IDS LIFE VARIABLE ACCOUNT FOR SMITH BARNEY
N-30B-2, 1998-04-30
Previous: AMERICANA GOLD & DIAMOND HOLDINGS INC, 10KSB/A, 1998-04-30
Next: NAVIGATORS GROUP INC, DEF 14A, 1998-04-30




<PAGE>


 -------------------------------------------------------------------------------
                    Smith Barney LifeVestSM
                                                             

                    Annual Report for:

                 o  Single Premium Variable Life Insurance
                    Policy issued by IDS Life Insurance
                    Company

                    Prospectus for:

                 o  Smith Barney Stripped "Zero Coupon"
                    U.S. Treasury Securities Fund, Series A

<PAGE>

IDS Life Variable Account for Smith Barney


Annual Financial Information
- --------------------------------------------------------------------------------
Report of Independent Auditors

The Board of Directors
IDS Life Insurance Company

We have  audited the  accompanying  individual  and combined  statements  of net
assets of the  segregated  asset  subaccounts  of IDS Life Variable  Account for
Smith  Barney  for  Single  Premium   Variable  Life  Insurance   (comprised  of
subaccounts  SAP, SMM,  SHI, STR, SGO and SO4) as of December 31, 1997,  and the
related statements of operations and changes in net assets for each of the three
years in the period then ended,  except for the S95 subaccount  which is for the
period  January 1, 1995 to November 15, 1995 (date of maturity of the securities
in  the  Trust).  These  financial  statements  are  the  responsibility  of the
management of IDS Life Insurance  Company.  Our  responsibility is to express an
opinion on these financial statements based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our procedures included
confirmation of securities owned at December 31, 1997 with the affiliated mutual
fund  manager and the unit  investment  trust  sponsor.  An audit also  includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the individual and combined  financial  position of the
segregated  asset  subaccounts of IDS Life Variable Account for Smith Barney for
Single  Premium  Variable Life Insurance at December 31, 1997 and the individual
and combined results of their operations and the changes in their net assets for
the periods  described above, in conformity with generally  accepted  accounting
principles.




ERNST & YOUNG LLP
Minneapolis, Minnesota
March 13, 1998

                                       
<PAGE>
<TABLE>
<CAPTION>

IDS Life Variable Account for Smith Barney
- ---------------------------------------------------------------------------------------------------------------------------
Statements of Net Assets                                                                                      Dec. 31, 1997
                                                                                                                 
                                                                Segregated Asset Subaccount                        Combined
- ----------------------------------------------------------------------------------------------------------------   Variable
Assets                                      SAP          SMM        SHI         STR          SGO         S04        Account
===========================================================================================================================
Investments  in shares of mutual fund  
portfolios  and units of the  trust,  at
market  value:  IDS Life Series Fund  
Equity  Portfolio - 489,803  shares at net
asset value of
<S>                                   <C>           <C>         <C>        <C>          <C>           <C>       <C>        
$29.98 per share (cost $8,501,234)    $14,686,345   $       -   $      -   $       -    $        -    $     -   $14,686,345
IDS Life Series Fund Money Market Portfolio - 
894,006 shares at net asset
value of $1.00 per share (cost $893,923)        -     893,923          -           -             -          -       893,923
IDS Life Series Fund Income Portfolio - 
143,225 shares at net asset value
of $10.23 per share (cost $1,543,151)           -          -   1,465,130           -             -          -     1,465,130
IDS Life Series Fund Managed Portfolio - 
355,975 shares at net asset value
of $18.26 per share (cost $5,085,578)           -          -           -    6,497,659            -          -     6,497,659
IDS Life Series Fund Government Securities 
Portfolio - 136,122 shares at
net asset value of $10.18 per share 
(cost $1,330,779)                               -          -           -            -    1,386,024          -     1,386,024
Smith Barney Inc. Stripped ("Zero Coupon") 
U. S. Treasury Securities Fund, 
Series A 2004 273,346 units at 
net asset value of $0.68 per share 
(cost $143,120)                                 -          -           -            -            -    185,595       185,595
- ---------------------------------------------------------------------------------------------------------------------------
                                       14,686,345    893,923    1,465,130   6,497,659    1,386,024    185,595    25,114,676
- ---------------------------------------------------------------------------------------------------------------------------
Dividends receivable                            -      3,850        8,897           -        7,073          -        19,820
Accounts receivable from IDS Life 
for contract purchase payments                  -     79,801            -           -            -          -        79,801
Receivable from mutual fund portfolios 
and the trust for share redemptions        80,801         -             -           -            -          -        80,801
- ---------------------------------------------------------------------------------------------------------------------------
Total assets                           14,767,146    977,574    1,474,027   6,497,659    1,393,097    185,595    25,295,098
===========================================================================================================================
Liabilities
===========================================================================================================================
Payable to IDS Life for:
Mortality and expense risk fee             45,388      1,318       2,405       19,964       2,284       100          71,459
Minimum death benefit 
guarantee risk charge                           -          -           -            -           -        66              66
Issue and administrative 
expense charge                                  -          -           -            -           -        50              50
Distribution expense charge                     -          -           -            -           -        83              83
Transaction charge                              -          -           -            -           -        42              42
Contract terminations                      79,801          -           -            -           -     1,200          81,001
Payable to mutual fund portfolios 
and the trust for investments purchased         -     82,333       6,492            -       4,429         -          93,254
- ---------------------------------------------------------------------------------------------------------------------------
Total liabilities                         125,189     83,651       8,897       19,964       6,713       1,541       245,955
- ---------------------------------------------------------------------------------------------------------------------------
Net assets applicable to 
Variable Life contracts               $14,641,957   $893,923  $1,465,130   $6,477,695  $1,386,384    $184,054   $25,049,143
===========================================================================================================================
Accumulation units outstanding          3,193,430    652,554      94,631    2,180,377     806,092      87,862
===========================================================================================================================
Net asset value per 
accumulation unit                     $      4.59   $   1.37  $     1.47   $     2.97  $     1.72    $   2.09
===========================================================================================================================

See accompanying notes to financial statements.

</TABLE>
<TABLE>
<CAPTION>

IDS Life Variable Account for Smith Barney
- ---------------------------------------------------------------------------------------------------------------------------
Statements of Operations                                                                          Year ended Dec. 31, 1997


                                                                                                           
                                                               Segregated Asset Subaccount                        Combined
- --------------------------------------------------------------------------------------------------------------    Variable
Investment income                           SAP          SMM      SHI          STR          SGO         S04        Account
===========================================================================================================================
Dividend income from mutual fund 
<S>                                     <C>          <C>      <C>           <C>          <C>        <C>         <C>        
portfolios and in the trust             $ 520,767    $ 42,790 $103,257      $ 603,574    $ 97,044   $     -     $ 1,367,432
- ---------------------------------------------------------------------------------------------------------------------------
Expenses:
Mortality and expense 
risk charge                                65,051       6,481    7,356         31,853       9,465       864         121,070
Minimum death benefit 
guarantee risk charge                      55,691       3,408    5,791         25,333       5,320       762          96,305
Issue and administrative 
expense charge                             38,165       2,504    4,087         17,813       3,721       546          66,836
Mortality charge                           69,461       4,250    7,224         31,596       6,637       953         120,121
Transaction charge                              -           -        -              -           -       477             477
- ---------------------------------------------------------------------------------------------------------------------------
Total expenses                            228,368      16,643   24,458        106,595      25,143     3,602         404,809
- ---------------------------------------------------------------------------------------------------------------------------
Investment income (loss) - net            292,399      26,147   78,799        496,979      71,901    (3,602)        962,623
===========================================================================================================================
Realized and unrealized gain (loss) on investments - net
===========================================================================================================================
Realized gain (loss) on sales of  investments  in mutual fund  portfolios and in
the trust:
Proceeds from sales                     2,638,482   1,506,359  113,702        765,985     485,010    27,302       5,536,840
Cost of investments sold                1,602,604   1,506,371  120,084        592,834     473,135    21,867       4,316,895
- ---------------------------------------------------------------------------------------------------------------------------
Net realized gain (loss) 
on investments                          1,035,878         (12)  (6,382)       173,151      11,875     5,435       1,219,945
Net change in unrealized 
appreciation or depreciation 
of investments                          1,041,788           9   15,156        235,338       8,076    14,869       1,315,236
- ---------------------------------------------------------------------------------------------------------------------------
Net gain (loss) on investments          2,077,666          (3)   8,774        408,489      19,951    20,304       2,535,181
- ---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets 
resulting from operations              $2,370,065     $26,144  $87,573       $905,468     $91,852   $16,702      $3,497,804
===========================================================================================================================
See accompanying notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
                                                                                                                 
IDS Life Variable Account for Smith Barney
- ---------------------------------------------------------------------------------------------------------------------------
Statements of Operations                                                                         Year ended Dec. 31, 1996

                                                                                                                        
                                                              Segregated Asset Subaccount                        Combined
- ------------------------------------------------------------------------------------------------------------     Variable
Investment income                         SAP          SMM       SHI          STR          SGO         S04        Account
===========================================================================================================================
Dividend income from mutual fund 
<S>                                   <C>         <C>        <C>          <C>           <C>       <C>           <C>       
portfolios and in the trust           $2,074,894  $   55,631 $ 96,268     $  452,040    $108,372  $      -      $2,787,205
- ---------------------------------------------------------------------------------------------------------------------------
Expenses:
Mortality and expense risk charge        113,889       6,956    8,643         35,953       9,722     2,901         178,064
Minimum death benefit 
guarantee risk charge                     44,086       4,646    5,774         24,017       6,494     1,836          86,853
Issue and administrative 
expense charge                            44,086       4,646    5,774         24,017       6,494     1,836          86,853
Distribution charge                       32,999       3,478    4,322         17,977       4,861     1,377          65,014
Mortality charge                          54,910       5,787    7,191         29,913       8,088     2,295         108,184
Premium tax charge                        21,911       2,309    2,870         11,936       3,228       917          43,171
Transaction charge                             -           -        -              -           -     1,147           1,147
- ---------------------------------------------------------------------------------------------------------------------------
Total expenses                           311,881      27,822   34,574        143,813      38,887    12,309         569,286
- ---------------------------------------------------------------------------------------------------------------------------
Investment income (loss) - net         1,763,013      27,809   61,694        308,227      69,485   (12,309)      2,217,919
===========================================================================================================================
Realized and unrealized gain (loss) on investments - net
===========================================================================================================================
Realized gain (loss) on sales of  investments  in mutual fund  portfolios and in
the trust:
Proceeds from sales                    2,463,451   1,103,070  384,711      1,031,121     124,181   557,795       5,664,329
Cost of investments sold               1,395,185   1,103,081  418,426        845,728     119,993   486,356       4,368,769
- ---------------------------------------------------------------------------------------------------------------------------
Net realized gain (loss) 
on investments                         1,068,266         (11) (33,715)       185,393       4,188    71,439       1,295,560
Net change in unrealized appreciation 
or depreciation of investments          (823,689)          3  (15,687)       157,510     (92,975)  (53,998)       (828,836)
- ---------------------------------------------------------------------------------------------------------------------------
Net gain (loss) on investments           244,577          (8) (49,402)       342,903     (88,787)   17,441         466,724
- ---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets 
resulting from operations             $2,007,590 $    27,801 $ 12,292    $   651,130    $(19,302)$   5,132      $2,684,643
===========================================================================================================================
See accompanying notes to financial statements.

</TABLE>
<TABLE>
<CAPTION>

IDS Life Variable Account for Smith Barney
- ---------------------------------------------------------------------------------------------------------------------------------
Statements of Operations                                                                            Year ended Dec. 31, 1995

                                                                                                                
                                                                Segregated Asset Subaccount                           Combined
- ------------------------------------------------------------------------------------------------------------------    Variable
Investment income                            SAP        SMM       SHI       STR       SGO       S95*       S04         Account
=================================================================================================================================
Dividend income from mutual fund 
<S>                                    <C>          <C>       <C>      <C>         <C>       <C>        <C>       <C>        
portfolios and in the trusts           $   268,604  $ 63,687  $ 88,953 $ 300,012   $ 97,485  $       -  $      -  $   818,741
- ---------------------------------------------------------------------------------------------------------------------------------
Expenses:
Mortality and expense risk charge           69,242     7,380     7,802    44,426     12,045      4,122     1,646      146,663
Minimum death benefit  
guarantee risk charge                       46,254     4,930     5,212    22,999      5,788      2,748     1,097       89,028
Issue and administrative 
expense charge                              46,254     4,930     5,212    22,999      5,788      2,748     1,097       89,028
Distribution expense charge                 34,621     3,691     3,901    16,869      4,333      2,061       823       66,299
Mortality charge                            57,610     6,140     6,492    28,646      7,209      3,435     1,371      110,903
Premium tax charge                          22,988     2,450     2,590    11,776      2,877      1,374       548       44,603
Transaction charge                               -         -         -         -          -      1,717       686        2,403
- ---------------------------------------------------------------------------------------------------------------------------------
Total expenses                             276,969    29,521    31,209    147,715    38,040     18,205     7,268      548,927
Investment income (loss) - net              (8,365)   34,166    57,744    152,297    59,445    (18,205)   (7,268)     269,814
=================================================================================================================================
Realized and unrealized gain (loss) on investments - net
=================================================================================================================================
Net realized gain (loss) on sales of investments  in mutual fund  portfolios and
in the trusts:
Proceeds from sales                      1,847,284   860,714   159,993  1,331,998   146,245    824,274   133,665    5,304,173
Cost of investments sold                 1,081,307   860,734   184,473  1,182,522   141,246    683,352    87,161    4,220,795
- ---------------------------------------------------------------------------------------------------------------------------
Net realized gain (loss) on investments    765,977       (20)  (24,480)   149,476     4,999    140,922    46,504    1,083,378
Net change in unrealized appreciation 
or depreciation of investments           2,603,618        15   183,529    623,831   158,503    (98,959)   25,013    3,495,550
- ---------------------------------------------------------------------------------------------------------------------------
Net gain (loss) on investments           3,369,595        (5)  159,049    773,307   163,502     41,963    71,517    4,578,928
Net increase (decrease) in net assets 
resulting from operations              $ 3,361,230  $ 34,161 $ 216,793 $  925,604  $222,947  $  23,758  $ 64,249   $4,848,742
=================================================================================================================================

*For the period Jan. 1, 1995 to Nov. 15, 1995, date of maturity of securities in the 1995 Trust.
See accompanying notes to financial statements.

</TABLE>
<TABLE>
<CAPTION>
                                                                                                                       
IDS Life Variable Account for Smith Barney
- ---------------------------------------------------------------------------------------------------------------------------
Statements of Changes in Net Assets                                                               Year ended Dec. 31, 1997

                                                                                                                    
                                                            Segregated Asset Subaccount                          Combined
- -----------------------------------------------------------------------------------------------------------      Variable
Operations                                SAP         SMM         SHI       STR         SGO         S04           Account
===========================================================================================================================

<S>                                  <C>           <C>        <C>       <C>        <C>          <C>            <C>        
Investment income (loss) - net       $   292,399   $ 26,147   $ 78,799  $ 496,979  $   71,901   $  (3,602)     $   962,623
Net realized gain (loss) 
on investments                         1,035,878        (12)    (6,382)   173,151      11,875       5,435        1,219,945
Net change in unrealized 
appreciation or
depreciation of investments            1,041,788          9     15,156    235,338       8,076      14,869        1,315,236
- ---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net 
assets resulting from operations       2,370,065     26,144     87,573    905,468      91,852      16,702        3,497,804
===========================================================================================================================
Contract Transactions
===========================================================================================================================
Net transfers*                           (58,787)   128,879      4,685    (38,507)   (124,034)          -          (87,764)
Transfers for policy loans              (191,279)   (50,065)     2,941      6,665      (3,767)       (438)        (235,943)
Contract terminations:
Surrender benefits                      (304,825)  (606,569)   (52,383)  (272,825)   (137,608)    (17,281)      (1,391,491)
Death benefits                          (216,595)         -          -          -     (38,017)          -         (254,612)
- ---------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from 
contract transactions                   (771,486)  (527,755)   (44,757)  (304,667)   (303,426)    (17,719)      (1,969,810)
- ---------------------------------------------------------------------------------------------------------------------------
Net assets at beginning of year       13,043,378  1,395,534  1,422,314  5,876,894   1,597,958     185,071       23,521,149
- ---------------------------------------------------------------------------------------------------------------------------
Net assets at end of year            $14,641,957 $  893,923 $1,465,130 $6,477,695  $1,386,384    $184,054      $25,049,143
===========================================================================================================================
Accumulation Unit Activity
===========================================================================================================================
Units outstanding 
at beginning of year                   3,372,075  1,055,223  1,021,781  2,287,669     991,272      96,078
Net transfers*                             3,119     91,014      7,401     (7,805)    (75,872)
Transfers for policy loans               (44,966)   (37,530)     2,229      1,236      (2,300)       (229)
Contract terminations:
Surrender benefits                       (82,464)  (456,153)   (36,780)  (100,723)    (83,757)     (7,987)
Death benefits                           (54,334)         -          -          -     (23,251)          -
- ---------------------------------------------------------------------------------------------------------------------------
Units outstanding at end of year       3,193,430    652,554    994,631  2,180,377     806,092      87,862
===========================================================================================================================
*Includes  transfer activity from (to) other subaccounts and transfers from (to)
IDS Life's fixed account.

See accompanying notes to financial statements.
</TABLE>
                                       
<PAGE>
<TABLE>
<CAPTION>

IDS Life Variable Account for Smith Barney
- ---------------------------------------------------------------------------------------------------------------------------
Statements of Changes in Net Assets                                                               Year ended Dec. 31, 1996

                                                                                                                     
                                                            Segregated Asset Subaccount                           Combined
- -----------------------------------------------------------------------------------------------------------       Variable
Operations                               SAP         SMM         SHI         STR         SGO         S04           Account
===========================================================================================================================
<S>                                 <C>          <C>        <C>         <C>         <C>          <C>           <C>         
Investment income (loss) - net      $ 1,763,013  $  27,809  $   61,694  $  308,227  $   69,485   $ (12,309)    $  2,217,919
Net realized gain (loss) 
on investments                        1,068,266        (11)    (33,715)    185,393       4,188      71,439        1,295,560
Net change in unrealized 
appreciation or
depreciation of investments            (823,689)         3    (15,687)    157,510     (92,975)    (53,998)        (828,836)
- ---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net 
assets resulting from operations      2,007,590     27,801     12,292     651,130     (19,302)      5,132        2,684,643
===========================================================================================================================
Contract Transactions
===========================================================================================================================
Net transfers*                          (60,419)    47,499    117,069     (26,624)    (35,049)    (42,280)             196
Transfers for policy loans             (108,461)   (18,730)    60,629    (119,615)     (9,028)       (364)        (195,569)
Contract terminations:
Surrender benefits                   (1,141,243)  (274,026)  (186,939)   (696,013)    (76,608)        (40)      (2,374,869)
Death benefits                                -          -          -     (25,291)          -           -          (25,291)
- ---------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from 
contract transactions                (1,310,123)  (245,257)    (9,241)   (867,543)   (120,685)    (42,684)      (2,595,533)
- ---------------------------------------------------------------------------------------------------------------------------
Net assets at beginning of year      12,345,911  1,612,990  1,419,263   6,093,307   1,737,945     222,623       23,432,039
- ---------------------------------------------------------------------------------------------------------------------------
Net assets at end of year           $13,043,378 $1,395,534 $1,422,314  $5,876,894  $1,597,958    $185,071      $23,521,149
===========================================================================================================================
Accumulation Unit Activity
===========================================================================================================================
Units outstanding at 
beginning of year                     3,739,368  1,249,006  1,030,438   2,652,684   1,068,232     112,267
Net transfers*                          (20,628)    31,341     86,005     (11,417)    (22,468)    (15,967)
Transfers for policy loans              (31,349)   (14,304)    45,513     (50,916)     (5,690)       (201)
Contract terminations:
Surrender benefits                     (315,316)  (210,820)  (140,175)   (292,276)    (48,802)        (21)
Death benefits                                -          -          -     (10,406)          -           -
- ---------------------------------------------------------------------------------------------------------------------------
Units outstanding at end of year      3,372,075  1,055,223  1,021,781   2,287,669     991,272      96,078
===========================================================================================================================
*Includes  transfer activity from (to) other subaccounts and transfers from (to)
IDS Life's fixed account.

See accompanying notes to financial statements.

</TABLE>

                                       
<PAGE>
<TABLE>
<CAPTION>
                                                                                                                          

IDS Life Variable Account for Smith Barney
- -----------------------------------------------------------------------------------------------------------------------------------
Statements of Changes in Net Assets                                                                      Year ended Dec. 31, 1995

                                                                                                                 
                                                                Segregated Asset Subaccount                              Combined
- -------------------------------------------------------------------------------------------------------------------      Variable
Operations                               SAP         SMM         SHI         STR         SGO       S95**      S04         Account
===================================================================================================================================
<S>                                <C>            <C>        <C>         <C>           <C>      <C>        <C>         <C>        
Investment income (loss) - net     $   (8,365)    $ 34,166   $  57,744   $ 152,297     $ 59,445 $(18,205)  $ (7,268)   $   269,814
Net realized gain (loss) 
on investments                        765,977          (20)    (24,480)    149,476        4,999  140,922     46,504      1,083,378
Net change in unrealized appreciation 
or depreciation of investments      2,603,618           15     183,529     623,831      158,503  (98,959)    25,013      3,495,550
- -----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net 
assets resulting from operations    3,361,230       34,161     216,793     925,604      222,947   23,758     64,249      4,848,742
===================================================================================================================================
Contract Transactions
- -----------------------------------------------------------------------------------------------------------------------------------
Net transfers*                       (296,536)     715,785      37,201      41,957      230,395 (795,854)    67,927            875
Transfers for policy loans           (300,101)     (17,359)    (51,160)   (230,174)      (9,698)    (502)      (446)      (609,440)
Policy charges                            (12)           -          (8)          -            -        -          -            (20)
Contract terminations:
Surrender benefits                   (524,947)     (92,138)    (20,709)   (854,418)     (91,812)  (8,017)  (126,106)    (1,718,147)
Death benefits                         (9,260)     (13,995)     (1,749)     (3,892)     (18,396)       -          -        (47,292)
- -----------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from 
contract transactions              (1,130,856)     592,293     (36,425) (1,046,527)     110,489 (804,373)   (58,625)    (2,374,024)
Net assets at beginning of year    10,115,537      986,536   1,238,895   6,214,230    1,404,509  780,615    216,999     20,957,321
Net assets at end of year         $12,345,911  $ 1,612,990  $1,419,263  $6,093,307  $ 1,737,945 $      -  $ 222,623   $ 23,432,039
===================================================================================================================================
Accumulation Unit Activity
===================================================================================================================================
Units outstanding at 
beginning of year                   4,142,587      786,564   1,064,043   3,145,108      994,719  544,506    139,733
Net transfers*                       (115,120)     558,464      29,935      13,084      151,909 (538,654)    39,068
Transfers for policy loans           (106,416)     (13,520)    (45,198)   (107,778)      (6,626)    (347)      (253)
Policy charges                             (5)           -          (7)          -            -        -          -
Contract terminations:
Surrender benefits                   (178,399)     (71,634)    (16,837)   (395,731)     (59,983)  (5,505)   (66,281)
Death benefits                         (3,279)     (10,868)     (1,498)     (1,999)     (11,787)       -          -
- -----------------------------------------------------------------------------------------------------------------------------------
Units outstanding at end of year    3,739,368    1,249,006   1,030,438   2,652,684    1,068,232        -    112,267
===================================================================================================================================

* Includes transfer activity from (to) other subaccounts and transfers from (to) IDS Life's fixed account.
**For the period Jan. 1, 1995 to Nov. 15, 1995, date of maturity of securities in the 1995 Trust.

See accompanying notes to financial statements.
</TABLE>

 <PAGE>

IDS Life Variable Account for Smith Barney

Notes to Financial Statements
- --------------------------------------------------------------------------------
1. Organization

IDS  Life  Variable  Account  for  Smith  Barney  (the  Variable   Account)  was
established  on  April  23,  1986 as a  segregated  asset  account  of IDS  Life
Insurance  Company (IDS Life) under  Minnesota law and is registered as a single
unit investment  trust under the Investment  Company Act of 1940.  Operations of
the Variable Account commenced on Oct. 3, 1986.

The  Variable  Account is comprised  of various  subaccounts.  Prior to Nov. 15,
1995, the date of maturity of securities in the 1995 Trust, the Variable Account
was  comprised  of seven  subaccounts.  The  assets  of each  subaccount  of the
Variable Account are not chargeable with liabilities arising out of the business
conducted by any other  segregated  asset account or by IDS Life.  Policy owners
allocate their premium payment to one or more of the six subaccounts. Such funds
are then  invested in shares of five  portfolios  of IDS Life Series Fund,  Inc.
(the Mutual Fund) or in units of one Trust of Smith Barney Inc.  Stripped ("Zero
Coupon") U.S. Treasury Securities Fund, Series A (the Trust).

The Mutual Fund,  which commenced  operations Jan. 20, 1986, is registered under
the  Investment  Company  Act of  1940  as a  diversified,  open-end  management
investment company. Funds allocated to Subaccount SAP are invested in the shares
of the  Equity  Portfolio;  Subaccount  SMM  invests  in the shares of the Money
Market Portfolio;  Subaccount SHI invests in the shares of the Income Portfolio;
Subaccount  STR invests in the shares of the Managed  Portfolio;  and Subaccount
SGO invests in the shares of the  Government  Securities  Portfolio.  The Trust,
which  commenced  operations  Aug. 4, 1986, is registered  under the  Investment
Company Act of 1940 as a unit  investment  trust.  Funds  allocated  to the 2004
subaccount  (S04)  invest in units of the 2004  Trust,  and the 1995  subaccount
(S95) were  invested in units of the 1995 Trust.  The 1995 Trust matured on Nov.
15, 1995 and is no longer available for investment.

IDS  Life  acts  as  the  investment  manager  and  American  Express  Financial
Corporation acts as the investment advisor of the IDS Life Series Fund, Inc. IDS
Life serves as the issuer of the contract  investing  in the  Variable  Account.
Smith Barney Inc. serves as sponsor for the Trust.

- --------------------------------------------------------------------------------
2. Summary of Significant Accounting Policies

Investments in Mutual Funds
Investments  in shares of the mutual fund  portfolios are stated at market value
which  is the  net  asset  value  per  share  as  determined  by the  respective
portfolios. Investment transactions are accounted for on the date the shares are
purchased and sold. The cost of  investments  sold and redeemed is determined on
the average cost method. Dividend distributions received from the portfolios are
reinvested in additional  shares of the portfolios and recorded as income by the
subaccounts on the ex-dividend date.

Unrealized  appreciation  or  depreciation  of investments  in the  accompanying
financial  statements  represents  the  subaccounts'  share  of the  portfolios'
undistributed net investment income, undistributed realized gain or loss and the
unrealized appreciation or depreciation on their investment securities.

Investments in the Trust
Investments  in units of the Trust are stated at market  value  which is the net
asset value per unit as determined  by the Trust.  Investment  transactions  are
accounted  for on the  date  the  units  are  purchased  and  sold.  The cost of
investments sold and redeemed is determined on the average cost method.

<PAGE>

IDS Life Variable Account for Smith Barney

Notes to Financial Statements
- --------------------------------------------------------------------------------
2. Summary of Significant Accounting Policies (continued)

Unrealized  appreciation  or  depreciation  of investments  in the  accompanying
financial   statements   represents  the  subaccounts'   share  of  the  Trust's
undistributed net investment income, undistributed realized gain or loss and the
unrealized appreciation or depreciation on their investment securities.

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

Federal Income Taxes
IDS Life is taxed as a life insurance  company.  The Variable Account is treated
as part of IDS Life for federal  income tax  purposes.  Under  existing  federal
income tax law,  no income  taxes are  payable  with  respect to any  investment
income of the Variable Account.

- --------------------------------------------------------------------------------
3. Mortality Charge

IDS Life deducts a mortality  charge equal  (except as explained  below),  on an
annual  basis,  to 0.5  percent  of the daily net  asset  value of the  Variable
Account. Prior to the maturity date of the policy, the death benefit will always
be higher than the policy value. This deduction will enable IDS Life to pay this
additional  amount.  Although  IDS Life does not expect to charge  more than the
rate mentioned above,  its charge for providing life insurance  protection could
be greater.  If, at any time, IDS Life assesses a charge higher than 0.5 percent
for a  policy,  it will  waive  any  surrender  charges  which may exist on that
policy. IDS Life guarantees that its charge will never be greater than an amount
based upon the 1958 Commissioners' Standard Ordinary Mortality Table.

- --------------------------------------------------------------------------------
4. Mortality and Expense Risk Charge

IDS Life makes  contractual  assurances  to the Variable  Account that  possible
future adverse changes in administrative expense and mortality experience of the
policy  owners  and  beneficiaries  will not affect the  Variable  Account.  The
mortality and expense risk fee paid to IDS Life is computed  daily and is equal,
on an annual basis,  to 0.6 percent of the daily net asset value of the Variable
Account.

- --------------------------------------------------------------------------------
5. Minimum Death Benefit Guarantee Risk Charge

IDS Life deducts a minimum death  benefit  guarantee  risk charge  equal,  on an
annual  basis,  to 0.4  percent  of the daily net  asset  value of the  Variable
Account.  This  deduction is made to compensate IDS Life for the risk it assumes
by providing a guaranteed minimum death benefit. The deduction will be made from
the Variable  Account and computed on a daily basis.  This charge is  guaranteed
for the life of the contract and may not be increased.

<PAGE>

IDS Life Variable Account for Smith Barney

Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
6. Issue and Administrative Expense Charge

IDS  Life  deducts  a  charge  to  compensate  it  for  expenses  it  incurs  in
administering  the  policy,  such  as the  costs  of  underwriting  the  policy,
conducting any medical  examinations,  establishing and maintaining records, and
providing  reports  to  policy  owners.  This  charge is  deducted  daily and is
equivalent,  on an annual basis,  to 0.4 percent of the daily net asset value of
the Variable Account during the first 10 years of the policy, and to 0.3 percent
thereafter.  This charge was  reduced to 0.3  percent  for all policy  owners in
1997.  There is not necessarily a relationship  between the amount of the charge
imposed on a particular  policy and the amount of  administrative  expenses that
may be attributable to that policy.

- --------------------------------------------------------------------------------
7. Premium Tax Charge

To cover the premium taxes  assessed by the various states and to compensate IDS
Life for the average premium tax expense it incurs when issuing the policy,  IDS
Life  deducts a charge  equivalent,  on an annual  basis,  to 0.2 percent of the
daily net asset value of the Variable  Account during the first 10 policy years,
and 0 percent  thereafter.  This  charge was reduced to 0 percent for all policy
owners in 1997.

- --------------------------------------------------------------------------------
8. Distribution Expense Charge

IDS Life incurs  certain sales and other  distribution  expenses at the time the
policies are issued. This charge is equal, on an annual basis, to 0.3 percent of
the daily  average  net asset  value of the  Variable  Account  for the first 10
policy years and 0 percent thereafter.  This charge was reduced to 0 percent for
all policy owners in 1997. IDS Life anticipates that this charge,  together with
any applicable  surrender charge,  will cover the expected costs of distributing
the  policies.  In no event will the sum of the  surrender  charge  deducted  on
surrender and cumulative distribution expense charges previously deducted exceed
9 percent of the single premium paid.

- --------------------------------------------------------------------------------
9. Transaction Charge

IDS Life makes a daily charge against the assets of each subaccount investing in
the Trust.  This charge is intended to  reimburse  IDS Life for the  transaction
charge paid  directly by IDS Life to Smith  Barney Inc. on the sale of the Trust
units to the  Variable  Account.  IDS Life pays these  amounts  from its general
account  assets.  The amount of the asset charge is  equivalent  to an effective
annual rate of 0.25  percent of the account  value  invested in the Trust.  This
amount  may be  increased  in the  future  but in no  event  will it  exceed  an
effective  annual rate of 0.5 percent of the Variable  Account value. The charge
will be cost-based  (taking into account a loss of interest) with no anticipated
element of profit for IDS Life.  This charge also varies  directly with the size
of the account value.

<PAGE>

IDS Life Variable Account for Smith Barney

Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------

10. Surrender Charge

IDS  Life  will  use a  surrender  charge  to help it  recover  certain  selling
expenses.  The surrender  charge will be deducted  during the first eight policy
years.  Further,  IDS Life  guarantees  that the total  cumulative  distribution
expense  charges and the  surrender  charge  will never  exceed 9 percent of the
single  premium.  Charges by IDS Life for  surrenders  are not  identified on an
individual  segregated  asset account basis.  Charges for all  segregated  asset
accounts amounted to $14,502,145 in 1997, $11,956,753 in 1996 and $10,125,762 in
1995.  Such charges are not treated as a separate  expense of the subaccounts or
Variable Account.  They are ultimately deducted from contract surrender benefits
paid by IDS Life.

- --------------------------------------------------------------------------------
11. Investment Transaction

The  subaccounts'  purchases  of  portfolio  shares  or trust  units,  including
reinvestment of dividend distributions, were as follows:


                                                       Year Ended Dec. 31,
- --------------------------------------------------------------------------------
Subaccount   Investment                              1997      1996      1995
================================================================================

     SAP     Equity Portfolio                $2,150,762 $2,920,271 $  717,367
     SMM     Money Market Portfolio           1,004,752    885,621  1,487,172
     SHI     Income Portfolio                   147,744    437,164    181,311
     STR     Managed Portfolio                  954,707    470,506    438,831
     SGO     Government Securities Portfolio    253,124     72,982    316,179
     S04     2004 Trust                           7,115    502,585     67,928
- --------------------------------------------------------------------------------
Combined Variable Account                    $4,518,204 $5,289,129 $3,208,788
================================================================================

- --------------------------------------------------------------------------------
12. Year 2000 Issue (Unaudited)

The Year 2000 issue is the result of computer programs having been written using
two  digits  rather  than  four  to  define  a  year.  Any  programs  that  have
time-sensitive  software may recognize a date using "00" as the year 1900 rather
than 2000. This could result in the failure of major systems or miscalculations,
which could have a material  impact on the  operations of the Variable  Account.
The Variable  Account has no computer  systems of its own but is dependent  upon
the systems maintained by AEFC and certain other third parties.

A  comprehensive  review of AEFC's computer  systems and business  processes has
been  conducted to identify the major systems that could be affected by the Year
2000 issue.  Steps are being taken to resolve any potential  problems  including
modification  to  existing  software  and the  purchase of new  software.  These
measures are scheduled to be completed and tested on a timely basis. AEFC's goal
is to  complete  internal  remediation  and testing of each system by the end of
1998 and to continue compliance efforts through 1999.

The Year 2000  readiness  of  unaffiliated  investment  managers and other third
parties  whose system  failures  could have an impact on the Variable  Account's
operations is currently being evaluated.  The potential  materiality of any such
impact is not known at this time.

<PAGE>

IDS Life Variable Account for Smith Barney

<TABLE>
<CAPTION>
Condensed Financial Information (Unaudited)

The following table gives per-unit  information  about the financial  history of
each variable subaccount.

                                                                                    Year Ended Dec. 31,
- -------------------------------------------------------------------------------------------------------------------------------
                                                          1997   1996   1995    1994   1993    1992   1991   1990   1989  1988
===============================================================================================================================
Subaccount SAP (Investing in shares of Equity Portfolio)
<S>                                                      <C>    <C>    <C>     <C>    <C>     <C>    <C>    <C>    <C>   <C>  
Accumulation unit value at beginning of period           $3.87  $3.30  $2.44   $2.43  $2.20   $2.14  $1.32  $1.35  $1.05 $0.97
Accumulation unit value at end of period                 $4.59  $3.87  $3.30   $2.44  $2.43   $2.20  $2.14  $1.32  $1.35 $1.05
Number of accumulation units outstanding 
at end of period (000 omitted)                           3,193  3,372  3,739   4,143  4,254   4,592  4,902  5,464  5,590 6,111
===============================================================================================================================
Subaccount SMM (Investing in shares of 
Money Market Portfolio)
Accumulation unit value at beginning of period           $1.32  $1.29  $1.25   $1.24  $1.24   $1.23  $1.18  $1.13  $1.08 $1.04
Accumulation unit value at end of period                 $1.37  $1.32  $1.29   $1.25  $1.24   $1.24  $1.23  $1.18  $1.13 $1.08
Number of accumulation units outstanding 
at end of period (000 omitted)                             653  1,055  1,249     787    982   1,452  1,822  2,038  2,005 1,603
===============================================================================================================================
Subaccount SHI (Investing in shares of Income Portfolio)
Accumulation unit value at beginning of period           $1.39  $1.38  $1.16   $1.24  $1.11   $1.04  $0.92  $1.13  $1.18 $1.06
Accumulation unit value at end of period                 $1.47  $1.39  $1.38   $1.16  $1.24   $1.11  $1.04  $0.92  $1.13 $1.18
Number of accumulation units outstanding 
at end of period (000 omitted)                             995  1,021  1,030   1,064  1,144     901    947  1,310  2,331 3,401
===============================================================================================================================
Subaccount STR (Investing in shares of Managed Portfolio)
Accumulation unit value at beginning of period           $2.57  $2.30  $1.98   $2.01  $1.72   $1.59  $1.23  $1.25  $1.09 $0.95
Accumulation unit value at end of period                 $2.97  $2.57  $2.30   $1.98  $2.01   $1.72  $1.59  $1.23  $1.25 $1.09
Number of accumulation units outstanding 
at end of period (000 omitted)                           2,180  2,287  2,653   3,145  3,397   3,515  3,784  4,173  4,388 4,789
===============================================================================================================================
Subaccount SGO (Investing in shares of Government Securities Portfolio)
Accumulation unit value at beginning of period           $1.61  $1.63  $1.41   $1.52  $1.39   $1.33  $1.17  $1.12  $1.04 $1.00
Accumulation unit value at end of period                 $1.72  $1.61  $1.63   $1.41  $1.52   $1.39  $1.33  $1.17  $1.12 $1.04
Number of accumulation units outstanding 
at end of period (000 omitted)                             806    991  1,068     995  1,264   1,486  1,724  1,548  1,598 1,672
===============================================================================================================================
Subaccount S951 (Investing in shares of 1995 Trust)
Accumulation unit value at beginning of period              --     --  $1.43   $1.44  $1.39   $1.32  $1.17  $1.09  $0.97 $0.92
Accumulation unit value at end of period                    --     --     --   $1.43  $1.44   $1.39  $1.32  $1.17  $1.09 $0.97
Number of accumulation units outstanding 
at end of period (000 omitted)                              --     --     --     545    660     313    585    811    499   467
===============================================================================================================================
Subaccount S04 (Investing in shares of 2004 Trust)
Accumulation unit value at beginning of period           $1.90  $1.98  $1.55   $1.74  $1.47   $1.38  $1.17  $1.16  $0.96 $0.86
Accumulation unit value at end of period                 $2.09  $1.90  $1.98   $1.55  $1.74   $1.47  $1.38  $1.17  $1.16 $0.96
Number of accumulation units outstanding 
at end of period (000 omitted)                              88     96    112     140    139     280    261    605    636   464
===============================================================================================================================

1 The 1995 Trust matured on Nov. 15, 1995.
</TABLE>

<PAGE>



<PAGE>


Report of Independent Auditors
The Board of Directors
IDS Life Insurance Company



We have  audited  the  accompanying  consolidated  balance  sheets  of IDS  Life
Insurance  Company (a wholly  owned  subsidiary  of American  Express  Financial
Corporation)  as of  December  31,  1997 and 1996 and the  related  consolidated
statements of income,  stockholder's equity and cash flows for each of the three
years in the period ended  December 31, 1997.  These  financial  statements 
are the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of IDS Life Insurance
Company at December 31, 1997 and 1996, and the consolidated results of its
operations and its cash flows for each of the three years in the period ended
December 31, 1997, in conformity with generally accepted accounting principles.




Ernst & Young LLP
Minneapolis, Minnesota
February 5, 1998


<PAGE>

IDS Life Financial Information


                          IDS LIFE INSURANCE COMPANY
                         CONSOLIDATED BALANCE SHEETS


                                                    Dec. 31,     Dec. 31,
ASSETS                                                1997         1996  
                                                         (thousands)
Investments:
Fixed maturities:
Held to maturity, at amortized cost (Fair value:
1997, $9,743,410; 1996, $10,521,650)              $9,315,450       $10,236,379
Available for sale, at fair value (Amortized cost:
1997, $12,515,030; 199, $11,008,622)              12,876,694        11,146,845
Mortgage loans on real estate                      3,618,647         3,493,364
Policy loans                                         498,874           459,902
Other investments                                    318,591           251,465
Total investments                                 26,628,256        25,587,955
Cash and cash equivalents                             19,686           224,603
Amounts recoverable from reinsurers                  205,716           157,722
Amounts due from brokers                               8,400            11,047
Other accounts receivable                             37,895            44,089
Accrued investment income                            357,390           343,313
Deferred policy acquisition costs                  2,479,577         2,330,805
Deferred income taxes, net                                --            33,923
Other assets                                          22,700            37,364
Separate account assets                           23,214,504        18,535,160
Total assets                                     $52,974,124       $47,305,981
                                                   =========         =========

<PAGE>

                          IDS LIFE INSURANCE COMPANY
                   CONSOLIDATED BALANCE SHEETS (continued)


                                                   Dec. 31,        Dec. 31
LIABILITIES AND STOCKHOLDER'S EQUITY                1997             1996    
                                                          (thousands)


Liabilities:
Future policy benefits:
Fixed annuities                                  $22,009,747      $21,838,008
Universal life-type insurance                      3,280,489        3,177,149
Traditional life insurance                           213,676          209,685
Disability income and long-term care insurance       533,124          424,200
Policy claims and other policyholders' funds          68,345           83,634
Deferred income taxes, net                            61,582               --
Amounts due to brokers                               381,458          261,987
Other liabilities                                    345,383          332,078
Separate account liabilities                      23,214,504       18,535,160
Total liabilities                                 50,108,308       44,861,901
Stockholder's equity:
Capital stock, $30 par value per share;
100,000 shares authorized, issued and outstanding      3,000            3,000
Additional paid-in capital                           290,847          283,615
Net unrealized gain on investments                   226,359           86,102
Retained earnings                                  2,345,610        2,071,363
Total stockholder's equity                         2,865,816        2,444,080
Total liabilities and stockholder's equity       $52,974,124      $47,305,981
                                                   =========        =========
See accompanying notes.


<PAGE>

                             IDS LIFE INSURANCE COMPANY
                         CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>

 
                                                           Years ended Dec. 31,
                                                      1997        1996       1995
                                                               (thousands)
<S>                                               <C>          <C>            <C>     
Revenues:
Premiums:
Traditional life insurance                        $  52,473    $  51,403      $ 50,193
Disability income and long-term care insurance      154,021      131,518       111,337

Total premiums                                      206,494      182,921       161,530

Policyholder and contractholder charges             341,726      302,999       256,454
Management and other fees                           340,892      271,342       215,581
Net investment income                             1,988,389    1,965,362     1,907,309
Net realized gain (loss) on investments                 860         (159)       (4,898)

Total revenues                                    2,878,361    2,722,465     2,535,976

Benefits and expenses:
Death and other benefits:
Traditional life insurance                           28,951       26,919        29,528
Universal life-type insurance
and investment contracts                             92,814       85,017        71,691
Disability income and
long-term care insurance                             22,333       19,185        16,259
Increase (decrease) in liabilities for
future policy benefits:
Traditional life insurance                            3,946        1,859        (1,315)
Disability income and
long-term care insurance                             63,631       57,230        51,279

Interest credited on universal life-type
insurance and investment contracts                1,386,448    1,370,468     1,315,989
Amortization of deferred policy acquisition costs   322,731      278,605       280,121
Other insurance and operating expenses              276,596      261,468       211,642

Total benefits and expenses                       2,197,450    2,100,751     1,975,194

Income before income taxes                          680,911      621,714       560,782

Income taxes                                        206,664      207,138       195,842

Net income                                       $  474,247   $  414,576    $  364,940
                                                   ========     ========       ======= 
 
See accompanying notes.
</TABLE>



<PAGE>

                             IDS LIFE INSURANCE COMPANY
                  CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY
                          Three years ended Dec. 31, 1997
                                    (thousands)
<TABLE>
<CAPTION>


                                            Additional  Net Unrealized
                                 Capital     Paid-In     Gain (Loss) on   Retained
                                  Stock      Capital    on Investments    Earnings     Total

<S>                               <C>         <C>          <C>           <C>         <C>      
Balance, Dec. 31, 1994            3,000       222,000      (275,708)     1,639,399   1,588,691
Net income                           --            --            --        364,940     364,940
Change in net unrealized
gain (loss) on investments           --            --       505,837             --     505,837
Capital contribution from parent     --        56,814            --             --      56,814
Loss on reinsurance transaction
with affiliate                       --            --            --         (4,574)     (4,574)
Cash dividends                       --            --            --       (180,000)   (180,000)

Balance, Dec. 31, 1995            3,000       278,814       230,129      1,819,765   2,331,708
Net income                           --            --            --        414,576     414,576
Change in net unrealized
gain (loss) on investments           --            --      (144,027)            --    (144,027)
Capital contribution from parent     --         4,801            --             --       4,801
Other changes                        --            --            --          2,022       2,022
Cash dividends                       --            --            --       (165,000)   (165,000)

Balance, Dec. 31, 1996           $3,000      $283,615      $ 86,102     $2,071,363  $2,444,080
Net income                           --            --            --        474,247     474,247
Change in net unrealized
gain (loss) on investments           --            --       140,257             --     140,257
Capital contribution from parent     --         7,232            --             --       7,232
Cash dividends                       --            --            --       (200,000)   (200,000)

Balance, Dec. 31, 1997           $3,000      $290,847      $226,359     $2,345,610  $2,865,816
                                  =====       =======       =======      =========    ========

See accompanying notes.
</TABLE>


<PAGE>

                             IDS LIFE INSURANCE COMPANY
                       CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
 
                                                       Years ended Dec. 31,
                                                  1997         1996          1995
                                                             (thousands)
<S>                                            <C>          <C>           <C>      
Cash flows from operating activities:
Net income                                     $ 474,247    $ 414,576     $ 364,940
Adjustments to reconcile net income to
net cash provided by (used in) operating activities:
Policy loan issuance, excluding universal
life-type insurance                              (54,665)     (49,314)      (46,011)
Policy loan repayment, excluding universal
life-type insurance                               46,015       41,179        36,416
Change in amounts recoverable from reinsurers    (47,994)     (43,335)      (34,083)
Change in other accounts receivable                6,194       (4,981)       12,231
Change in accrued investment income              (14,077)       4,695       (30,498)
Change in deferred policy acquisition
costs, net                                      (156,486)    (294,755)     (196,963)
Change in liabilities for future policy
benefits for traditional life,
disability income and
long-term care insurance                         112,915       97,479        85,575
Change in policy claims and other
policyholders' funds                             (15,289)      27,311         6,255
Change in deferred income tax provision (benefit) 19,982      (65,609)      (33,810)
Change in other liabilities                       13,305       46,724        (6,548)
(Accretion of discount)
amortization of premium, net                      (5,649)     (23,032)      (22,528)
Net realized (gain) loss on investments             (860)         159         4,898
Policyholder and contractholder
charges, non-cash                               (160,885)    (154,286)     (140,506)
Other, net                                         7,161      (10,816)        3,849

Net cash provided by (used in) operating
activities                                     $ 223,914    $ (14,005)     $  3,217
</TABLE>
 

<PAGE>

                             IDS LIFE INSURANCE COMPANY
                 CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

<TABLE>
<CAPTION>
 
                                                         Years ended Dec. 31,
                                                  1997             1996          1995
                                                               (thousands)
<S>                                             <C>            <C>          <C>          
Cash flows from investing activities:
Fixed maturities held to maturity:
Purchases                                       $     (1,996)  $  (43,751)  $ (1,007,208)
Maturities, sinking fund payments and calls          686,503      759,248        538,219
 Sales                                               236,761      279,506        332,154
Fixed maturities available for sale:
Purchases                                         (3,160,133)  (2,299,198)    (2,452,181)
Maturities, sinking fund payments and calls        1,206,213    1,270,240        861,545
Sales                                                457,585      238,905        136,825
Other investments, excluding policy loans:
Purchases                                           (524,521)    (904,536)      (823,131)
Sales                                                335,765      236,912        160,521
Change in amounts due from brokers                     2,647      (11,047)         7,933
Change in amounts due to brokers                     119,471      140,369       (105,119)

Net cash used in investing activities               (641,705)    (333,352)    (2,350,442)

Cash flows from financing activities:
Activity related to universal life-type insurance
and investment contracts:
Considerations received                            2,785,758    3,567,586      4,189,525
Surrenders and death benefits                     (3,736,242)  (4,250,294)    (3,141,404)
Interest credited to account balances              1,386,448    1,370,468      1,315,989
Universal life-type insurance policy loans:
Issuance                                             (84,835)     (86,501)       (84,700)
Repayment                                             54,513       58,753         52,188
Capital contribution from parent                       7,232        4,801             --
Dividends paid                                      (200,000)    (165,000)      (180,000)

Net cash provided by financing activities            212,874      499,813      2,151,598

Net (decrease) increase in cash and
cash equivalents                                    (204,917)     152,456       (195,627)

Cash and cash equivalents at
beginning of year                                    224,603       72,147        267,774

Cash and cash equivalents at
end of year                                         $ 19,686    $ 224,603      $  72,147
                                                     =======     ========       ========
See accompanying notes.
</TABLE>
<PAGE>

                         IDS LIFE INSURANCE COMPANY
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                ($ thousands)

1.    Summary of significant accounting policies
      ------------------------------------------

      Nature of business

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

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

      Basis of presentation

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

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

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

      Investments

      Fixed maturities that the Company has both the positive intent and the
      ability to hold to maturity are classified as held to maturity and
      carried at amortized cost.  All other fixed maturities and all
      marketable equity securities are classified as available for sale and
      carried at fair value.  Unrealized gains and losses on securities
      classified as available for sale are reported as a separate component
      of stockholder's equity, net of deferred taxes.


<PAGE>

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

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

      Mortgage loans on real estate are carried at amortized cost less
      reserves for mortgage loan losses.  The estimated fair value of the
      mortgage loans is determined by a discounted cash flow analysis using
      mortgage interest rates currently offered for mortgages of similar
      maturities.

<PAGE>


1.    Summary of significant accounting policies (continued)
      ------------------------------------------

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

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

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

      During 1997, 1996 and 1995, the Company purchased and wrote index
      options to protect against significant declines in fee income as a
      result of a decrease in the market value of its managed assets.  These
      options were marked-to-market through the income statement.

      During 1997, the Company purchased and wrote index options to hedge
      1998 management fee and other income from separate accounts and the
      underlying mutual funds.  These index options are carried at market
      value and are included in other investments.  Gains or losses on these
      instruments are deferred and recognized in management and other fees in
      the same period as the hedged fee income.

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

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

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


<PAGE>

      Supplementary information to the consolidated statements of cash flows
      for the years ended December 31 is summarized as
      follows:
                                           1997           1996      1995
                                           ----           ----      ----
       Cash paid during the year for:
         Income taxes                    $174,472       $317,283  $191,011
         Interest on borrowings             8,213          4,119     5,524


<PAGE>

1.    Summary of significant accounting policies (continued)
      ------------------------------------------

      Recognition of profits on annuity contracts and insurance policies

      Profits on fixed deferred annuities are recognized by the Company over
      the lives of the contracts, using primarily the interest method.
      Profits represent the excess of investment income earned from
      investment of contract considerations over interest credited to
      contract owners and other expenses.

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

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

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

      Deferred policy acquisition costs

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

      Liabilities for future policy benefits

      Liabilities for universal life-type insurance and deferred annuities
      are accumulation values.

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


<PAGE>

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


<PAGE>

1.    Summary of significant accounting policies (continued)
      ------------------------------------------

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

      Claim reserves are calculated based on claim continuance tables and
      anticipated interest earnings.  Anticipated claim continuance rates are
      based on a national survey.  Anticipated interest rates for claim
      reserves for both disability income and long-term care range from 6% to
      8%.

      Reinsurance

      The maximum amount of life insurance risk retained by the Company on
      any one life is $750 of life and waiver of premium benefits plus $50 of
      accidental death benefits.  The maximum amount of disability income
      risk retained by the Company on any one life is $6 of monthly benefit
      for benefit periods longer than three years.  The excesses are
      reinsured with other life insurance companies on a yearly renewable
      term basis.  Graded premium whole life and long-term care policies are
      primarily reinsured on a coinsurance basis.

      Federal income taxes

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

      Included in other liabilities at December 31, 1997 and 1996 are $12,061
      and $33,358, respectively, receivable from American Express Financial
      Corporation for federal income taxes.

      Separate account business

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


<PAGE>

1.    Summary of significant accounting policies (continued)
      ------------------------------------------

      The Company makes contractual mortality assurances to the variable
      annuity contract owners that the net assets of the separate accounts
      will not be affected by future variations in the actual life expectancy
      experience of the annuitants and the beneficiaries from the mortality
      assumptions implicit in the annuity contracts.  The Company makes
      periodic fund transfers to, or withdrawals from, the separate accounts
      for such actuarial adjustments for variable annuities that are in the
      benefit payment period.  For variable life insurance, the Company
      guarantees that the rates at which insurance charges and administrative
      fees are deducted from contract funds will not exceed contractual
      maximums.  The Company also guarantees that the death benefit will
      continue payable at the initial level regardless of investment
      performance so long as minimum premium payments are made.

      Reclassification

      Certain 1996 and 1995 amounts have been reclassified to conform to the
      1997 presentation.

2.    Investments
      -----------

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

      The amortized cost, gross unrealized gains and losses and fair values
      of investments in fixed maturities and equity securities at December
      31, 1997 are as follows:
<TABLE>
<CAPTION>

                                                        Gross      Gross
                                         Amortized   Unrealized  Unrealized      Fair
       Held to maturity                    Cost         Gains      Losses        Value
       ----------------                  ---------   ----------  ----------      -----

<S>                                        <C>          <C>      <C>         <C>       
       U.S. Government agency obligations  $41,932      $ 2,950  $       --  $   44,881
       State and municipal obligations       9,684          568          --      10,252
       Corporate bonds and obligations   7,280,646      415,700       9,322   7,687,024
       Mortgage-backed securities        1,983,188       25,976       7,911   2,001,253
                                         ---------       ------       -----   ---------
                                        $9,315,450     $445,194     $17,233  $9,743,410
                                         =========      =======      ======   =========
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                                                           Gross      Gross
                                            Amortized   Unrealized  Unrealized     Fair
       Available for sale                      Cost        Gains      Losses       Value
       ------------------                   ---------   ----------  ----------     -----

<S>                                       <C>          <C>         <C>             <C>    
       U.S. Government agency obligations $   65,291   $    4,154  $       --      $69,445
       State and municipal obligations        11,045        1,348          --       12,393
       Corporate bonds and obligations     5,308,129      232,761      30,198    5,510,692
       Mortgage-backed securities          7,130,565      160,478       6,879    7,284,164
                                           ---------      -------       -----    ---------
       Total fixed maturities             12,515,030      398,741      37,077   12,876,694
       Equity securities                       3,000          361          --        3,361
                                          ----------      -------      ------   ----------
                                         $12,518,030     $399,102     $37,077  $12,880,055
                                          ==========      =======      ======   ==========
</TABLE>


<PAGE>


2.    Investments (continued)
      -----------

      The amortized cost, gross unrealized gains and losses and fair values
      of investments in fixed maturities and equity securities at December
      31, 1996 are as follows:
<TABLE>
<CAPTION>

                                                                Gross      Gross
                                                 Amortized   Unrealized  Unrealized      Fair
       Held to maturity                            Cost         Gains      Losses        Value 
       ----------------                          ---------   ----------  ----------      ------ 

<S>                                            <C>             <C>        <C>        <C>       
       U.S. Government agency obligations      $   44,002      $    933   $  1,276   $   43,659
       State and municipal obligations              9,685           412         --       10,097
       Corporate bonds and obligations          8,057,997       356,687     47,639    8,367,045
       Mortgage-backed securities               2,124,695        21,577     45,423    2,100,849
                                               ----------       -------     ------   ----------
                                              $10,236,379      $379,609    $94,338  $10,521,650
                                               ==========       =======     ======   ==========
</TABLE>

<TABLE>
<CAPTION>

                                                                Gross      Gross
                                                 Amortized   Unrealized  Unrealized     Fair
       Available for sale                           Cost        Gains       Losses     Value
       ------------------                           ----        -----       ------     -----

<S>                                            <C>             <C>        <C>        <C>       
       U.S. Government agency obligations      $   77,944      $  2,607   $     96   $   80,455
       State and municipal obligations             11,032        1,336          --       12,368
       Corporate bonds and obligations          3,701,604      122,559      24,788    3,799,375
       Mortgage-backed securities               7,218,042      104,808      68,203    7,254,647
                                                ---------      -------      ------    ---------
       Total fixed maturities                  11,008,622      231,310      93,087   11,146,845
       Equity securities                            3,000          308          --        3,308
                                               ----------      -------      ------   ----------
                                              $11,011,622     $231,618     $93,087  $11,150,153
                                               ==========      =======      ======   ==========
</TABLE>


      The amortized cost and fair value of investments in fixed maturities at
      December 31, 1997 by contractual maturity are shown below.  Expected
      maturities will differ from contractual maturities because borrowers
      may have the right to call or prepay obligations with or without call
      or prepayment penalties.

<PAGE>

                                        Amortized         Fair
       Held to maturity                   Cost           Value
       ----------------                 ---------      --------

       Due in one year or less        $   356,597      $360,956
       Due from one to five years       1,536,239     1,619,875
       Due from five to ten years       4,337,547     4,577,552
       Due in more than ten years       1,101,879     1,183,774
       Mortgage-backed securities       1,983,188     2,001,253
                                        ---------     ---------
                                       $9,315,450    $9,743,410
                                        =========     =========

                                        Amortized        Fair
       Available for sale                 Cost           Value
                                        ---------        -----

       Due in one year or less          $ 162,663    $  164,012
       Due from one to five years         633,339       679,561
       Due from five to ten years       2,418,162     2,517,098
       Due in more than ten years       2,170,301     2,231,859
       Mortgage-backed securities       7,130,565     7,284,164
                                       ----------    ----------
                                      $12,515,030   $12,876,694
                                       ==========    ==========
<PAGE>


2.    Investments (continued)
      -----------

      During the years ended December 31, 1997, 1996 and 1995, fixed
      maturities classified as held to maturity were sold with amortized cost
      of $229,848, $277,527 and $333,508, respectively.  Net gains and losses
      on these sales were not significant.  The sale of these fixed
      maturities was due to significant deterioration in the issuers' credit
      worthiness.

      Fixed maturities available for sale were sold during 1997 with proceeds
      of $457,585 and gross realized gains and losses of $6,639 and $7,518,
      respectively.  Fixed maturities available for sale were sold during
      1996 with proceeds of $238,905 and gross realized gains and losses of
      $571 and $16,084, respectively. Fixed maturities available for sale
      were sold during 1995 with proceeds of $136,825 and gross realized
      gains and losses of $nil and $5,781, respectively.

      At December 31, 1997, bonds carried at $14,351 were on deposit with
      various states as required by law.

      At December 31, 1997, investments in fixed maturities comprised 83
      percent of the Company's total invested assets.  These securities are
      rated by Moody's and Standard & Poor's (S&P), except for securities
      carried at approximately $2.7 billion which are rated by American
      Express Financial Corporation internal analysts using criteria similar
      to Moody's and S&P.  A summary of investments in fixed maturities, at
      amortized cost, by rating on December 31 is as follows:
 
          Rating                   1997            1996
       ---------                 ---------      ---------
       Aaa/AAA                $ 9,195,619     $ 9,460,134
       Aaa/AA                          --           2,870
       Aa/AA                      232,451         241,914
       Aa/A                       246,792         192,631
       A/A                      2,787,936       2,949,895
       A/BBB                    1,200,345       1,034,661
       Baa/BBB                  5,226,616       4,531,515
       Baa/BB                     475,084         768,285
       Below investment grade   2,465,637       2,063,096
                                ---------       ---------
                              $21,830,480     $21,245,001
                               ==========      ==========

      At December 31, 1997, 95 percent of the securities rated Aaa/AAA are
      GNMA, FNMA and FHLMC mortgage-backed securities.  No holdings of any
      other issuer are greater than one percent of the Company's  total
      investments in fixed maturities.

      At December 31, 1997, approximately 14 percent of the Company's
      invested assets were mortgage loans on real estate.  Summaries of
      mortgage loans by region of the United States and by type of real
      estate are as follows:


<PAGE>

                                 December 31, 1997          December 31, 1996
                              ------------------------   -----------------------
                              On Balance   Commitments   On Balance  Commitments
           Region               Sheet      to Purchase     Sheet     to Purchase
       -------------          ----------   ------------  ----------  -----------
       East North Central   $  748,372     $  32,462    $  777,960     $  19,358
       West North Central      456,934        14,340       389,285        29,620
       South Atlantic          922,172        14,619       891,852        35,007
       Middle Atlantic         545,601        15,507       553,869        17,959
       New England             316,250         2,136       310,177        14,042
       Pacific                 184,917         3,204       190,770         4,997
       West South Central      125,227            --       105,173        11,246
       East South Central       60,274            --        75,176            --
       Mountain                297,545        28,717       236,597        11,401
                             ---------       -------     ---------       -------
                             3,657,292       110,985     3,530,859       143,630
       Less allowance for
       losses                   38,645            --        37,495            --
                             ---------       -------     ---------       -------
                            $3,618,647      $110,985    $3,493,364      $143,630
                             =========       =======     =========       =======

<PAGE>


2.    Investments (continued)
      -----------

                                 December 31, 1997          December 31, 1996
                            ------------------------   -------------------------
                            On Balance   Commitments   On Balance    Commitments
         Property type         Sheet     to Purchase      Sheet      to Purchase
       ---------------      ----------   -----------   ----------    -----------
       Department/retail    
       stores              $1,189,203      $  27,314    $1,154,179     $  68,032
       Apartments           1,089,127         16,576     1,119,352        23,246
       Office buildings       716,729         34,546       611,395        27,653
       Industrial buildings   295,889         21,200       296,944         6,716
       Hotels/motels          101,052             --        97,870         6,257
       Medical buildings       99,979          9,748        67,178         8,289
       Nursing/retirement
       homes                   72,359             --        88,226         1,877
       Mixed Use               71,007             --        73,120            --
       Other                   21,947          1,601        22,595         1,560
                            ---------        -------     ---------        ------
                            3,657,292        110,985     3,530,859       143,630
       Less allowance for
       losses                  38,645             --        37,495            --
                             ---------       -------     ---------       -------
                           $3,618,647       $110,985    $3,493,364      $143,630
                            =========        =======     =========       =======

      Mortgage loan fundings are restricted by state insurance regulatory
      authorities to 80 percent or less of the market value of the real
      estate at the time of origination of the loan.  The Company holds the
      mortgage document, which gives it the right to take possession of the
      property if the borrower fails to perform according to the terms of the
      agreement.  The fair value of the mortgage loans is determined by a
      discounted cash flow analysis using mortgage interest rates currently
      offered for mortgages of similar maturities.  Commitments to purchase
      mortgages are made in the ordinary course of business.  The fair value
      of the mortgage commitments is $nil.

      At December 31, 1997 and 1996, the Company's recorded investment in
      impaired loans was $45,714 and $79,441, respectively, with allowances
      of $9,812 and $16,162, respectively.  During 1997 and 1996, the average
      recorded investment in impaired loans was $61,870 and $74,338,
      respectively.

      The Company recognized $2,981, $4,889 and $5,014 of interest income
      related to impaired loans for the years ended December 31, 1997, 1996
      and 1995 respectively.


<PAGE>

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

                                          1997          1996        1995 
                                         ------        ------      ------ 
       Balance, January 1               $37,495       $37,340     $35,252
       Provision for investment losses    8,801        10,005      15,900
       Loan payoffs                      (3,851)       (4,700)    (11,900)
       Foreclosures                      (3,800)       (5,150)     (1,350)
       Other                                 --            --        (562)
                                         ------        ------      -------

       Balance, December 31             $38,645       $37,495     $37,340
                                         ======        ======      ======

      At December 31, 1997, the Company had commitments to purchase
      investments other than mortgage loans for $234,485.  Commitments to
      purchase investments are made in the ordinary course of business.  The
      fair value of these commitments is $nil.


<PAGE>

2.    Investments (continued)
      -----------

      Net investment income for the years ended December 31 is summarized as
      follows:

                                            1997           1996         1995
                                          ---------      ---------    ---------
       Interest on fixed maturities      $1,692,481     $1,666,929   $1,656,136
       Interest on mortgage loans           305,742        283,830      232,827
       Other investment income               25,089         43,283       35,936
       Interest on cash equivalents           5,914          5,754        5,363
                                          ---------      ---------    ---------
                                          2,029,226      1,999,796    1,930,262
       Less investment expenses              40,837         34,434       22,953
                                          ---------      ---------    ---------
                                         $1,988,389     $1,965,362   $1,907,309
                                          =========      =========    =========

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

                                     1997         1996         1995
                                    ------        -----        -----
       Fixed maturities           $ 16,115      $ 8,736     $  9,973
       Mortgage loans               (6,424)      (8,745)     (13,259)
       Other investments            (8,831)        (150)      (1,612)
                                   -------        -----      -------
                                  $    860      $  (159)    $ (4,898)
                                   =======        ======       ======

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

                                      1997           1996         1995 
                                     -------        -------      ------- 
       Fixed maturities available
         for sale                   $223,441      $(231,853)    $811,649
       Equity securities                  53            (52)       3,118

3.    Income taxes
      ------------

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

      The income tax expense consists of the following:

                                    1997           1996         1995
       Federal income taxes:
       Current                    $176,879       $260,357     $218,040
       Deferred                     19,982        (65,609)     (33,810)
                                   -------        --------     -------
                                   196,861        194,748      184,230
       State income taxes-current    9,803         12,390       11,612
                                   -------        -------      -------
       Income tax expense         $206,664       $207,138     $195,842
                                   =======        =======      =======


<PAGE>

3.    Income taxes (continued)
      ------------

      Increases (decreases) to the federal tax provision applicable to pretax
      income based on the statutory rate are attributable to:
<TABLE>
<CAPTION>

                                     1997               1996               1995
                               ----------------    ---------------   ---------------
                               Provision   Rate    Provision  Rate   Provision  Rate
                               ---------   ----    ---------  ----   ---------  ----
<S>                             <C>        <C>      <C>       <C>     <C>       <C>  
      Federal income
        taxes based on
        the statutory rate      $238,319   35.0%    $217,600  35.0%   $196,274  35.0%
      Increases (decreases)
      are attributable to:
      Tax-excluded interest
        and dividend income      (10,294)  (1.5)      (9,636) (1.5)     (8,524) (1.5)
      State Taxes, net of federal
         benefit                   6,372    0.9        8,053   1.3       7,548   1.3
      Low income housing
        credits                  (20,705)  (3.0)      (5,090) (0.8)       (861) (0.2)
      Other, net                  (7,028)  (1.0)      (3,789) (0.7)      1,405   0.3
                                 -------   -----     -------  ----     -------  ----
      Federal income taxes      $206,664   30.4%    $207,138  33.3%   $195,842  34.9%
                                 =======   ====      =======  ====     =======  ====
</TABLE>

      A portion of life insurance company income earned prior to 1984 was not
      subject to current taxation but was accumulated, for tax purposes, in a
      policyholders' surplus account.  At December 31, 1997, the Company had
      a policyholders' surplus account balance of $20,114.  The
      policyholders' surplus account is only taxable if dividends to the
      stockholder exceed the stockholder's surplus account or if the Company
      is liquidated.  Deferred income taxes of $7,040 have not been
      established because no distributions of such amounts are contemplated.

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

                                                  1997          1996
                                                  ----          ----
       Deferred tax assets:
       Policy reserves                          $748,204      $724,412
       Life insurance guarantee
          fund assessment reserve                 20,101        29,854
       Other                                       9,589         2,763
                                                 -------       -------
       Total deferred tax assets                 777,894       757,029
                                                 -------       -------


<PAGE>

       Deferred tax
       liabilities:
       Deferred policy acquisition costs        700,032      665,685
       Unrealized gain on investments           121,885       48,486
       Investments, other                        17,559        8,935
                                                -------      -------
       Total deferred tax liabilities           839,476      723,106
                                                -------      -------
       Net deferred tax (liabilities) assets   $(61,582)    $ 33,923
                                                 ======       ======

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


<PAGE>

4.    Stockholder's equity
      --------------------

      Retained earnings available for distribution as dividends to the parent
      are limited to the Company's surplus as determined in accordance with
      accounting practices prescribed by state insurance regulatory
      authorities.  Statutory unassigned surplus aggregated $1,468,677 as of
      December 31, 1997 and $1,261,592 as of December 31, 1996 (see Note 3
      with respect to the income tax effect of certain distributions).  In
      addition, any dividend distributions in 1998 in excess of approximately
      $331,480 would require approval of the Department of Commerce of the
      State of Minnesota.

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

                                           1997          1996          1995
                                        ----------    ----------    ----------
       Statutory net income             $  379,615    $  365,585    $  326,799
       Statutory capital and surplus     1,765,290     1,565,082     1,398,649
       surplus

5.    Related party transactions
      --------------------------

      The Company loans funds to American Express Financial Corporation under
      a collateral loan agreement.  The balance of the loan was $nil and
      $11,800 at December 31, 1997 and 1996, respectively.  This loan can be
      increased to a maximum of $75,000 and pays interest at a rate equal to
      the preceding month's effective new money rate for the Company's
      permanent investments.  Interest income on related party loans totaled
      $103, $780 and $1,371 in 1997, 1996 and 1995, respectively.

      The Company purchased a five year secured note from an affiliated
      company which was redeemed in 1996.  The interest rate on the note was
      8.42 percent.  Interest income on the above note totaled $1,637 and
      $1,937 in 1996 and 1995, respectively.
 
      The Company participates in the American Express Company Retirement
      Plan which covers all permanent employees age 21 and over who have met
      certain employment requirements.  Employer contributions to the plan
      are based on participants' age, years of service and total compensation
      for the year.  Funding of retirement costs for this plan complies with
      the applicable minimum funding requirements specified by ERISA.  The
      Company's share of the total net periodic pension cost was $201, $174
      and $155 in 1997, 1996 and 1995, respectively.

      The Company also participates in defined contribution pension plans of
      American Express Company which cover all employees who have met certain
      employment requirements.  Company contributions to the plans are a
      percent of either each employee's eligible compensation or basic
      contributions.  Costs of these plans charged to operations in 1997,
      1996 and 1995 were $1,245, $990 and $815, respectively.


<PAGE>

      The Company participates in defined benefit health care plans of AEFC
      that provide health care and life insurance benefits to retired
      employees and retired financial advisors.  The plans include
      participant contributions and service related eligibility
      requirements.  Upon retirement, such employees are considered to have
      been employees of AEFC.  AEFC expenses these benefits and allocates the
      expenses to its subsidiaries.  Accordingly, costs of such benefits to
      the Company are included in employee compensation and benefits and
      cannot be identified on a separate company basis.


<PAGE>

5.    Related party transactions (continued)
      --------------------------

      Charges by AEFC for use of joint facilities, marketing services and
      other services aggregated $414,155, $397,362 and $377,139 for 1997,
      1996 and 1995, respectively.  Certain of these costs are included in
      deferred policy acquisition costs.  In addition, the Company rents its
      home office space from AEFC on an annual renewable basis.

6.    Commitments and contingencies
      -----------------------------

      At December 31, 1997 and 1996, traditional life insurance and universal
      life-type insurance in force aggregated $74,730,720 and $67,274,354,
      respectively, of which $4,351,904 and $3,875,921 were reinsured at the
      respective year ends.  The Company also reinsures a portion of the
      risks assumed under disability income and long-term care policies.
      Under all reinsurance agreements, premiums ceded to reinsurers amounted
      to $60,495, $48,250 and $39,399 and reinsurance recovered from
      reinsurers amounted to $19,042, $15,612, and $14,088 for the years
      ended December 31, 1997, 1996 and 1995, respectively.  Reinsurance
      contracts do not relieve the Company from its primary obligation to
      policyholders.

      A number of lawsuits have been filed against life and health insurers
      in jurisdictions in which the Company and its subsidiaries do business
      involving insurers' sales practices, alleged agent misconduct, failure
      to properly supervise agents, and other matters.  In December 1996, an
      action of this type was brought against the Company and its parent,
      AEFC.  A second action was filed in March, 1997.  The plaintiffs
      purport to represent a class consisting of all persons who replaced
      existing Company policies with new Company policies from and after
      January 1, 1985.  The complaint puts at issue various alleged sales
      practices and misrepresentations, alleged breaches of fiduciary duties
      and alleged violations of consumer fraud statutes.  Plaintiffs seek
      damages in an unspecified amount and seek to establish a claims
      resolution facility for the determination of individual issues.  The
      Company and its parent believe they have meritorious defenses to the
      claims raised in the lawsuit.  The outcome of any litigation cannot be
      predicted with certainty.  In the opinion of management, however,  the
      ultimate resolution of the above lawsuit and others filed against the
      Company should not have a material adverse effect on the Company's
      consolidated financial position.

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

7.    Lines of credit
      ---------------

      The Company has an available line of credit with its parent aggregating
      $100,000.  The rate for the line of credit is the parent's cost of
      funds, ranging from 20 to 45 basis points over the established index.
      Borrowings outstanding under this agreement were $nil at
      December 31, 1997 and 1996.


<PAGE>

8.    Derivative financial instruments
      --------------------------------

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


<PAGE>

8.    Derivative financial instruments (continued)
      --------------------------------

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

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

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

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

      The  Company's holdings of derivative financial instruments are as
      follows:

                                 Notional     Carrying      Fair    Total Credit
       December 31, 1997          Amount       Amount       Value     Exposure
       -----------------         --------     --------      -----   ------------
       Assets:
         Interest rate caps   $ 4,600,000    $ 24,963    $ 15,665    $ 15,665
         Interest rate floors   1,000,000       1,561       4,551       4,551
         Put index options        221,984      11,120      11,120      11,120
       Liabilities:
         Call index options       221,984      (8,273)     (8,273)         --
       Off balance sheet:
         Interest rate swaps    1,267,000          --     (45,799)         --
                                ---------      ------      ------      ------
                                              $29,371    $(22,736)    $31,336
                                               ======      ======      ======

                                 Notional      Carrying     Fair    Total Credit
       December 31, 1996          Amount        Amount      Value     Exposure
       Assets:
         Interest rate caps    $4,000,000   $ 16,227      $  7,439   $  7,439
         Interest rate floors   1,000,000      2,041         4,341      4,341
       Off balance sheet:
         Interest rate swaps    1,000,000         --       (24,715)        --
                                ---------     ------       --------    ------
                                             $18,268      $(12,935)   $11,780
                                              ======        ======     ======


<PAGE>

      The fair values of derivative financial instruments are based on market
      values, dealer quotes or pricing models.  The interest rate caps and
      floors expire on various dates from 1998 to 2003.  The interest rate
      swaps expire on various dates from 2000 to 2003.  All put and call
      options expire in 1998.

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


<PAGE>

8.    Derivative financial instruments (continued)
      --------------------------------

      Index options are used to manage the equity market risk related to the
      fee income that the Company receives from its separate accounts and the
      underlying mutual funds.  The amount of the fee income received is
      based upon the daily market value of the separate account and mutual
      fund assets.  As a result, the Company's fee income could be impacted
      significantly by changing economic conditions in the equity market.
      The Company entered into index option collars (combination of puts and
      calls) to hedge anticipated fee income for 1998 related to separate
      accounts and mutual funds which invest in equity securities. Testing
      has demonstrated the impact of these instruments on the income
      statement closely correlates with the amount of fee income the Company
      realizes.  In the event that testing demonstrates that this correlation
      no longer exists, or in the event the Company disposes of the index
      options collars, the instruments will be marked-to-market through the
      income statement.  At December 31, 1997, deferred gains on purchased
      put index options were $11,120 and deferred losses on written call
      index options were $8,273.

9.    Fair values of financial instruments
      ------------------------------------

      The Company discloses fair value information for most on- and
      off-balance sheet financial instruments for which it is practicable to
      estimate that value.  Fair values of life insurance obligations and all
      non-financial instruments, such as deferred acquisition costs are
      excluded.  Off-balance sheet intangible assets, such as the value of
      the field force, are also excluded.  Management believes the value of
      excluded assets and liabilities is significant.  The fair value of the
      Company, therefore, cannot be estimated by aggregating the amounts
      presented.
<TABLE>
<CAPTION>

                                                 1997                         1996
                                         ------------------          ---------------------
                                         Carrying      Fair          Carrying        Fair
       Financial Assets                   Amount       Value          Amount         Value
       ----------------                  --------     ------         -------         -----
<S>                                    <C>          <C>            <C>          <C>        
       Investments:
         Fixed maturities (Note 2):
           Held to maturity            $9,315,450   $9,743,410     $10,236,379  $10,521,650
           Available for sale          12,876,694   12,876,694      11,146,845   11,146,845
         Mortgage loans on
           real estate (Note 2)         3,618,647    3,808,570       3,493,364    3,606,077
         Other:
           Equity securities (Note 2)       3,361        3,361           3,308        3,308
           Derivative financial
             instruments (Note 8)          37,644       31,336          18,268       11,780
           Other                           82,347       85,383          63,993       66,242
       Cash and
         cash equivalents (Note 1)         19,686       19,686         224,603      224,603
       Separate account assets
         (Note 1)                      23,214,504   23,214,504      18,535,160   18,535,160


<PAGE>

       Financial Liabilities
         Future policy benefits
           for fixed annuities         20,731,052   19,882,302      20,641,986   19,721,968
           Derivative financial
             instruments (Note 8)          (8,273)     (54,072)             --      (24,715)
         Separate account liabilities  21,488,282   20,707,620      17,358,087   16,688,519
</TABLE>



<PAGE>

9.    Fair values of financial instruments (continued)
      ------------------------------------

      At December 31, 1997 and 1996, the carrying amount and fair value of
      future policy benefits for fixed annuities exclude life
      insurance-related contracts carried at $1,185,155 and $1,112,155,
      respectively, and policy loans of $93,540 and $83,867, respectively.
      The fair value of these benefits is based on the status of the
      annuities at December 31, 1997 and 1996.  The fair value of deferred
      annuities is estimated as the carrying amount less any applicable
      surrender charges and related loans.  The fair value for annuities in
      non-life contingent payout status is estimated as the present value of
      projected benefit payments at rates appropriate for contracts issued in
      1997 and 1996.

      At December 31, 1997 and 1996, the fair value of liabilities related to
      separate accounts is estimated as the carrying amount less any
      applicable surrender charges and less variable insurance contracts
      carried at $1,726,222 and $1,177,073, respectively.

10.   Segment information
      -------------------

      The Company's operations consist of two business segments; first,
      individual and group life insurance, disability income and long-term
      care insurance, and second, annuity products designed for individuals,
      pension plans, small businesses and employer-sponsored groups.  The
      consolidated condensed statements of income for the years ended
      December 31, 1997, 1996 and 1995 and total assets at December 31, 1997,
      1996 and 1995 by segment are summarized as follows:

<TABLE>
<CAPTION>

                                               1997           1996            1995
<S>                                       <C>            <C>             <C>        
       Net investment income:
       Life, disability income
         and long-term care insurance     $   269,874    $   262,998     $   256,242
       Annuities                            1,718,515      1,702,364       1,651,067
                                            ---------      ---------       ---------
                                          $ 1,988,389    $ 1,965,362     $ 1,907,309
                                            =========      =========       =========
       Premiums, charges and fees:
       Life, disability income
         and long-term care insurance     $   514,838    $   448,389     $   384,008
       Annuities                              374,274        308,873         249,557
                                              -------        -------         -------
                                          $   889,112    $   757,262     $   633,565
                                              =======        =======         =======
       Income before income taxes:
       Life, disability income
         and long-term care insurance     $   178,717    $   161,115     $   125,402
       Annuities                              501,334        460,758         440,278
       Net gain (loss) on investments             860           (159)         (4,898)
                                              -------        -------         -------
                                          $   680,911    $   621,714     $   560,782
                                              =======        =======         =======

<PAGE>

       Total assets:
       Life, disability income
         and long-term care insurance     $ 8,193,796    $ 7,028,906     $ 6,195,870
       Annuities                           44,780,328     40,277,075      36,704,208
                                           ----------     ----------      ----------
                                          $52,974,124    $47,305,981     $42,900,078
                                           ==========     ==========      ==========
</TABLE>


<PAGE>

      Allocations of net investment income and certain general expenses are
      based on various assumptions and estimates.

      Assets are not individually identifiable by segment and have been
      allocated principally based on the amount of future policy benefits by
      segment.

      Capital expenditures and depreciation expense are not material, and
      consequently, are not reported.

11.   Year 2000 Issue (unaudited)
      ---------------

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

      A comprehensive review of AEFC's computer systems and business
      processes, including those specific to the Company, has been conducted to
      identify the major systems that could be affected by the Year 2000
      issue.  Steps are being taken to resolve any potential problems including
      modification to existing software and the purchase of new software.  These
      measures are scheduled to be completed and tested on a timely basis.
      AEFC's goal is to complete internal remediation and testing of each
      system by the end of 1998 and to continue compliance efforts through
      1999.

      AEFC is evaluating the Year 2000 readiness of advisors and other third
      parties whose system failures could have an impact on the Company's
      operations.  The potential materiality of any such impact is not known at
      this time.

 

<PAGE>

(Back cover)

Smith Barney LifeVestSM
certain investments are spnsored by:
Smith Barney and subsidiaries

Smith Barney LifeVestSM
is underwritten, issued, managed and serviced by:
IDS Life Insurance Company

_______________________________________________________________________________



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission