                                    Minneapolis, MN 55440
Board and Chief Executive
Officer

                                American Enterprise                                       Director
                                Investment Services Inc.

                                American Express Financial                                Executive Vice President
                                Advisors Inc.

                                American Express Financial                                Director and Executive
                                Corporation                                               Vice President

                                American Express Service                                  Director and Senior Vice
                                Corporation                                               President

                                American Express Tax and                                  Director
                                Business Services Inc.

                                IDS Certificate Company                                   Director

                                IDS Plan Services of                                      Director
                                California, Inc.

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115
------------------------------- ---------------------------- ---------------------------- ----------------------------

Pamela J. Moret,                American Express Financial   IDS Tower 10                 Vice President
Executive Vice President        Advisors Inc.                Minneapolis, MN 55440

                                American Express Financial                                Vice President
                                Corporation

                                American Express Trust                                    Vice President
                                Company
------------------------------- ---------------------------- ---------------------------- ----------------------------

Barry J. Murphy,                American Express Client      IDS Tower 10                 Director and President
Director and Executive Vice     Service Corporation          Minneapolis, MN 55440
President

                                American Express Financial                                Senior Vice President
                                Advisors Inc.

                                American Express Financial                                Director and Senior Vice
                                Corporation                                               President
------------------------------- ---------------------------- ---------------------------- ----------------------------

James R. Palmer,                American Express Financial   IDS Tower 10                 Vice President
Vice President                  Advisors Inc.                Minneapolis, MN 55440

                                American Express Financial                                Vice President
                                Corporation
------------------------------- ---------------------------- ---------------------------- ----------------------------

Stuart A. Sedlacek,             AMEX Assurance Company       IDS Tower 10                 Director
Director and Executive Vice                                  Minneapolis, MN 55440
President

                                American Enterprise Life                                  Executive Vice President
                                Insurance Company

                                American Express Financial                                Senior Vice President and
                                Advisors Inc.                                             Chief Financial Officer

                                American Express Financial                                Senior Vice President and
                                Corporation                                               Chief Financial Officer

                                American Express Trust                                    Director
                                Company

                                American Partners Life                                    Director and Vice President
                                Insurance Agency

                                IDS Certificate Company                                   Director and President

                                IDS Property Casualty        1 WEG Blvd.                  Director
                                Insurance Company            DePere, WI 54115
------------------------------- ---------------------------- ---------------------------- ----------------------------

F. Dale Simmons,                AMEX Assurance Company       IDS Tower 10                 Vice President
Vice President                                               Minneapolis, MN 55440

                                American Centurion Life                                   Vice President
                                Assurance Company

                                American Enterprise Life                                  Vice President
                                Insurance

                                American Express Financial                                Vice President
                                Advisors Inc.

                                American Express Financial                                Vice President
                                Corporation

                                American Partners Life                                    Vice President
                                Insurance Company

                                IDS Certificate Company                                   Vice President

                                IDS Partnership Services                                  Director and Vice President
                                Corporation

                                IDS Real Estate Services                                  Director and Vice President
                                Inc.

                                IDS Realty Corporation                                    Director and Vice President

                                IDS Life Insurance Company   P.O. Box 5144                Vice President
                                of New York                  Albany, NY 12205
------------------------------- ---------------------------- ---------------------------- ----------------------------

William A. Stoltzmann,          American Enterprise Life     IDS Tower 10                 Director, Vice President,
Vice President, General         Insurance Company            Minneapolis, MN 55440        General Counsel and
Counsel and Secretary                                                                     Secretary

                                American Express                                          Director, Vice President
                                Corporation                                               and Secretary

                                American Express Financial                                Vice President and
                                Advisors Inc.                                             Assistant General Counsel

                                American Express Financial                                Vice President and
                                Corporation                                               Assistant General Counsel

                                American Partners Life                                    Director, Vice President,
                                Insurance Company                                         General Counsel and
                                                                                          Secretary

                                IDS Life Insurance Company                                Vice President, General
                                                                                          Counsel and Secretary

                                IDS Life Series Fund Inc.                                 General Counsel and
                                                                                          Assistant Secretary

                                IDS Life Variable Annuity                                 General Counsel and
                                Funds A & B                                               Assistant Secretary
------------------------------- ---------------------------- ---------------------------- ----------------------------

Philip C. Wentzel,              American Centurion Life      IDS Tower 10                 Vice President and
Vice President and Controller   Assurance Company            Minneapolis, MN 55440        Controller, Risk Management

                                American Enterprise Life                                  Vice President and
                                Insurance Company                                         Controller

                                IDS Life Insurance Company   P.O. Box 5144                Vice President and
                                of New York                  Albany, NY 12205             Controller, Risk Management

</TABLE>

Item 27. Principal Underwriters

         The Fund has no principal underwriter.

Item 28. Location of Accounts and Records

         American Express Financial Corporation
         200 AXP Financial Center
         Minneapolis, Minnesota

Item 29. Management Services

         Not applicable

Item 30. Undertakings

         Not applicable.

<PAGE>

                                   SIGNATURES

Pursuant to the  requirements  of the  Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant,  IDS Life Series Fund, Inc.  certifies that
it meets all of the  requirements  for  effectiveness  of this  Amendment to its
Registration  Statement  under rule 485(b) under the Securities Act and has duly
caused this Amendment to its  Registration  Statement to be signed on its behalf
by the  undersigned,  thereto duly  authorized,  in the City of Minneapolis  and
State of Minnesota on the 28th day of June, 2000.


IDS LIFE SERIES FUND, INC.


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

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

By /s/   Philip C. Wentzel*
         Philip C. Wentzel Controller

Pursuant to the  requirements  of the Securities Act of 1933,  this Amendment to
the Registration Statement has been signed below by the following persons in the
capacities indicated on the 28th day of June, 2000.

Signature                                            Capacity

/s/      Timothy V. Bechtold*                        Director
         Timothy V. Bechtold

/s/      Rodney P. Burwell*                          Director
         Rodney P. Burwell

        _______________________                      Director
         Jean B. Keffeler

/s/      Richard W. Kling*                           Director and President
         Richard W. Kling

/s/      Thomas R. McBurney*                         Director
         Thomas R. McBurney


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


/s/  Mary Ellyn Minenko
     Mary Ellyn Minenko


<PAGE>


CONTENTS OF THIS POST-EFFECTIVE  AMENDMENT NO. 26 TO REGISTRATION  STATEMENT NO.
2-97636

This Post-Effective Amendment comprises the following papers and documents:

The facing sheet.

Part A.

         The prospectus.

Part B.

         Statement of Additional Information.

Part C.

         Other Information.

The signatures.

         Exhibits.




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