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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
Post-Effective Amendment No.
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 1 (File No. 811-7195) X
AMERICAN ENTERPRISE VARIABLE
ANNUITY ACCOUNT
___________________________________________________________________
(Exact Name of Registrant)
American Enterprise Life Insurance Company
___________________________________________________________________
(Name of Depositor)
80 South 8th Street, P.O. Box 534, Minneapolis, MN 55440-0534
(Address of Depositor's Principal Executive Offices) (Zip Code)
Depositor's Telephone Number, including Area Code (612) 671-3678
Mary Ellyn Minenko, IDS Tower 10, Minneapolis, MN 55440-0010
(Name and Address of Agent for Service)
Approximate Date of Proposed Public Offering
It is proposed that this filing will become effective: As soon as
practicable.
DECLARATION REQUIRED BY RULE 24f-2(a)(1)
An indefinite number of shares of securities of the Registrant is
being registered by this Registration Statement.
The Registrant hereby amends the Registration Statement under the
Securities Act of 1933 on such date or dates as may be necessary to
delay its effective date until the Registrant shall file a further
amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with
Section 8(a) of the Securities Act of 1933 or until the
Registration Statement shall become effective on such date as the
Commission acting pursuant to Section 8(a) may determine.
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CROSS REFERENCE SHEET
<TABLE><CAPTION>
Cross reference sheet showing location in the prospectus and Statement of Additional
Information of the information called for by the items enumerated in Part A and B of
Form N-4.
Negative answers omitted from prospectus and Statement of Additional Information are
so indicated.
PART A PART B
<C> <C> <C> <C>
Section in
Section Statement of
Item No. in Prospectus Item No. Additional Information
1 Cover page 15 Cover page
2 Key terms 16 Table of contents
3(a) Expense summary 17(a) NA
(b) In brief (b) NA
(c) About American Enterprise Life*
4(a) Condensed financial
information 18(a) NA
(b) Performance information (b) NA
(c) Financial statements (c) Independent auditors
(d) NA
5(a) About American (e) NA
Enterprise Life (f) NA
(b) The variable account
(c) The funds 19(a) Making the most of your annuity*
(d) Cover page and the funds (b) NA
(e) Voting rights
(f) NA 20(a) Principal underwriter
(b) Principal underwriter
6(a) Charges (c) NA
(b) Expense summary (d) NA
(c) Other information on (d) NA
charges
(d) Distribution of 21(a) Performance information
contracts (b) Performance information
(e) NA
(f) NA 22 Calculating Annuity Payouts
7(a) Buying your annuity; 23(a) NA
Benefits in case of (b) NA
death; The annuity
payout period
(b) The variable account;
Transferring money between
accounts; Transfer policies
(c) The funds; Other information
on charges
(d) The funds
8(a) The annuity payout period
(b) Setting the retirement date
(c) Annuity payout plans
(d) The annuity payout period
(e) Annuity payout plans
(f) Death after annuity payouts
begin
9(a) Benefits in case of death
(b) Benefits in case of death
10(a) Buying your annuity;
Valuing your investment
(b) Valuing your investment
(c) Valuing your investment
(d) About American Enterprise
Life
11(a) Withdrawals from your contract
(b) NA
(c) Receiving payment when you
request a withdrawal
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(d) If installment payments
(e) Ten-day free look
12(a) Taxes
(b) Key terms
(c) NA
13 NA
14 Table of contents of the
Statement of Additional Information
*Designates section in the prospectus, which is hereby incorporated by reference
in this Statement of Additional Information.
</TABLE>
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AEL Bank Variable AnnuitySM
April ___, 1997
Variable Annuity Prospectus
The AEL Bank Variable AnnuitySM is a flexible premium variable
annuity contract offered by American Enterprise Life Insurance
Company (American Enterprise Life) a subsidiary of IDS Life
Insurance Company (IDS Life), which is a subsidiary of American
Express Financial Corporation. Purchase payments may be allocated
among different accounts, providing variable and/or fixed returns
and payouts. The annuity is available for individual retirement
accounts (IRAs), simplified employee pension plans (SEPs), and
nonqualified retirement plans.
American Enterprise Variable Annuity Account
Sold by: American Enterprise Life Insurance Company.
Administrative Office: 80 South Eighth Street, P.O. Box 534,
Minneapolis, MN 55440-0534. Telephone: 612-671-7700.
THIS PROSPECTUS CONTAINS THE INFORMATION ABOUT THE VARIABLE ACCOUNT
THAT YOU SHOULD KNOW BEFORE INVESTING. Refer to "The variable
account" in this prospectus.
THE PROSPECTUS IS ACCOMPANIED OR PRECEDED BY THE FOLLOWING
PROSPECTUSES: THE RETIREMENT ANNUITY MUTUAL FUND PROSPECTUS
(DESCRIBING IDS LIFE AGGRESSIVE GROWTH FUND, IDS LIFE CAPITAL
RESOURCE FUND, IDS LIFE MANAGED FUND, IDS LIFE SPECIAL INCOME FUND,
AND IDS LIFE MONEYSHARE FUND), AND THE PUTNAM VARIABLE TRUST,
(DESCRIBING PUTNAM VT DIVERSIFIED INCOME FUND, PUTNAM VT GROWTH AND
INCOME FUND, PUTNAM VT VOYAGER FUND, PUTNAM VT GLOBAL GROWTH FUND,
AND PUTNAM VT NEW OPPORTUNITIES FUND). PLEASE KEEP THESE
PROSPECTUSES FOR FUTURE REFERENCE.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION, OR ANY STATE SECURITIES
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF
THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
AMERICAN ENTERPRISE LIFE IS NOT A FINANCIAL INSTITUTION, AND THE
SECURITIES IT OFFERS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY ANY FINANCIAL INSTITUTION NOR ARE THEY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD OR ANY OTHER AGENCY. INVESTMENTS IN THE ANNUITY
INVOLVE INVESTMENT RISK INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
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A Statement of Additional Information (SAI) dated _________, 1997,
(incorporated by reference into this prospectus) has been filed
with the Securities and Exchange Commission (SEC), and is available
without charge by contacting American Enterprise Life at the
telephone number above or by completing and sending the order form
on the last page of this prospectus. The table of contents of the
SAI is on the last page of this prospectus.
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Table of contents
Key terms.....................................................
The AEL Bank Variable AnnuitySM in brief.....................
Expense summary...............................................
Performance information.......................................
The variable account..........................................
The funds.....................................................
IDS Life Aggressive Growth Fund..........................
IDS Life Capital Resource Fund...........................
IDS Life Managed Fund....................................
IDS Life Special Income Fund.............................
IDS Life Moneyshare Fund.................................
Putnam VT Diversified Income Fund........................
Putnam VT Growth and Income Fund.........................
Putnam VT Voyager Fund...................................
Putnam VT Global Growth Fund.............................
Putnam VT New Opportunities Fund.........................
The fixed account.............................................
Buying your annuity...........................................
The retirement date......................................
Beneficiary..............................................
How to make payments.....................................
Charges.......................................................
Contract administrative charge...........................
Variable account administrative charge...................
Mortality and expense risk fee...........................
Withdrawal charge........................................
Waiver of withdrawal charges.............................
Premium taxes............................................
Valuing your investment.......................................
Number of units..........................................
Accumulation unit value..................................
Net investment factor....................................
Factors that affect variable subaccount
accumulation units...................................
Making the most of your annuity...............................
Automated dollar-cost averaging..........................
Transferring money between subaccounts...................
Transfer policies........................................
Two ways to request a transfer or a withdrawal...........
Withdrawals from your contract................................
Withdrawal policies......................................
Receiving payment when you request a withdrawal..........
Changing ownership............................................
Benefits in case of death.....................................
The annuity payout period.....................................
Annuity payout plans.....................................
Death after annuity payouts begin........................
Taxes.........................................................
Voting rights.................................................<PAGE>
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Substitution of investments...................................
Distribution of the contracts.................................
About American Enterprise Life................................
Material Legal Proceedings....................................
Regular and special reports...................................
Services................................................
Table of contents of the Statement of Additional
Information.............................................
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Key terms
These terms can help you understand details about your annuity.
Annuity - A contract purchased from an insurance company that
offers tax-deferred growth of the contract owner's investment until
earnings are withdrawn, and that can be tailored to meet the
specific needs of the individual during retirement.
Accumulation unit - A measure of the value of each variable
subaccount before annuity payouts begin.
Annuitant - The person on whose life or life expectancy the annuity
payouts are based.
Annuity payouts - An amount paid at regular intervals under one of
several plans available to the owner and/or any other payee. This
amount may be paid on a variable or fixed basis.
Annuity unit - A measure of the value of each variable subaccount
used to calculate the annuity payouts you receive.
Beneficiary - The person designated to receive annuity benefits in
case of the owner's or annuitant's death.
Close of business - When the New York Stock Exchange (NYSE) closes,
normally 3 p.m. Central time.
Code - Internal Revenue Code of 1986, as amended.
Contract value - The total value of your annuity before any
applicable withdrawal charge and any contract administrative charge
have been deducted.
Contract year - A period of 12 months, starting on the effective
date of your contract and on each anniversary of the effective
date.
Fixed account - An account to which you may allocate purchase
payments. Amounts allocated to this account earn interest at rates
that are declared periodically by American Enterprise Life.
Mutual funds (funds) - Ten mutual funds or portfolios, each with a
different investment objective. (See "The funds.") You may
allocate your purchase payments into variable subaccounts investing
in shares of any or all of these funds.
Owner (you, your) - The person who controls the annuity (decides on
investment allocations, transfers, payout options, etc.). Usually,
but not always, the owner is also the annuitant. The owner is
responsible for taxes, regardless of whether he or she receives the
annuity's benefits.
Purchase payments - Payments made to American Enterprise Life for
an annuity.
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Qualified annuity - An annuity purchased for a retirement plan
thats subject to applicable federal law and any rules of the plan
itself. These plans include:
o Individual Retirement Annuities (IRAs)
o Simplified Employee Pension Plans (SEPs)
All other annuities are considered nonqualified annuities.
Retirement date - The date when annuity payouts are scheduled to
begin. This date is first established when you start your
contract. You can change it in the future.
Systematic Investment Plan - A payment method you set up with your
bank to automatically make monthly investments to your annuity from
your bank account (SIP).
Withdrawal charge - A deferred sales charge that may be applied if
you make a withdrawal from your annuity before the retirement date.
Withdrawal value - The amount you are entitled to receive if you
fully withdraw your annuity. It is the contract value minus any
applicable withdrawal charge and contract administrative charge.
Valuation date - Any normal business day, Monday through Friday,
that the NYSE is open. The value of each variable subaccount is
calculated at the close of business on each valuation date.
Variable account - Consists of separate subaccounts to which you
may allocate purchase payments; each invests in shares of one
mutual fund. (See "The variable account.") The value of your
investment in each variable subaccount changes with the performance
of the particular fund.
Variable annuity - An insurance contract in which payouts to the
owner vary depending on the performance of the subaccounts. In a
variable annuity, payouts may increase or decrease.
The AEL Bank Variable AnnuitySM in brief
Purpose: The AEL Bank Variable AnnuitySM is designed to allow you
to build up funds for retirement. You do this by making one or
more investments (purchase payments) that may earn returns that
increase the value of the annuity. Beginning at a specified future
date (the retirement date), the annuity provides lifetime or other
forms of payouts to you or to anyone you designate.
Ten-day free look: You may return your annuity to your agent or
our Minneapolis administrative office within 10 days after it is
delivered to you and receive a full refund of the contract value.
No charges will be deducted. However, you bear the investment risk
from the time of purchase until return of the contract; the refund
amount may be more or less than the payment you made. (Exceptions:
If the law so requires, all of your purchase payments will be
refunded.)
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Accounts: You may allocate your purchase payments among any or all
of:
o ten variable subaccounts of the variable account, each of
which invests in mutual funds with a particular investment
objective. The value of each variable subaccount varies with
the performance of the particular fund. We cannot guarantee
that the value at the retirement date will equal or exceed the
total of purchase payments allocated to the variable
subaccounts. (p. )
o one fixed account, which earns interest at rates that are
adjusted periodically by American Enterprise Life. (p. )
Buying the annuity: Your agent will help you complete and submit
an application. Applications are subject to acceptance at our
Minneapolis administrative office. You may buy a nonqualified
annuity or a qualified annuity. Payment must be made in a lump sum
with the option of additional payments in the future.
o Minimum initial payment - $2,000 ($50 for SIPs)
o Minimum additional payment - $50
o Maximum total payment(s) (without prior approval) - $1,000,000
Transfers: Subject to certain restrictions you may redistribute
your money among accounts without charge at any time until annuity
payouts begin, and once per contract year among the variable
subaccounts thereafter. You may establish automated transfers
among the fixed account and variable subaccount(s). (p. )
Withdrawals: You may withdraw all or part of your contract value
at any time before the retirement date. You also may establish
automated partial withdrawals. Withdrawals may be subject to
charges and tax penalties (including a 10% IRS penalty if
withdrawals are made prior to your reaching age 59 1/2) and may
have other tax consequences; also, certain restrictions apply.
(p. )
Changing ownership: You may change ownership of a nonqualified
annuity by written instruction, however, such changes of
nonqualified annuities may have federal income tax consequences.
Certain restrictions apply concerning change of ownership of a
qualified annuity. (p. )
Payment in case of death: If you or the annuitant dies before
annuity payouts begin, we will pay the beneficiary an amount at
least equal to the contract value. (p. )
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Annuity payouts: The contract value of your investment can be
applied to an annuity payout plan that begins on the retirement
date. You may choose from a variety of plans to make sure that
payouts continue as long as they are needed. If you purchased a
qualified annuity, the payout schedule must meet requirements of
the qualified plan. Payouts may be made on a fixed or variable
basis, or both. Total monthly payouts include amounts from each
variable subaccount and the fixed account. (p. )
Taxes: Generally, your annuity grows tax-deferred until you fully
withdraw it or begin to receive payouts. (Under certain
circumstances, IRS penalty taxes may apply.) Even if you direct
payouts to someone else, you will still be taxed on the income if
you are the owner. (p. )
Charges: Your AEL Bank Variable AnnuitySM is subject to a $30
annual contract administrative charge, a 0.15% variable account
administrative charge, a 1.25% mortality and expense risk fee, a
withdrawal charge and any premium taxes that may be imposed by
state or local governments. Premium taxes are deducted either from
your purchase payments or upon total withdrawal or when annuity
payments begin. (p. )
Expense summary
The purpose of this summary is to help you understand the various
costs and expenses associated with the AEL Bank Variable AnnuitySM.
You pay no sales charge when you purchase the AEL Bank Variable
AnnuitySM. All costs that you bear directly or indirectly for the
variable subaccounts and underlying mutual funds are shown below.
Some expenses may vary as explained under "Contract charges."
Direct charges. These are deducted directly from the contract
value. They include:
Withdrawal charge. The withdrawal charge starts at 8% of the
purchase payment in the first payment year and decreases by 1% each
year for the next four contract years and by 2% in the next two
contract years. There is no withdrawal charge on earnings and on
purchase payments received seven or more contract years before
withdrawal. A new withdrawal charge schedule starts with each
payment.
Annual contract administrative charge: $30 (with certain
exceptions).
Indirect charges. The variable account pays these expenses out of
its assets. They are reflected in the variable subaccounts' daily
accumulation unit values and are not charged directly to your
account. They include:
Mortality and expense risk fee: 1.25% per year, deducted from the
subaccounts of the variable account as a percentage of the average
daily net assets of the underlying fund.
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Variable account administrative charge: 0.15% per year, deducted
from the subaccounts of the variable account as a percentage of the
average daily net assets of the underlying fund.
Operating expenses of underlying mutual funds: management fees and
other expenses deducted as a percentage of average net assets as
follows: *
<TABLE><CAPTION>
IDS Life IDS Life IDS Life
Aggressive Capital IDS Life Special IDS Life
Growth Resource Managed Income Moneyshare
<S> <C> <C> <C> <C> <C>
Management fees .64% .63% .62% .63% .54%
Other expenses .04 .04 .03 .04 .05
Total .68%** .67%** .65%** .67%** .59%**
Putnam VT Putnam VT
Diversified Growth and Putnam VT Putnam VT Putnam VT New
Income Income Voyager Global Growth Opportunities
Management fees .70% .52% -- -- .70%
Other expenses .15 .05 -- -- .14
Total .85%+ .57%+ .68% .75% .84%+
*Premium taxes imposed by some state and local governments are not reflected in this table.
**Annualized operating expenses of underlying mutual funds at Dec. 31, 1995.
+Operating expenses of the underlying mutual funds at Dec. 31, 1995.
Example:*
IDS Life IDS Life IDS Life
Aggressive Capital IDS Life Special IDS Life
Growth Resource Managed Income Moneyshare
You would pay the following expenses on a $1,000 investment, assuming 5% annual return and full withdrawal at the end of each time
period:
1 year $102.87 $102.77 $102.57 $102.77 $101.97
3 years 130.49 130.20 129.60 130.20 127.80
5 years 160.75 160.25 159.25 160.25 156.24
10 years 258.90 257.89 255.88 257.89 249.81
You would pay the following expenses on the same investment assuming no withdrawal or selection of an annuity payout plan at the
end of each time period:
1 year $ 22.87 $ 22.77 $ 22.57 $ 22.77 $ 21.97
3 years 70.49 70.20 69.60 70.20 67.80
5 years 120.75 120.25 119.25 120.25 116.24
10 years 258.90 257.89 255.88 257.89 249.81
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Putnam VT Putnam VT
Diversified Growth and Putnam VT Putnam VT Putnam VT New
Income Income Voyager Global Growth Opportunities
You would pay the following expenses on a $1,000 investment, assuming 5% annual return and full withdrawal at the end of each time
period:
1 year $104.56 $101.77 $102.87 $103.56 $104.46
3 years 135.56 127.20 130.49 132.59 135.27
5 years 169.21 155.23 160.75 164.25 168.72
10 years 275.79 247.78 258.90 265.89 274.81
You would pay the following expenses on the same investment assuming no withdrawal or selection of an annuity payout plan at the
end of each time period:
1 year $ 24.56 $ 21.77 $ 22.87 $ 23.56 $ 24.46
3 years 75.56 67.20 70.49 72.59 75.27
5 years 129.21 115.23 120.75 124.25 128.72
10 years 275.79 247.78 258.90 265.89 274.81
</TABLE>
This example should not be considered a representation of past or
future expenses. Actual expenses may be more or less than those
shown.
* In this example, the $30 annual contract administrative charge is
approximated as a .170% charge based on the estimated average
contract size.
Performance information
Performance information for the variable subaccounts may appear
from time to time in advertisements or sales literature. In all
cases, such information reflects the performance of a hypothetical
investment in a particular account during a particular time period.
Calculations are performed as follows:
Simple yield - IDS Life Moneyshare Subaccount: Income over a given
seven-day period (not counting any change in the capital value of
the investment) is annualized (multiplied by 52) by assuming that
the same income is received for 52 weeks. This annual income is
then stated as an annual percentage return on the investment.
Compound yield - IDS Life Moneyshare Subaccount: Calculated like
simple yield, except that, when annualized, the income is assumed
to be reinvested. Compounding of reinvested returns increases the
yield as compared to a simple yield.
Yield - Special Income Subaccount: Net investment income (income
less expenses) per accumulation unit during a given 30-day period
is divided by the value of the unit on the last day of the period.
The result is converted to an annual percentage.
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Average annual total return: Expressed as an average annual
compounded rate of return of a hypothetical investment over a
period of one, five and 10 years (or up to the life of the account
if it is less than 10 years old). This figure reflects deduction
of all applicable charges, including the contract administrative
charge, variable account administrative charge, mortality and
expense risk fee, and withdrawal charge, assuming a full withdrawal
at the end of the illustrated period. Optional average annual
total return quotations may be made that do not reflect a
withdrawal charge deduction (assuming no withdrawal).
Aggregate total return: Represents the cumulative change in the
value of an investment over a specified period of time (reflecting
change in a subaccount's accumulation unit value). The calculation
assumes reinvestment of investment earnings and reflects the
deduction of all applicable charges, including the contract
administrative charge, mortality and expense risk fee, variable
account administrative charge, and withdrawal charge, assuming a
withdrawal at the end of the illustrated period. Optional
aggregate total return quotations may be made that do not reflect a
withdrawal charge deduction (assuming no withdrawal). Aggregate
total return may be shown by means of schedules, charts or graphs.
Performance information should be considered in light of the
investment objectives and policies, characteristics and quality of
the fund in which the subaccount invests, and the market conditions
during the given time period. Such information is not intended to
indicate future performance. Because advertised yields and total
return figures include all charges attributable to the annuity,
which has the effect of decreasing advertised performance,
subaccount performance should not be compared to that of mutual
funds that sell their shares directly to the public. (See the SAI
for a further description of methods used to determine yield and
total return for the subaccounts.)
If you would like additional information about actual performance,
contact American Enterprise Life at the address or telephone number
on the cover.
The variable account
Purchase payments can be allocated to any or all of the subaccounts
of the variable account that invest in shares of the following
funds:
Subaccount
IDS Life Aggressive Growth Fund EAG
IDS Life Capital Resource Fund ECR
IDS Life Managed Fund EMG
IDS Life Special Income Fund ESI
IDS Life Moneyshare Fund EMS
Putnam VT Diversified Income Fund EDI
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PAGE 15
Putnam VT Growth and Income Fund EGI
Putnam VT Voyager Fund
Putnam VT Global Growth Fund
Putnam VT New Opportunities Fund ENO
Each variable subaccount meets the definition of a separate account
under federal securities laws. Income, capital gains and capital
losses of each subaccount are credited or charged to that
subaccount alone. No variable subaccount will be charged with
liabilities of any other variable account or of our general
business.
The variable account was established under Indiana law on July 15,
1987, and the subaccounts are registered together as a single unit
investment trust under the Investment Company Act of 1940 (the 1940
Act). This registration does not involve any supervision of our
management or investment practices and policies by the SEC. All
obligations arising under the contracts are general obligations of
American Enterprise Life.
The funds
IDS Life Aggressive Growth Fund
Objective: capital appreciation. Invests primarily in common stock
of small- and medium-size companies.
IDS Life Capital Resource Fund
Objective: capital appreciation. Invests primarily in U.S. common
stocks and other securities convertible into common stock,
diversified over many different companies in a variety of
industries.
IDS Life Managed Fund
Objective: maximum total investment return. Invests primarily in
U.S. common stocks, securities convertible into common stock,
warrants, fixed income securities (primarily high-quality corporate
bonds) and money market instruments.
IDS Life Special Income Fund
Objective: to provide a high level of current income while
conserving the value of the investment for the longest time period.
Invests primarily in high-quality, lower-risk corporate bonds
issued by many different companies in a variety of industries, and
in government bonds.
IDS Life Moneyshare Fund
Objective: maximum current income consistent with liquidity and
conservation of capital. Invests in high-quality money market
securities with remaining maturities of 13 months or less. The
fund also will maintain a dollar-weighted average portfolio
maturity not exceeding 90 days. The fund attempts to maintain a
constant net asset value of $1 per share.
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PAGE 16
Putnam VT Diversified Income Fund
Objective: high current income consistent with capital
preservation. Invests in the following three sectors of the fixed
income securities markets: U.S. government sector, high yield
sector and international sector.
Putnam VT Growth and Income Fund
Objective: capital growth and current income. Invests primarily in
common stocks that offer potential for capital growth, current
income, or both.
Putnam VT Voyager Fund
Objective: capital appreciation. Invests in common stocks of
companies believed to have potential for capital appreciation which
is significantly greater than that of market averages.
Putnam VT Global Growth Fund
Objective: capital appreciation. Invests in a globally
diversified portfolio of common stocks.
Putnam VT New Opportunities Fund
Objective: long-term capital appreciation. Invests principally in
common stocks of companies in sectors of the economy which Putnam
Management believes may possess above average long-term growth
potential.
More comprehensive information regarding each fund is contained in
that fund's prospectus. You should read the fund prospectus and
consider carefully, and on a continuing basis, which fund or
combination of funds is best suited to your long-term investment
needs. There is no assurance that the investment objectives of the
funds will be attained nor is there any guarantee that the contract
value will equal or exceed the total purchase payments made. Some
funds may involve more risk than others. Please monitor your
investment accordingly.
All funds are available to serve as the underlying investment for
variable annuities, and some funds also are available to serve as
the underlying investment for variable life insurance contracts.
It is conceivable that in the future it may be disadvantageous for
variable annuity separate accounts and variable life insurance
separate accounts to invest in the available funds simultaneously.
Although American Enterprise Life and the funds do not currently
foresee any such disadvantages either to variable annuity contract
owners or to variable life insurance policy owners, the boards of
directors or trustees of the appropriate funds will monitor events
in order to identify any material conflicts between such contract
owners and policy owners and to determine what action, if any,
should be taken in response to a conflict. If a board were to
conclude that separate funds should be established for variable
life insurance and variable annuity separate accounts, the variable
annuity contract holders would not bear any expenses associated
with establishing separate funds.
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PAGE 17
The Internal Revenue Service (IRS) has issued final regulations
relating to the diversification requirements under Section 817(h)
of the Code. Each mutual fund intends to comply with these
requirements.
The U.S. Treasury and the IRS have indicated they may provide
additional guidance concerning how many variable subaccounts may be
offered and how many exchanges among variable subaccounts may be
allowed before the owner is considered to have investment control,
and thus is currently taxed on income earned within variable
subaccount assets. We do not know at this time what the additional
guidance will be or when action will be taken. We reserve the
right to modify the contract, as necessary, to ensure that the
owner will not be subject to current taxation as the owner of the
variable subaccount assets.
We intend to comply with all federal tax laws to ensure that the
contract continues to qualify as an annuity for federal income tax
purposes. We reserve the right to modify the contract as necessary
to comply with any new tax laws.
IDS Life is the investment manager for each of the IDS Life funds
and American Express Financial Corporation is the investment
advisor for each of the IDS Life Funds. Putnam Investment
Management, Inc. is the investment manager for the Putnam VT funds.
As indicated above, the investment managers and advisors cannot
guarantee that the funds will meet their investment objectives.
Please read the prospectuses of the funds for complete information
on investment risks, deductions, expenses and other facts you
should know before investing. These prospectuses are available by
contacting American Enterprise Life at the administrative office
address or telephone number on the front of this prospectus.
The fixed account
Purchase payments can also be allocated to the fixed account. The
value of the fixed account increases as interest is credited to the
account. Purchase payments and transfers to the fixed account
become part of the general account of American Enterprise Life, the
company's main portfolio of investments. Interest is credited and
compounded daily to produce an effective annual interest rate. We
may change the interest rates from time to time.
Because of exemptive and exclusionary provisions, interests in the
fixed account have not been registered under the Securities Act of
1933 (1933 Act), nor is the fixed account registered as an
investment company under the 1940 Act. Accordingly, neither the
fixed account nor any interests in it are generally subject to the
provisions of the 1933 or 1940 Acts, and we have been advised that
the staff of the SEC has not reviewed the disclosures in this
prospectus that relate to the fixed account. Disclosures regarding
the fixed account, however, may be subject to certain generally
applicable provisions of the federal securities laws relating to
the accuracy and completeness of statements made in prospectuses.
<PAGE>
PAGE 18
Buying your annuity
Your agent will help you prepare and submit your application, and
send it along with your initial purchase payment to our Minneapolis
administrative office. As the owner, you have all rights and may
receive all benefits under the contract. The annuity can be owned
in joint tenancy only in spousal situations. You cannot buy a
nonqualified annuity or be an annuitant if you are 86 or older (age
76 or older for qualified annuities). Please remember that
investment performance, expenses, and deductions of certain charges
affect accumulation unit value.
When you apply, you can select:
o the subaccount(s) or fixed account in which you want to invest;
o how you want to make purchase payments;
o the date you want to start receiving annuity payouts (the
retirement date); and
o a beneficiary.
If your application is complete, we will process it and apply your
purchase payment to your subaccount(s) and fixed account within two
days after we receive it. If your application is accepted, we will
send you a contract. If we cannot accept your application within
five days, we will decline it and return your payment. We will
credit additional purchase payments to your account(s) at the next
close of business.
You may make monthly payments to your Annuity under a Systematic
Investment Plan (SIP). Under the SIP, you will make monthly
payments into your annuity. To begin the SIP, you will complete
and send a form and your first payment along with your application.
You can stop your SIP payments at any time. If your contract value
is less than $2,000 and you have not made any SIP payments for six
consecutive months, we have the right to give you 30 days written
notice that your balance has fallen below the $2,000 threshold. If
no additional payments are made to your annuity, we may pay you the
total value of your annuity and cancel your contract.
The retirement date
Annuity payouts will be scheduled to begin on the retirement date.
This date can be aligned with your actual retirement from a job, or
it can be a different future date, depending on your needs and
goals and on certain restrictions. You can also change the date,
provided you send us written instructions at least 30 days before
annuity payouts begin.
For nonqualified annuities, the retirement date must be:
o no earlier than the 60th day after the contract's effective
date; and
o no later than the annuitant's 85th birthday (or before the 10th
contract anniversary, if purchased after age 75).
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PAGE 19
For qualified annuities, to avoid IRS penalty taxes, the retirement
date generally must be:
o on or after the annuitant reaches age 59 1/2;
o by April 1 of the year following the calendar year when the
annuitant reaches age 70 1/2.
If you are taking the minimum IRA distribution as required by the
Code from another tax-qualified investment, or in the form of
partial withdrawals from this annuity, annuity payouts can start as
late as the annuitant's 85th birthday or the 10th contract
anniversary.
Beneficiary
If death benefits become payable before the retirement date, your
named beneficiary will receive all or part of the contract value.
If there is no named beneficiary, then you or your estate will be
the beneficiary. (See "Payment in case of death" for more about
beneficiaries.)
Minimum initial payment
If SIP is concurrently set up: $50 with application
If SIP is not concurrently set up: $2,000 with application
Minimum additional purchase payment(s): $50
Maximum payment(s): $1,000,000 of cumulative payments without
prior approval
How to make payments
By letter
Send your check along with your name and account number to:
Regular mail:
American Enterprise Life Insurance Company
80 South Eighth Street
P.O. Box 534
Minneapolis, MN 55440-0534
Express mail:
American Enterprise Life Insurance Company
Attention: Unit 829
733 Marquette Avenue
Minneapolis, MN 55402
By SIP:
Contact your agent to complete the necessary bank authorization
forms.
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PAGE 20
Charges
Contract administrative charge
This fee is for establishing and maintaining your records. We
deduct $30 from the contract value on your contract anniversary at
the end of each contract year. If you make payments to your
annuity under a SIP, we will deduct the contract administrative
charge on any contract anniversary when your contract value is
$2,000 or more but less than $50,000. We will waive this charge
when the contract value is $50,000 or more on the current contract
anniversary. If you take a full withdrawal from your contract, the
$30 annual charge will be deducted at the time of withdrawal
regardless of contract value. The annual charge cannot be
increased and does not apply after annuity payouts begin.
Variable account administrative charge
This charge is applied daily to the variable subaccounts and
reflected in the unit values of the subaccounts. Annually, it
totals 0.15% of their average daily net assets. It covers certain
administrative and operating expenses of the subaccounts such as
accounting, legal and data processing fees and expenses involved in
the preparation and distribution of reports and prospectuses. The
variable account administrative charge cannot be increased.
Mortality and expense risk fee
This fee is to cover the mortality risk and expense risk and is
applied daily to the variable subaccounts and reflected in the unit
values of the subaccounts. The subaccounts pay this fee at the
time dividends are distributed from the funds in which they invest.
Annually the fee totals 1.25% of the subaccounts average daily net
assets. Approximately two-thirds of this amount is for our
assumption of mortality risk, and one-third is for our assumption
of expense risk. This fee does not apply to the fixed account.
Mortality risk arises because of our guarantee to pay a death
benefit and our guarantee to make annuity payouts according to the
terms of the contract, no matter how long a specific annuitant
lives and no matter how long the entire group of American
Enterprise Life annuitants live. If, as a group, American
Enterprise Life annuitants outlive the life expectancy we have
assumed in our actuarial tables, then we must take money from
our general assets to meet our obligations. If, as a group,
American Enterprise Life annuitants do not live as long as
expected, we could profit from the mortality risk fee. Expense
risk arises because the contract administrative charge and variable
account administrative charge cannot be increased and may not cover
our expenses. Any deficit would have to be made up from our
general assets.
We may use any profits realized from the mortality and expense risk
fee for any proper corporate purpose, including, among others,
payment of distribution (selling) expenses. We do not expect that
the withdrawal charge, discussed in the following paragraphs, will
cover sales and distribution expenses.
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PAGE 21
Withdrawal charge
If you withdraw part or all of your contract, you may be subject to
a withdrawal charge. The withdrawal amount you request is
determined by drawing from your total contract value in the
following order:
1. First we withdraw up to 10% of your prior anniversary contract
value not yet withdrawn this contract year. There is no withdrawal
charge on withdrawals totaling up to 10% of your prior anniversary
contract value each contract year.
2. Next we withdraw any contract earnings (contract value minus
all purchase payments received and not previously withdrawn) in
excess of the annual 10% free withdrawal amount. There is no
withdrawal charge on contract earnings.
3. Next, if necessary, we withdraw purchase payments received
seven or more contract years before the withdrawal and not
previously withdrawn. There is no withdrawal charge on purchase
payments received seven or more contract years before withdrawal.
4. Finally, if necessary, we withdraw purchase payments received
in the six contract years before the withdrawal. There is a
withdrawal charge on these payments. We determine your withdrawal
charges by multiplying each of these payments by the applicable
withdrawal charge percentage, and then summing the total withdrawal
charges.
The withdrawal charge percentage depends on the number of contract
years since you made the payment(s).
Contract Years From Withdrawal Charge
Payment Receipt Percentage
1 8%
2 7%
3 6%
4 5%
5 4%
6 2%
Thereafter 0%
Withdrawal charge calculation example
We determine your withdrawal charge by multiplying each of your
withdrawn payments received in the six contract years before the
withdrawal, by the applicable withdrawal charge percentage and then
summing the total withdrawal charges.
For example, the withdrawal charge on a total withdrawal request
for a contract with this history:
o The contract date is July 1, 1997 with a contract year of July
1 through June 30 and with an anniversary date of July 1 each
year
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PAGE 22
o We received these payments - $10,000 July 1, 1997, $8,000 Dec.
31, 2003 and $6,000 Feb. 20, 2005
o The owner withdraws the contract for its total withdrawal
value of $38,101 on Aug. 5, 2007 and had not made any other
withdrawals during that contract year
o The prior anniversary (July 1, 2007) contract value was
$38,488
is calculated this way:
Withdrawal Charge Explanation
$0 $3,848.80 is 10% of the prior anniversary value
withdrawn without withdrawal charge; and
$0 $10,252.20 is contract earnings in excess of
the 10% free withdrawal amount withdrawn
without withdrawal charge; and
$0 $10,000 July 1, 1997 payment was received seven
or more contract years before withdrawal and is
withdrawn without withdrawal charge; and
$320 $8,000 Dec. 31, 2003 is in its fifth contract
year from receipt, withdrawn with a 4%
withdrawal charge; and
$300 $6,000 Feb. 20, 2005 is in its fourth contract
year from receipt, withdrawn with a 5%
withdrawal charge; and
____
$620
The withdrawal charge is calculated so that the total amount minus
the withdrawal charge equals the amount you request when you
request a partial withdrawal. If you take a full withdrawal from
your contract, the $30 contract administrative charge will be
deducted.
Waiver of withdrawal charges
There are no withdrawal charges for:
o withdrawals during the year totaling up to 10% of your prior
contract anniversary contract value;
o contract earnings - if any - in excess of the annual 10% free
withdrawal amount;
o required minimum distributions from a qualified annuity after
you reach age 70 1/2 (for those amounts required to be
distributed from this annuity only);
o contracts settled using an annuity payout plan; and
o death benefits.
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PAGE 23
Your contract includes a "Waiver of Withdrawal Charges" provision.
We will waive withdrawal charges that are normally assessed upon a
full or partial withdrawal if both you and the annuitant are under
age 76 on the date we issue the contract and if you provide proof
to us that, as of the date you request the withdrawal, you or the
annuitant are confined to a hospital or nursing home and have been
for the prior 60 days.
To qualify, the nursing home must meet the following criteria:
o be licensed by an appropriate licensing agency to provide
nursing care; and
o provide 24-hour-a-day nursing services; and
o have a doctor available for emergency situations; and
o have a nurse on duty or on call at all times; and
o maintain clinical records; and
o have appropriate methods for administering drugs.
Possible group reductions: In some cases lower sales and
administrative expenses may be incurred due to the size of the
group, the average contribution and the use of group enrollment
procedures. In such cases, we may be able to reduce or eliminate
the contract administrative and withdrawal charges. However, we
expect this to occur infrequently.
Premium taxes
Certain state and local governments impose premium taxes that may
reach to 3.5%. These taxes are dependent upon the state of
residence or the state in which the contract was sold. The
deduction is made when you fully withdraw your contract or when
annuity payouts begin.
Valuing your investment
Here is how your fixed account and variable subaccounts are valued:
Fixed account: The amounts allocated to the fixed account are
valued directly in dollars and equal the sum of your purchase
payments and transfer amounts plus interest earned, less any
amounts withdrawn or transferred and any contract administrative
charge.
Variable subaccounts: Amounts allocated to the variable
subaccounts are converted into accumulation units. Each time you
make a purchase payment or transfer amounts into one of the
variable subaccounts, a certain number of accumulation units are
credited to your contract for that subaccount. Conversely, each
time you take a partial withdrawal, transfer amounts out of a
variable subaccount, or are assessed a contract administrative
charge, a certain number of accumulation units are subtracted from
your contract.
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PAGE 24
The accumulation units are the true measure of investment value in
each subaccount during the accumulation period. They are related
to, but not the same as, the net asset value of the underlying
fund.
The dollar value of each accumulation unit can rise or fall daily
depending on the performance of the underlying mutual fund and on
certain fund expenses. Here is how unit values are calculated:
Number of units
To calculate the number of accumulation units for a particular
subaccount, we divide your investment after deduction of any
premium taxes, by the current accumulation unit value.
Accumulation unit value
The current accumulation unit value for each variable subaccount
equals the last value times the subaccount's current net investment
factor.
Net investment factor
o Determined each business day by adding the underlying mutual
fund's current net asset value per share plus per-share amount
of any current dividend or capital gain distribution; then
o dividing that sum by the previous net asset value per share;
and
o subtracting the percentage factor representing the mortality
and expense risk fee and the variable account administrative
charge from the result.
Because the net asset value of the underlying mutual fund may
fluctuate, the accumulation unit value may increase or decrease.
You bear this investment risk in a variable subaccount.
Factors that affect variable subaccount accumulation units
Accumulation units may change in two ways; in number and in value.
Here are the factors that influence those changes:
The number of accumulation units you own may fluctuate due to:
o additional purchase payments allocated to the variable
subaccounts;
o transfers into or out of the variable subaccount(s);
o partial withdrawals;
o withdrawal charges; and/or
o contract administrative charges.
Accumulation unit values may fluctuate due to:
o changes in underlying mutual fund(s) net asset value;
o dividends distributed to the variable subaccount(s);
o capital gains or losses of underlying mutual funds;
o mutual fund operating expenses;
o mortality and expense risk fees; and/or
o variable account administrative charges.
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PAGE 25
Making the most of your annuity
Automated dollar-cost averaging*
You can use automated transfers to take advantage of dollar-cost
averaging (investing a fixed amount at regular intervals). For
example, you might have a set amount transferred monthly from a
relatively conservative variable subaccount to a more aggressive
one, or to several others. The benefits of dollar cost averaging
also may be obtained by setting up regular automatic SIP payments.
This systematic approach can help you benefit from fluctuations in
accumulation unit values caused by fluctuations in the market
value(s) of the underlying mutual fund(s). Since you invest the
same amount each period, you automatically acquire more units when
the market value falls, fewer units when it rises. The potential
effect is to lower your average cost per unit. For specific
features contact your agent.
<TABLE><CAPTION>
How dollar-cost averaging works
<S> <C> <C> <C> <C>
Month Amount Accumulation Number of units
invested unit value purchased
By investing an Jan $100 $20 5.00
equal number of
dollars each month.... Feb 100 18 5.56
Mar 100 17 5.88
you automatically Apr 100 15 6.67
buy more units
when the per unit May 100 16 6.25
market price is low....
Jun 100 18 5.56
Jul 100 17 5.88
Aug 100 19 5.26
and fewer units Sep 100 21 4.76
when the per unit
market price is Oct 100 20 5.00
high.
</TABLE>
You have paid an average price of only $17.91 per unit over the 10
months, while the average market price actually was $18.10.
Dollar-cost averaging does not guarantee that any variable
subaccount will gain in value, nor will it protect against a
decline in value if market prices fall. However, if you can
continue to invest regularly throughout changing market conditions,
it can be an effective strategy to help meet your long term goals.
* Some restrictions may apply.
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PAGE 26
Transferring money between subaccounts
You may transfer money from any one subaccount, or the fixed
account, to another before the annuity payouts begin. Certain
restrictions apply to transfers involving the fixed account. If we
receive your request before the close of business, we will process
it that day. Requests received after the close of business will be
processed the next business day. There is no charge for transfers.
Before making a transfer, you should consider the risks involved in
switching investments.
We may suspend or modify transfer privileges at any time. The
right to transfer contract values between the subaccounts is
subject to modification if we determine, in our sole discretion,
that the exercise of that right by one or more contract owners is,
or would be, to the disadvantage of other contract owners. Any
modification could be applied to transfers to or from some or all
of the subaccounts. These modifications could include, but not be
limited to, the requirement of a minimum time period between each
transfer, not accepting transfer requests of an agent acting under
a power of attorney on behalf of more than one contract owner or
limiting the dollar amount that may be transferred between the
subaccounts and the fixed account by a contract owner at any one
time. We may apply these modifications or restrictions in any
manner reasonably designed to prevent any use of the transfer right
we consider to be to the disadvantage of other contract owners.
(For information on transfers after annuity payouts begin, see "The
annuity payout period.")
Transfer policies
o You may transfer contract values between the variable
subaccounts or from the subaccount(s) to the fixed account at
any time. However, if you have made a transfer from the fixed
account to the subaccount(s), you may not make a transfer from
any subaccount back to the fixed account for six months
following that transfer.
o You may transfer contract values from the fixed account to the
variable subaccount(s) on or within 30 days before or after
the contract anniversary (except for automated transfers,
which can be set up for transfer periods of your choosing
subject to certain minimums).
o If we receive your request on or within 30 days before or
after the contract anniversary date, the transfer from the
fixed account to the variable subaccount(s) will be effective
on the day we receive it.
o We will not accept requests for transfers from the fixed
account at any other time.
o Once annuity payouts begin no transfers may be made to or from
the fixed account, but transfers may be made once per contract
year among the variable subaccounts.
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PAGE 27
Two ways to request a transfer or a withdrawal
1 By letter [telephone transfers]
Send your name, account number, Social Security Number or Taxpayer
Identification Number and signed request for a transfer or
withdrawal to:
Regular mail:
American Enterprise Life Insurance Company
80 South Eighth Street
P.O. Box 534
Minneapolis, MN 55440-0534
(612) 671-7700
Express mail:
American Enterprise Life Insurance Company
Attention: Unit 829
733 Marquette Avenue
Minneapolis, MN 55402
Minimum amount
Mail transfers: $500 or entire variable subaccount or fixed
account balance
Mail withdrawals: $500 or entire variable subaccount or fixed
account balance
Maximum amount
Mail transfers: Contract Value
Mail withdrawals: Contract Value
2 By automated transfers and automated partial withdrawals
Your agent can help you set up automated transfers among your
accounts or partial withdrawals from the accounts.
You can start or stop this service by written request or other
method acceptable to American Enterprise Life. You must allow 30
days for American Enterprise Life to change any instructions that
are currently in place.
o Automated transfers may not exceed an amount that, if
continued, would deplete the fixed account or subaccount(s)
from which you are transferring within 24 months.
o Automated transfers and automated partial withdrawals are
subject to all of the contract provisions and terms, including
transfer of contract values between accounts. Automated
withdrawals may be restricted by applicable law under some
contracts.
o Automated partial withdrawals may result in IRS taxes and
penalties on all or part of the amount withdrawn.
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PAGE 28
Minimum amount
Automated transfers or withdrawals: $100 monthly/$250 quarterly
Maximum amount
Automated transfers or withdrawals: Contract Value (except for
automated transfers from
the fixed account)
Withdrawals from your contract
As owner, you may withdraw all or part of your contract at any time
before annuity payouts begin by sending a written request to
American Enterprise Life. For total withdrawals we will compute
the value of your contract at the close of business after we
receive your request. We may ask you to return the contract. You
may have to pay withdrawal charges (see "Withdrawal charge") and
IRS taxes and penalties (see "Taxes"). No withdrawals may be made
after annuity payouts begin.
Withdrawal policies
If you have a balance in more than one account and request a
partial withdrawal, we will withdraw money from all your accounts
in the same proportion as your value in each account correlates to
your total contract value, unless you request otherwise.
Receiving payment when you request a withdrawal
By regular or express mail:
o Payable to owner.
o Normally mailed to address of record within seven days after
receiving your request. However, we may postpone the payment
if:
-the withdrawal amount includes a purchase payment check that
has not cleared;
-the NYSE is closed, except for normal holiday and weekend
closings;
-trading on the NYSE is restricted, according to SEC rules;
-an emergency, as defined by SEC rules, makes it impractical
to sell securities or value the net assets of the accounts; or
-the SEC permits us to delay payment for the protection of
security holders.
Changing ownership
You may change ownership of your nonqualified annuity at any time
by filing a change of ownership on a form approved by us and sent
to our Minneapolis administrative office. The change will become
binding upon us when we receive and record it. We will honor any
change of ownership request believed to be authentic and will use
reasonable procedures to confirm that it is. If these procedures
are followed, we take no responsibility for the validity of the
change.
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PAGE 29
If you have a nonqualified annuity, you may lose your tax
advantages by transferring, assigning or pledging any part of it.
(See "Taxes.")
If you have a qualified annuity, you may not sell, assign,
transfer, discount or pledge your contract as collateral for a
loan, or as security for the performance of an obligation or for
any other purpose to any person except American Enterprise Life.
However, if the owner is a trust or custodian, or an employer
acting in a similar capacity, ownership of a contract may be
transferred to the annuitant.
Benefits in case of death
If you or the annuitant dies (or, for qualified annuities, if the
annuitant dies) before annuity payouts begin, we will pay the
beneficiary as follows:
For contracts where both the owner and annuitant were 75 or younger
on the date the contract was issued and if all withdrawals you have
made from this contract have been without withdrawal charges, the
beneficiary receives the greater of:
1. the contract value; or
2. the total purchase payments paid less any amounts withdrawn;
or
3. on or after the fifth contract anniversary, the death benefit
as of the most recent fifth contract anniversary adjusted by
adding any purchase payments made since that most recent fifth
contract anniversary and by subtracting any amounts withdrawn
since that most recent fifth contract anniversary.
For contracts where both the owner and annuitant were 75 or younger
on the date the contract was issued and you have made withdrawals
subject to withdrawal charges, the beneficiary receives the
contract value.
For contracts where either the owner or annuitant were 76 or older
on the date the contract was issued, the beneficiary receives the
contract value.
If your spouse is sole beneficiary under a nonqualified annuity and
you die before the retirement date, your spouse may keep the
annuity as owner. To do this your spouse must, within 60 days
after we receive proof of death, give us written instructions to
keep the contract in force.
Under a qualified annuity, if the annuitant dies before annuity
payouts begin, and the spouse is the only beneficiary, the spouse
may keep the annuity as owner until the date on which the spouse
reaches age 70 1/2 or such other date permitted by the Code. To do
this, the spouse must give us written instructions within 60 days
after we receive proof of death.
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PAGE 30
Payments: We will pay the beneficiary in a single sum unless you
have given us other written instructions, or the beneficiary may
receive payouts under any annuity payout plan available under this
contract if:
o the beneficiary asks us in writing within 60 days after we
receive proof of death;
o payouts begin no later than one year after death; and
o the payout period does not extend beyond the beneficiary's life
or life expectancy.
When paying the beneficiary, we will determine the contract's value
at the next close of business after our death claim requirements
are fulfilled. Interest, if any, will be paid from the date of
death at a rate no less than required by law. We will mail payment
to the beneficiary within seven days after our death claim
requirements are fulfilled. (See "Taxes.")
The annuity payout period
As owner of the contract, you have the right to decide how and to
whom annuity payouts will be made starting at the retirement date.
You may select one of the annuity payout plans outlined below, or
we will mutually agree on other payout arrangements. The amount
available for payouts under the plan you select is the contract
value on your retirement date. No withdrawal charges are deducted
under the payout plans listed below.
You also decide whether annuity payouts are to be made on a fixed
or variable basis, or a combination of fixed and variable. Amounts
of fixed and variable payouts depend on:
o the annuity payout plan you select;
o the annuitant's age and, in most cases, sex;
o the annuity table in the contract; and
o the amounts you allocated to the account(s) at settlement.
In addition, for variable payouts only, amounts depend on the
investment performance of the subaccount(s) you select. These
payouts will vary from month to month because the performance of
the underlying mutual funds will fluctuate. (In the case of fixed
annuities, payouts remain the same from month to month.)
For information with respect to transfers between accounts after
annuity payouts begin, see "Transfer policies."
Annuity payout plans
You may choose any one of these annuity payout plans by giving us
written instructions at least 30 days before contract values are to
be used to purchase the payout plan:
o Plan A - Life annuity - no refund: Monthly payouts are made
until the annuitant's death. Payouts end with the last payout
before the annuitant's death; no further payouts will be made.
<PAGE>
PAGE 31
This means that if the annuitant dies after only one monthly payout
has been made, no more payouts will be made.
o Plan B - Life annuity with five, 10 or 15 years certain: Monthly
payouts are made for a guaranteed payout period of five, 10 or 15
years that the annuitant elects. This election will determine the
length of the payout period to the beneficiary if the annuitant
should die before the elected period has expired. The guaranteed
payout period is calculated from the retirement date. If the
annuitant outlives the elected guaranteed payout period, payouts
will continue until the annuitant's death.
o Plan C - Life annuity - installment refund: Monthly payouts are
made until the annuitant's death, with our guarantee that payouts
will continue for some period of time. Payouts will be made for at
least the number of months determined by dividing the amount
applied under this option by the first monthly payout, whether or
not the annuitant is living.
o Plan D - Joint and last survivor life annuity - no refund:
Monthly payouts are made to the annuitant and a joint annuitant
while both are living. If either annuitant dies, monthly payouts
continue at the full amount until the death of the surviving
annuitant. Payouts end with the death of the second annuitant.
o Plan E - Payouts for a specified period (available as a fixed
payout only): Monthly payouts are made for a specific payout
period of 10 to 30 years chosen by the annuitant. Payouts will be
made only for the number of years specified whether the annuitant
is living or not. Depending on the time period selected, it is
foreseeable that an annuitant can outlive the payout period
selected. In addition, a 10% IRS penalty tax could apply under
this payout plan. (See "Taxes.")
Restrictions for some qualified plans: If you purchased a
qualified annuity, you must select a payout plan that provides for
payouts:
o over the life of the annuitant;
o over the joint lives of the annuitant and a designated
beneficiary;
o for a period not exceeding the life expectancy of the
annuitant; or
o for a period not exceeding the joint life expectancies
of the annuitant and a designated beneficiary.
If we do not receive instructions: You must give us written
instructions for the annuity payouts at least 30 days before the
annuitant's retirement date. If you do not, we will make payouts
under Plan B, with 120 monthly payouts guaranteed.
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PAGE 32
If monthly payouts would be less than $20: We will calculate the
amount of monthly payouts at the time the contract value is used to
purchase a payout plan. If the calculations show that monthly
payouts would be less than $20, we have the right to pay the
contract value to the owner in a lump sum or to change the
frequency of the payouts.
Death after annuity payouts begin
If you or the annuitant dies after annuity payouts begin, any
amount payable to the beneficiary will be provided in the annuity
payout plan in effect.
Taxes
Generally, under current law, any increase in your contract value
is taxable to you only when you receive a payout or withdrawal.
(However, see detailed discussion below.) Any portion of the
annuity payouts and any withdrawals you request that represent
ordinary income are normally taxable. You will receive a 1099 tax
information form for any year in which a taxable distribution was
made.
Annuity payouts under nonqualified annuities: A portion of each
payout will be ordinary income and subject to tax, and a portion of
each payout will be considered a return of part of your investment
and will not be taxed. All amounts received after your investment
in the annuity is fully recovered will be subject to tax.
Tax law requires that all nonqualified deferred annuity contracts
issued by the same company to the same owner during a calendar year
are to be taxed as a single, unified contract when distributions
are taken from any one of such contracts.
Annuity payouts under qualified annuities: Under a qualified
annuity, the entire payout generally will be includable as ordinary
income and subject to tax except to the extent that contributions
were made with after-tax dollars. If you or your employer invested
in your contract with pre-tax dollars as part of a qualified
retirement plan, such amounts are not considered to be part of your
investment in the contract and will be taxed when paid to you.
Withdrawals: If you withdraw part or all of your contract before
your annuity payouts begin, your withdrawal payment will be taxed
to the extent that the value of your contract immediately before
the withdrawal exceeds your investment. You also may have to pay a
10% IRS penalty for withdrawals before reaching age 59 1/2. For
qualified annuities, other penalties may apply if you make
withdrawals from your annuity before your plan specifies that you
can receive payouts.
Death benefits to beneficiaries: The death benefit under an
annuity is not tax-exempt. Any amount received by the beneficiary
that represents previously deferred earnings within the contract is
taxable as ordinary income to the beneficiary in the year(s) he or
she receives the payments.
<PAGE>
PAGE 33
Annuities owned by corporations, partnerships or trusts: Any
annual increase in the value of annuities held by such entities
generally will be treated as ordinary income received during that
year. This provision is effective for purchase payments made after
Feb. 28, 1986. However, if the trust was set up for the benefit of
a natural person only, the income will continue to be tax-deferred.
Penalties: If you receive amounts from your contract before
reaching age 59 1/2, you may have to pay a 10% IRS penalty on the
amount includable in your ordinary income. However, this penalty
will not apply to any amount received by you or your beneficiary:
o because of your death;
o because you become disabled (as defined in the Code);
o if the distribution is part of a series of substantially equal
periodic payments, made at least annually, over your life or
life expectancy (or joint lives or life expectancies of you and
your beneficiary); or
o if it is allocable to an investment before Aug. 14, 1982 (except
for qualified annuities).
For a qualified annuity, other penalties or exceptions may apply if
you make withdrawals from your annuity before your plan specifies
that payouts can be made.
Withholding, generally: If you receive all or part of the contract
value from an annuity, withholding may be imposed against the
taxable income portion of the payment. Any withholding that is
done represents a prepayment of your tax due for the year. You
take credit for such amounts on the annual tax return that you
file.
If the payment is part of an annuity payout plan, the amount of
withholding generally is computed using payroll tables. You can
provide us with a statement of how many exemptions to use in
calculating the withholding. As long as you've provided us with a
valid Social Security Number or Taxpayer Identification Number, you
can elect not to have any withholding occur.
If the distribution is any other type of payment (such as a partial
or full withdrawal) withholding is computed using 10% of the
taxable portion. Similar to above, as long as you've provided us
with a valid Social Security Number or Taxpayer Identification
Number, you can elect not to have this withholding occur.
Some states also impose withholding requirements similar to the
federal withholding described above. If this should be the case,
any payment from which federal withholding is deducted may also
have state withholding deducted. The withholding requirements may
differ if payment is being made to a non-U.S. citizen or if the
payment is being delivered outside the United States.
Transfer of ownership of a nonqualified annuity: If you make such
a transfer without receiving adequate consideration, the transfer
is considered a gift, and also may be considered a withdrawal for
federal income tax purposes. If the gift is a currently taxable
event, the amount of deferred earnings at the time of the transfer
<PAGE>
PAGE 34
will be taxed to the original owner, who also may be subject to a
10% IRS penalty as discussed earlier. In this case, the new
owner's investment in the annuity will be the value of the annuity
at the time of the transfer.
Collateral assignment of a nonqualified annuity: If you
collaterally assign or pledge your contract, earnings on purchase
payments you made after Aug. 13, 1982 will be taxed to you like a
withdrawal.
Important: Our discussion of federal tax laws is based upon our
understanding of these laws as they are currently interpreted.
Federal tax laws or current interpretations of them may change.
For this reason and because tax consequences are complex and highly
individual and cannot always be anticipated, you should consult a
tax advisor if you have any questions about taxation of your
contract.
Tax qualification
The contract is intended to qualify as an annuity for federal
income tax purposes. To that end, the provisions of the contract
are to be interpreted to ensure or maintain such tax qualification,
notwithstanding any other provisions of the contract. We reserve
the right to amend the contract to reflect any clarifications that
may be needed or are appropriate to maintain such qualification or
to conform the contract to any applicable changes in the tax
qualification requirements. We will send you a copy of any such
amendments.
Voting rights
As contract owner with investments in the variable subaccount(s),
you may vote on important mutual fund policies until annuity
payouts begin. Once they begin, the person receiving them has
voting rights. We will vote fund shares according to the
instructions of the person with voting rights.
Before annuity payouts begin, the number of votes you have is
determined by applying your percentage interest in each variable
subaccount to the total number of votes allowed to the subaccount.
After annuity payouts begin, the number of votes you have is equal
to:
o the reserve held in each subaccount for your contract, divided
by
o the net asset value of one share of the applicable underlying
mutual fund.
As we make annuity payouts, the reserve for the contract decreases;
therefore, the number of votes also will decrease.
We calculate votes separately for each account. Notice of these
meetings, proxy materials and a statement of the number of votes
to which the voter is entitled, will be sent.
<PAGE>
PAGE 35
We will vote shares for which we have not received instructions in
the same proportion as the votes for which we have received
instructions. We also will vote the shares for which we have
voting rights in the same proportion as the votes for which we have
received instructions.
Substitution of investments
If shares of any fund should not be available for purchase by the
appropriate variable subaccount or if, in the judgment of American
Enterprise Life's management, further investment in such shares is
no longer appropriate in view of the purposes of the subaccount,
investment in the subaccount may be discontinued or another
registered open-end management investment company may be
substituted for fund shares held in the subaccounts if American
Enterprise Life believes it would be in the best interest of
persons having voting rights under the contract. The variable
account may be operated as a management company under the 1940 Act
or it may be deregistered under this Act if the registration is no
longer required. In the event of any such substitution or change,
American Enterprise Life, without the consent or approval of the
owners, may amend the contract and take whatever action is
necessary and appropriate. However, no such substitution or change
will be made without the necessary approval of the SEC and state
insurance departments. American Enterprise Life will notify owners
of any substitution or change.
Distribution of the contracts
The contracts will be distributed by banks and financial
institutions either directly or through a network of third-party
marketers. American Express Financial Advisors Inc., the principal
underwriter for the variable account, will pay commissions for the
distribution of the contracts to the broker-dealers of the banks or
financial institutions or the broker-dealers of the third-party
marketers who have entered into distribution agreements with
American Express Financial Advisors. These commissions will not be
more than 7% of purchase payments received on the contracts.
From time to time, American Enterprise Life may pay or permit other
promotional incentives, in cash or credit or other compensation.
About American Enterprise Life
The AEL Bank Variable AnnuitySM is issued by American Enterprise
Life. American Enterprise Life is a wholly owned subsidiary of IDS
Life, which is a wholly owned subsidiary of American Express
Financial Corporation. American Express Financial Corporation is a
wholly owned subsidiary of American Express Company. American
Express Company is a financial services company principally engaged
through subsidiaries (in addition to American Express Financial
Corporation) in travel related services, investment services and
international banking services.
<PAGE>
PAGE 36
American Enterprise Life is a stock life insurance company
organized in 1981 under the laws of the state of Indiana. Its
administrative office is located at 80 South Eighth Street,
Minneapolis, MN 55402. Its statutory address is 100 Capitol Center
South, 201 North Illinois Street, Indianapolis, IN 46204. American
Enterprise Life is licensed in the state of Indiana and it conducts
a conventional life insurance business.
American Express Financial Advisors Inc. is the principal
underwriter for the variable account. Its home office is IDS Tower
10, Minneapolis, MN 55440-0010. American Express Financial
Advisors is registered with the SEC under the Securities Exchange
Act of 1934 as a broker-dealer and is a member of the National
Association of Securities Dealers, Inc. American Express Financial
Advisors is a wholly owned subsidiary of American Express Financial
Corporation.
The American Express Financial Corporation family of companies
offers not only insurance and annuities, but also mutual funds,
investment certificates and a broad range of financial management
services.
Other subsidiaries provide investment management and related
services for pension, profit-sharing, employee savings and
endowment funds of businesses and institutions.
Material Legal Proceedings
Regular and special reports
Services
To help you track and evaluate the performance of your annuity,
American Enterprise Life provides:
Quarterly statements showing the value of your investment.
Annual reports containing required information on the annuity and
its underlying investments.
Table of contents of the Statement of Additional Information
Performance information...............................
Calculating annuity payouts...........................
Rating agencies.......................................
Principal underwriter.................................
Independent auditors..................................
Saving for retirement.................................
Prospectus............................................
Financial statements -
<PAGE>
PAGE 37
___________________________________________________________________
Please check the appropriate box to receive a copy of the Statement
of Additional Information for:
____ AEL Bank Variable AnnuitySM
____ IDS Life Retirement Annuity Mutual Funds
____ The Putnam Variable Trust
Mail your request to:
American Enterprise Life Insurance Company
80 South Eighth Street
P.O. Box 534
Minneapolis, MN 55440-0534
American Enterprise Life will mail your request to:
Your name _____________________________________________________
Address _______________________________________________________
City __________________________ State ____________ Zip ________
<PAGE>
PAGE 38
STATEMENT OF ADDITIONAL INFORMATION
for
AEL BANK VARIABLE ANNUITYSM
AMERICAN ENTERPRISE VARIABLE ANNUITY ACCOUNT
____________, 1997
American Enterprise Variable Annuity Account is a separate account
established and maintained by American Enterprise Life Insurance
Company (American Enterprise Life).
This Statement of Additional Information (SAI), dated ______, 1997,
is not a prospectus. It should be read together with the Account's
prospectus, dated ______, 1997, which may be obtained from your
agent, or by writing or calling American Enterprise Life Insurance
Company at the address or telephone number below.
American Enterprise Life Insurance Company
Administrative Offices
80 South Eighth Street
P.O. Box 534
Minneapolis, MN 55440-0534
(612) 671-7700
<PAGE>
PAGE 39
TABLE OF CONTENTS
Performance Information......................................
Calculating Annuity Payouts..................................
Rating Agencies..............................................
Principal Underwriter........................................
Independent Auditors.........................................
Saving for Retirement........................................
Prospectus...................................................
Financial Statements [to be filed by Amendment]..............
<PAGE>
PAGE 40
PERFORMANCE INFORMATION
Calculation of Yield for the Subaccount investing in IDS Life
Moneyshare Fund.
Simple yield for the subaccount investing in the IDS Life
Moneyshare Fund will be based on the: (a) change in the value of a
hypothetical investment (exclusive of capital changes) at the
beginning of a seven-day period for which yield is to be quoted;
(b) subtracting a pro rata share of subaccount expenses accrued
over the seven-day period; (c) dividing the difference by the value
of the subaccount at the beginning of the period to obtain the base
period return; and (d) annualizing the results (i.e., multiplying
the base period return by 365/7).
The value of the hypothetical subaccount includes the amount of any
declared dividends, the value of any shares purchased with any
dividend paid during the period and any dividends declared for such
shares. The variable subaccount's yield does not include any
realized or unrealized gains or losses, nor does it include the
effect of any applicable surrender charge.
Calculation of compound yield begins with the same base period
return used in the calculation of yield, which is then annualized
to reflect compounding according to the following formula:
Compound Yield = [(Base Period Return + 1) 365/7 ] -1
Calculation of Yield for the Subaccount investing in IDS Life
Special Income Fund.
For the subaccount investing in the IDS Life Special Income Fund
quotations of yield will be based on all investment income earned
during a particular 30-day period, less expenses accrued during the
period (net investment income) and will be computed by dividing net
investment income per accumulation unit by the value of an
accumulation unit on the last day of the period, according to the
following formula:
YIELD = 2[(a-b + 1)6 - 1]
cd
where: a = dividends and investment income earned during the
period.
b = expenses accrued for the period (net of
reimbursements).
c = the average daily number of accumulation units
outstanding during the period that were entitled to
receive dividends.
d = the maximum offering price per accumulation unit on
the last day of the period.
<PAGE>
PAGE 41
Yield on the subaccount is earned from the increase in the net
asset value of shares of the fund in which the subaccount invests
and from dividends declared and paid by the fund, which are
automatically invested in shares of the fund.
Calculation of average annual total return
Quotations of average annual total return for a subaccount will be
expressed in terms of the average annual compounded rate of return
of a hypothetical investment in the annuity contract over a period
of one, five and 10 years (or, if less, up to the life of the
account), calculated according to the following formula:
P(1+T)n = ERV
where: P = a hypothetical initial payment of $1,000.
T = average annual total return.
n = number of years.
ERV = Ending Redeemable Value of a hypothetical $1,000
payment made at the beginning of the one, five, or
ten year (or other) period at the end of the one,
five, or ten year (or other) period (or fractional
portion thereof).
Subaccount total return figures reflect the deduction of the
contract administrative charge, variable account administrative
charge and mortality and expense risk fee. Performance figures
will be shown with the deduction of the applicable withdrawal
charge.
Aggregate Total Return
Aggregate total return represents the cumulative change in value of
an investment for a given period (reflecting change in a
subaccount's accumulation unit value) and is computed by the
following formula:
ERV - P
P
where: P = a hypothetical initial payment of $1,000.
ERV = Ending Redeemable Value of a hypothetical $1,000
payment made at the beginning of the one, five, or
ten year (or other) period at the end of the one,
five, or ten year (or other) period (or fractional
portion thereof).
The Securities and Exchange Commission (SEC) requires that an
assumption be made that the contract owner withdraws the entire
contract at the end of the one, five and ten year periods (or, if
less, up to the life of the subaccount) for which performance is
required to be calculated. In addition, performance figures may be
shown without the deduction of a withdrawal charge.
Subaccount total return figures reflect the deduction of the
contract administrative charge and mortality and expense risk fee.
<PAGE>
PAGE 42
Performance of the subaccount may be quoted or compared to
rankings, yields, or returns as published or prepared by
independent rating or statistical services or publishers or
publications such as Barron's, Business Week, Forbes, Fortune,
Institutional Investor, Investor's Daily, Kiplinger's Personal
Finance, Money, Morningstar Mutual Fund Values, Mutual Fund
Forecaster, The New York Times, Stranger's Investment Advisor, USA
Today, U.S. News & World Report and The Wall Street Journal.
CALCULATING ANNUITY PAYOUTS
The Variable Account
The following calculations are done separately for each of the
subaccounts of the variable account. The separate monthly payouts,
added together, make up your total variable annuity payout.
Initial Payout: To compute your first monthly payment, we:
o determine the dollar value of your annuity as of the valuation
date seven days before the retirement date and then deduct any
applicable premium tax.
o apply the result to the annuity table contained in the contract
or another table at least as favorable. The annuity table shows
the amount of the first monthly payment for each $1,000 of value
which depends on factors built into the table, as described below.
Annuity Units: The value of your subaccount is then converted to
annuity units. To compute the number credited to you, we divide
the first monthly payment by the annuity unit value (see below) on
the valuation date on (or next day preceding) the seventh calendar
day before the retirement date. The number of units in your
subaccount is fixed. The value of the units fluctuates with the
performance of the underlying mutual fund.
Subsequent Payouts: To compute later payouts, we multiply:
o the annuity unit value on the valuation date on or immediately
preceding the seventh calendar day before the payout is due; by
o the fixed number of annuity units credited to you.
Annuity Table: The table shows the amount of the first monthly
payment for each $1,000 of contract value according to the age and,
when applicable, the sex of the annuitant. (Where required by law,
we will use a unisex table of settlement rates.) The table assumes
that the contract value is invested at the beginning of the annuity
payout period and earns a 5% rate of return, which is reinvested
and helps to support future payouts.
Annuity Unit Values: This value was originally set at $1 for each
subaccount. To calculate later value we multiply the last annuity
value by the product of:
o the net investment factor; and
<PAGE>
PAGE 43
o the neutralizing factor. The purpose of the neutralizing factor
is to offset the effect of the assumed investment rate built into
the annuity table. With an assumed investment rate of 5%, the
neutralizing factor is 0.999866 for a one day valuation period.
Net Investment Factor:
o Determined each business day by adding the underlying mutual
fund's current net asset value per share plus per share amount of
any current dividend or capital gain distribution; then
o dividing that sum by the previous net asset value per share; and
o subtracting the percentage factor representing the mortality and
expense risk fee from the result.
Because the net asset value of the underlying mutual fund may
fluctuate, the net investment factor may be greater or less than
one, and the accumulation unit value may increase or decrease. You
bear this investment risk in a variable subaccount.
The Fixed Account
Your fixed annuity payout amounts are guaranteed. Once calculated,
your payout will remain the same and never change. To calculate
your annuity payouts we:
o take the value of your fixed account at the retirement date or
the date you have selected to begin receiving your annuity payouts;
then
o using an annuity table we apply the value according to the
annuity payout plan you select; and
o the annuity payout table we use will be the one in effect at the
time you choose to begin your annuity payouts. The table will be
equal to or greater than the table in your contract.
RATING AGENCIES
The following chart reflects the ratings given to American
Enterprise Life by independent rating agencies. These agencies
evaluate the financial soundness and claims-paying ability of
insurance companies based on a number of different factors. This
information does not relate to the management or performance of the
variable subaccounts of the AEL Bank Variable AnnuitySM. This
information relates only to the fixed account and reflects American
Enterprise Life's ability to make annuity payouts and to pay death
benefits and other distributions from the annuity.
Rating agency Rating
A.M. Best A+
(Superior)
Duff & Phelps AAA
Moody's Aa2
<PAGE>
PAGE 44
PRINCIPAL UNDERWRITER
The principal underwriter for the accounts is American Express
Financial Advisors Inc. which offers the variable contracts on a
continuous basis.
INDEPENDENT AUDITORS
[To be filed by Amendment.]
SAVING FOR RETIREMENT
You may have to save more for retirement because the average person
lives 17 years in retirement. Social security and pensions will
not cover your expenses in retirement. Sixty cents of every
retirement dollar must come from your personal savings.
Sources: Social Security Administration, U.S. Department of
Health and Human Services.
PROSPECTUS
The prospectus dated ______________, 1997, is hereby incorporated
in this SAI by reference.
FINANCIAL STATEMENTS
To be filed by Amendment.
<PAGE>
PAGE 45
PART C.
Item 24. Financial Statements and Exhibits
(a) To be filed by Amendment.
(b) Exhibits:
1. Resolution of the Executive Committee of the Board of
Directors of American Enterprise Life establishing the AEL
Bank Variable Annuity dated January 20, 1997, is filed
electronically herewith.
2. Not applicable.
3.1 Form of Variable Annuity and Life Insurance Distribution
Agreement, to be filed by Amendment.
3.2 Form of Managing General Agent Agreement, to be filed by
Amendment.
4.1 Form of Deferred Annuity Contract (form _____), to be filed by
Amendment.
4.2 Form of Tax-Qualified Endorsement (form _____), to be filed by
Amendment.
4.3 Form of Annuity Endorsement (form _____), to be filed by
Amendment.
5.1 Form of Application for AEL Bank Variable Annuity (form
_____), to be filed by Amendment.
6.1 Amendment and Restatement of Articles of Incorporation of
American Enterprise Life dated July 29, 1986, is filed
electronically herewith.
6.2 Amended By-Laws of American Enterprise Life, is filed
electronically herewith.
7. Not applicable.
8. Form of Participation Agreement among Putnam Variable Trust,
Putnam Mutual Funds Corp. and American Enterprise Life
Insurance Company, dated ____________, 1997, to be filed by
Amendment.
9. Opinion of Counsel and consent to its use as to the legality
of the securities being registered, to be filed by Amendment.
10. Consent of Independent Auditors, to be filed by Amendment.
11. Not applicable.
12. Not applicable.
<PAGE>
PAGE 46
13. Copy of schedule for computation of each performance quotation
provided in the Registration Statement in response to Item 21,
to be filed by Amendment.
14. Financial Data Schedules, to be filed by Amendment.
15. Power of Attorney to sign this Registration Statement dated
June 22, 1994, is filed electronically herewith.
Item 25. Directors and Officers of the Depositor (American
Enterprise Life Insurance Company)
<TABLE><CAPTION>
<S> <C> <C>
Positions and
Name Principal Business Address Offices with Depositor
James E. Choat IDS Tower 10 Director and Chief Executive
Minneapolis, MN 55440 Officer
Douglas L. Forsberg IDS Tower 10 President
Minneapolis, MN 55440
Morris Goodwin Jr. IDS Tower 10 Vice President and Treasurer
Minneapolis, MN 55440
Lorraine R. Hart IDS Tower 10 Vice President-Investments
Minneapolis, MN 55440
Richard W. Kling IDS Tower 10 Director and Chairman of
Minneapolis, MN 55440 the Board
Paul S. Mannweiler 1000 Capital Center South Director
201 North Illinois
Indianapolis, IN 46204
Stuart A. Sedlacek IDS Tower 10 Director and Executive
Minneapolis, MN 55440 Vice President-Assured
Assets
F. Dale Simmons IDS Tower 10 Vice President-Real Estate
Minneapolis, MN 55440 Loan Management
William A. Stoltzmann IDS Tower 10 Director and Vice
Minneapolis, MN 55440 President, General
Counsel and Secretary
Melinda S. Urion IDS Tower 10 Vice President and
Minneapolis, MN 55440 Controller
</TABLE>
Item 26. Persons Controlled by or Under Common Control with the
Depositor or Registrant
American Enterprise Life Insurance is a wholly owned
subsidiary of IDS Life Insurance Company which is a
wholly owned subsidiary of American Express Financial
Corporation. American Express Financial Corporation is a
wholly owned subsidiary of American Express Company
(American Express).
<PAGE>
PAGE 47
The following list includes the names of major
subsidiaries of American Express.
Jurisdiction
Name of Subsidiary of Incorporation
I. Travel Related Services
American Express Travel Related
Services Company, Inc. New York
II. International Banking Services
American Express Bank Ltd. Connecticut
III. Companies engaged in American Express Financial Corporation
American Centurion Life Assurance Company New York
American Enterprise Investment Services Inc. Minnesota
American Enterprise Life Insurance Company Indiana
American Express Financial Advisors Inc. Delaware
American Express Financial Corporation Delaware
American Express Insurance Agency of Nevada Inc. Nevada
American Express Minnesota Foundation Minnesota
American Express Service Corporation Delaware
American Express Tax and Business Services Inc. Minnesota
American Express Trust Company Minnesota
American Partners Life Insurance Company Arizona
AMEX Assurance Company Illinois
IDS Advisory Group Inc. Minnesota
IDS Aircraft Services Corporation Minnesota
IDS Cable Corporation Minnesota
IDS Cable II Corporation Minnesota
IDS Capital Holdings Inc. Minnesota
IDS Certificate Company Delaware
IDS Deposit Corp. Utah
IDS Fund Management Limited U.K.
IDS Futures Corporation Minnesota
IDS Futures III Corporation Minnesota
IDS Insurance Agency of Alabama Inc. Alabama
IDS Insurance Agency of Arkansas Inc. Arkansas
IDS Insurance Agency of Massachusetts Inc. Massachusetts
IDS Insurance Agency of Mississippi Ltd. Mississippi
IDS Insurance Agency of New Mexico Inc. New Mexico
IDS Insurance Agency of North Carolina Inc. North Carolina
IDS Insurance Agency of Ohio Inc. Ohio
IDS Insurance Agency of Texas Inc. Texas
IDS Insurance Agency of Utah Inc. Utah
IDS Insurance Agency of Wyoming Inc. Wyoming
IDS International, Inc. Delaware
<PAGE>
PAGE 48
Item 26. Persons Controlled by or Under Common Control with the
Depositor or Registrant (Continued)
Jurisdiction
Name of Subsidiary of Incorporation
IDS Life Insurance Company Minnesota
IDS Life Insurance Company of New York New York
IDS Management Corporation Minnesota
IDS Partnership Services Corporation Minnesota
IDS Plan Services of California, Inc. Minnesota
IDS Property Casualty Insurance Company Wisconsin
IDS Real Estate Services, Inc. Delaware
IDS Realty Corporation Minnesota
IDS Sales Support Inc. Minnesota
IDS Securities Corporation Delaware
Investors Syndicate Development Corp. Nevada
Item 27. Number of Contractowners
Not applicable.
Item 28. Indemnification
The By-Laws of the depositor provide that the Corporation
shall have the power to indemnify a director, officer,
agent or employee of the Corporation pursuant to the
provisions of applicable statues or pursuant to contract.
The Corporation may purchase and maintain insurance on
behalf of any director, officer, agent or employee of the
Corporation against any liability asserted against or
incurred by the director, officer, agent or employee in
such capacity or arising out of the director's,
officer's, agent's or employee's status as such, whether
or not the Corporation would have the power to indemnify
the director, officer, agent or employee against such
liability under the provisions of applicable law.
The By-Laws of the depositor provide that it shall
indemnify a director, officer, agent or employee of the
depositor pursuant to the provisions of applicable
statutes or pursuant to contract.
Insofar as indemnification for liability arising under
the Securities Act of 1933 may be permitted to director,
officers and controlling persons of the registrant
pursuant to the foregoing provisions, or otherwise, the
registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification
is against public policy as expressed in the Act and is,
therefore, unenforceable. In the event that a claim for <PAGE>
PAGE 49
indemnification against such liabilities (other than the
payment by the registrant of expenses incurred or paid by
a director, officer or controlling person of the
registrant in the successful defense of any action, suit
or proceeding) is asserted by such director, officer or
controlling person in connection with the securities
being registered, the registrant will, unless in the
opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by
it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.
Item 29. Principal Underwriters.
(a) American Express Financial Advisors acts as principal
underwriter for the following investment companies:
IDS Bond Fund, Inc.; IDS California Tax-Exempt Trust; IDS
Discovery Fund, Inc.; IDS Equity Select Fund, Inc.; IDS Extra
Income Fund, Inc.; IDS Federal Income Fund, Inc.; IDS Global
Series, Inc.; IDS Growth Fund, Inc.; IDS High Yield Tax-
Exempt Fund, Inc.; IDS International Fund, Inc.; IDS
Investment Series, Inc.; IDS Managed Retirement Fund, Inc.;
IDS Market Advantage Series, Inc.; IDS Money Market Series,
Inc.; IDS New Dimensions Fund, Inc.; IDS Precious Metals
Fund, Inc.; IDS Progressive Fund, Inc.; IDS Selective Fund,
Inc.; IDS Special Tax-Exempt Series Trust; IDS Stock Fund,
Inc.; IDS Strategy Fund, Inc.; IDS Tax-Exempt Bond Fund,
Inc.; IDS Tax-Free Money Fund, Inc.; IDS Utilities Income
Fund, Inc. and IDS Certificate Company.
(b) As to each director, officer or partner of the principal
underwriter:
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Ronald G. Abrahamson Vice President- None
IDS Tower 10 Service Quality and
Minneapolis, MN 55440 Reengineering
Douglas A. Alger Vice President-Field None
IDS Tower 10 Compensation and
Minneapolis, MN 55440 Administration
Peter J. Anderson Senior Vice President- Vice
IDS Tower 10 Investments President
Minneapolis, MN 55440
Ward D. Armstrong Vice President- None
IDS Tower 10 Sales and Marketing,
Minneapolis, MN 55440 IDS Institutional
Retirement Services
<PAGE>
PAGE 50
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
John M. Baker Vice President- None
Plan Sponsor Services
Joseph M. Barsky III Vice President-Senior None
IDS Tower 10 Portfolio Manager
Minneapolis, MN 55440
Robert C. Basten Vice President-Tax None
IDS Tower 10 and Business Services
Minneapolis, MN 55440
Timothy V. Bechtold Vice President-Risk None
IDS Tower 10 Management Products
Minneapolis, MN 55440
John D. Begley Group Vice President- None
Suite 100 Ohio/Indiana
7760 Olentangy River Rd.
Columbus, OH 43235
Jack A. Benjamin Group Vice President- None
Suite 200 Greater Pennsylvania
3500 Market Street
Camp Hill, PA 17011
Alan F. Bignall Vice President- None
IDS Tower 10 Technology and
Minneapolis, MN 55440 Development
Brent L. Bisson Group Vice President- None
Ste 900 E. Westside Twr Los Angeles Metro
11835 West Olympic Blvd.
Los Angeles, CA 90064
John C. Boeder Vice President- None
IDS Tower 10 Mature Market Group
Minneapolis, MN 55440
Walter K. Booker Group Vice President- None
Suite 200 New Jersey
3500 Market Street
Camp Hill, NJ 17011
Bruce J. Bordelon Group Vice President- None
Galleria One Suite 1900 Gulf States
Galleria Blvd.
Metairie, LA 70001
<PAGE>
PAGE 51
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Charles R. Branch Group Vice President- None
Suite 200 Northwest
West 111 North River Dr
Spokane, WA 99201
Karl J. Breyer Senior Vice President- None
IDS Tower 10 Corporate Affairs and
Minneapolis, MN 55440 Special Counsel
Daniel J. Candura Vice President- None
IDS Tower 10 Marketing Support
Minneapolis, MN 55440
Cynthia M. Carlson Vice President- None
IDS Tower 10 American Express
Minneapolis, MN 55440 Securities Services
Orison Y. Chaffee III Vice President-Field None
IDS Tower 10 Real Estate
Minneapolis, MN 55440
James E. Choat Senior Vice President- None
IDS Tower 10 Field Management
Minneapolis, MN 55440
Kenneth J. Ciak Vice President and None
IDS Property Casualty General Manager-
1400 Lombardi Avenue IDS Property Casualty
Green Bay, WI 54304
Roger C. Corea Group Vice President- None
290 Woodcliff Drive Upstate New York
Fairport, NY 14450
Henry J. Cormier Group Vice President- None
Commerce Center One Connecticut
333 East River Drive
East Hartford, CT 06108
John M. Crawford Group Vice President- None
Suite 200 Arkansas/Springfield/Memphis
10800 Financial Ctr Pkwy
Little Rock, AR 72211
Kevin F. Crowe Group Vice President- None
Suite 312 Carolinas/Eastern Georgia
7300 Carmel Executive Pk
Charlotte, NC 28226
<PAGE>
PAGE 52
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Colleen Curran Vice President and None
IDS Tower 10 Assistant General Counsel
Minneapolis, MN 55440
Luz Maria Davis Vice President- None
IDS Tower 10 Communications
Minneapolis, MN 55440
Regenia David Vice President- None
IDS Tower 10 Systems Services
Minneapolis, MN 55440
Scott M. DiGiammarino Group Vice President- None
Suite 500 Washington/Baltimore
8045 Leesburg Pike
Vienna, VA 22182
Bradford L. Drew Group Vice President- None
Two Datran Center Eastern Florida
Penthouse One B
9130 S. Dadeland Blvd.
Miami, FL 33156
William H. Dudley Director and Executive Board member
IDS Tower 10 Vice President-
Minneapolis MN 55440 Investment Operations
Gordon L. Eid Senior Vice President None
IDS Tower 10 and General Counsel
Minneapolis, MN 55440
Robert M. Elconin Vice President- None
IDS Tower 10 Government Relations
Minneapolis, MN 55440
Mark A. Ernst Vice President- None
IDS Tower 10 Retail Services
Minneapolis, MN 55440
Joseph Evanovich Jr. Group Vice President- None
One Old Mill Nebraska/Iowa/Dakotas
101 South 108th Avenue
Omaha, NE 68154
Louise P. Evenson Group Vice President- None
Suite 200 San Francisco Bay Area
1333 N. California Blvd.
Walnut Creek, CA 94596
<PAGE>
PAGE 53
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Gordon M. Fines Vice President- None
IDS Tower 10 Mutual Fund Equity
Minneapolis MN 55440 Investments
Douglas L. Forsberg Vice President- None
IDS Tower 10 Institutional Products
Minneapolis, MN 55440 Group
Jeffrey P. Fox Vice President and None
IDS Tower 10 Corporate Controller
Minneapolis, MN 55440
William P. Fritz Group Vice President- None
Suite 160 Northern Missouri
12855 Flushing Meadows Dr
St. Louis, MO 63131
Carl W. Gans Group Vice President- None
8500 Tower Suite 1770 Twin City Metro
8500 Normandale Lake Blvd.
Bloomington, MN 55437
John J. Golden Vice President- None
IDS Tower 10 Human Resources Planning
Minneapolis, MN 55440 and Field Support
Morris Goodwin Jr. Vice President and None
IDS Tower 10 Corporate Treasurer
Minneapolis, MN 55440
Suzanne Graf Vice President- None
IDS Tower 10 Systems Services
Minneapolis, MN 55440
Bruce M. Guarino Group Vice President- None
Suite 1736 Hawaii
1585 Kapiolani Blvd.
Honolulu, HI 96814
David A. Hammer Vice President None
IDS Tower 10 and Marketing
Minneapolis, MN 55440 Controller
Teresa A. Hanratty Group Vice President- None
Suites 6&7 Northern New England
169 South River Road
Bedford, NH 03110
<PAGE>
PAGE 54
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
John R. Hantz Group Vice President- None
Suite 107 Detroit Metro
17177 N. Laurel Park
Livonia, MI 48154
Robert L. Harden Group Vice President- None
Two Constitution Plaza Boston Metro
Boston, MA 02129
Lorraine R. Hart Vice President- None
IDS Tower 10 Insurance Investments
Minneapolis, MN 55440
Scott A. Hawkinson Vice President-Assured None
IDS Tower 10 Assets Product Development
Minneapolis, MN 55440 and Management
Brian M. Heath Group Vice President- None
Suite 150 North Texas
801 E. Campbell Road
Richardson, TX 75081
James G. Hirsh Vice President and None
IDS Tower 10 Assistant General
Minneapolis, MN 55440 Counsel
David J. Hockenberry Group Vice President- None
30 Burton Hills Blvd. Eastern Tennessee
Suite 175
Nashville, TN 37215
Michael J. Hogan Vice President- None
IDS Tower 10 Variable Assets
Minneapolis, MN 55440
Kevin P. Howe Vice President- None
IDS Tower 10 Government and
Minneapolis, MN 55440 Customer Relations and
Chief Compliance Officer
David R. Hubers Chairman, Chief Board member
IDS Tower 10 Executive Officer and
Minneapolis, MN 55440 President
James M. Jensen Vice President- None
IDS Tower 10 Life Products
Minneapolis, MN 55440
<PAGE>
PAGE 55
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Marietta L. Johns Senior Vice President- None
IDS Tower 10 Field Management
Minneapolis, MN 55440
James E. Kaarre Vice President- None
IDS Tower 10 Marketing Promotions
Minneapolis, MN 55440
Matthew N. Karstetter Vice President- None
IDS Tower 10 Investment Accounting
Minneapolis, MN 55440
Linda B. Keene Vice President- None
IDS Tower 10 Market Development
Minneapolis, MN 55440
G. Michael Kennedy Vice President-Investment None
IDS Tower 10 Services and Investment
Minneapolis, MN 55440 Research
Susan D. Kinder Senior Vice President- None
IDS Tower 10 Human Resources
Minneapolis, MN 55440
Richard W. Kling Senior Vice President- None
IDS Tower 10 Products
Minneapolis, MN 55440
Paul F. Kolkman Vice President- None
IDS Tower 10 Actuarial Finance
Minneapolis, MN 55440
Claire Kolmodin Vice President- None
IDS Tower 10 Service Quality
Minneapolis, MN 55440
David S. Kreager Group Vice President- None
Ste 108 Trestle Bridge V Greater Michigan
5136 Lovers Lane
Kalamazoo, MI 49002
Steven C. Kumagai Director and Senior None
IDS Tower 10 Vice President-Field
Minneapolis, MN 55440 Management and Business
Systems
<PAGE>
PAGE 56
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Mitre Kutanovski Group Vice President- None
Suite 680 Chicago Metro
8585 Broadway
Merrillville, IN 48410
Edward Labenski Jr. Vice President- None
IDS Tower 10 Senior Portfolio
Minneapolis, MN 55440 Manager
Kurt A. Larson Vice President- None
IDS Tower 10 Senior Portfolio
Minneapolis, MN 55440 Manager
Lori J. Larson Vice President- None
IDS Tower 10 Variable Assets Product
Minneapolis, MN 55440 Development
Ryan R. Larson Vice President- None
IDS Tower 10 IPG Product Development
Minneapolis, MN 55440
Daniel E. Laufenberg Vice President and None
IDS Tower 10 Chief U.S. Economist
Minneapolis, MN 55440
Richard J. Lazarchic Vice President- None
IDS Tower 10 Senior Portfolio
Minneapolis, MN 55440 Manager
Peter A. Lefferts Senior Vice President- None
IDS Tower 10 Corporate Strategy and
Minneapolis, MN 55440 Development
Douglas A. Lennick Director and Executive None
IDS Tower 10 Vice President-Private
Minneapolis, MN 55440 Client Group
Mary J. Malevich Vice President- None
IDS Tower 10 Senior Portfolio
Minneapolis, MN 55440 Manager
Fred A. Mandell Vice President- None
IDS Tower 10 Field Marketing Readiness
Minneapolis, MN 55440
Daniel E. Martin Group Vice President- None
Suite 650 Pittsburgh Metro
5700 Corporate Drive
Pittsburgh, PA 15237
<PAGE>
PAGE 57
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
William J. McKinney Vice President- None
IDS Tower 10 Field Management
Minneapolis, MN 55440 Support
Thomas W. Medcalf Vice President- None
IDS Tower 10 Senior Portfolio Manager
Minneapolis, MN 55440
William C. Melton Vice President- None
IDS Tower 10 International Research
Minneapolis, MN 55440 and Chief International
Economist
James A. Mitchell Executive Vice President- None
IDS Tower 10 Marketing and Products
Minneapolis, MN 55440
John P. Moraites Group Vice President- None
Union Plaza Suite 900 Kansas/Oklahoma
3030 Northwest Expressway
Oklahoma City, OK 73112
Pamela J. Moret Vice President-Services None
IDS Tower 10
Minneapolis, MN 55440
Alan D. Morgenstern Group Vice President- None
Suite 200 Central California/
3500 Market Street Western Nevada
Camp Hill, NJ 17011
Barry J. Murphy Senior Vice President- None
IDS Tower 10 Client Service
Minneapolis, MN 55440
Mary Owens Neal Vice President- None
IDS Tower 10 Mature Market Segment
Minneapolis, MN 55440
Robert J. Neis Vice President- None
IDS Tower 10 Technology Services
Minneapolis, MN 55440 Operations
Ronald E. Newton Group Vice President- None
319 Southbridge St. Rhode Island/Central
Auburn, MA 01501 Massachusetts
<PAGE>
PAGE 58
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Thomas V. Nicolosi Group Vice President- None
Suite 220 New York Metro Area
500 Mamaroneck Avenue
Harrison, NY 10528
James R. Palmer Vice President- None
IDS Tower 10 Taxes
Minneapolis, MN 55440
Carla P. Pavone Vice President- None
IDS Tower 10 Specialty Service Teams
Minneapolis, MN 55440 and Emerging Business
Susan B. Plimpton Vice President- None
IDS Tower 10 Segmentation Development
Minneapolis, MN 55440 and Support
Larry M. Post Group Vice President- None
One Tower Bridge Philadelphia Metro
100 Front Street 8th Fl
West Conshohocken, PA 19428
Ronald W. Powell Vice President and None
IDS Tower 10 Assistant General
Minneapolis, MN 55440 Counsel
James M. Punch Vice President- None
IDS Tower 10 Geographical Service
Minneapolis, MN 55440 Teams
Frederick C. Quirsfeld Vice President-Taxable None
IDS Tower 10 Mutual Fund Investments
Minneapolis, MN 55440
Debra J. Rabe Vice President-Financial None
IDS Tower 10 Planning
Minneapolis, MN 55440
R. Daniel Richardson Group Vice President- None
Suite 800 Southern Texas
Arboretum Plaza One
9442 Capital of Texas Hwy N.
Austin, TX 78759
Roger B. Rogos Group Vice President- None
One Sarasota Tower Western Florida
Suite 700
Two N. Tamiami Trail
Sarasota, FL 34236
<PAGE>
PAGE 59
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
ReBecca K. Roloff Vice President-Private None
IDS Tower 10 Client Group
Minneapolis, MN 55440
Stephen W. Roszell Vice President- None
IDS Tower 10 Advisory Institutional
Minneapolis, MN 55440 Marketing
Max G. Roth Group Vice President- None
Suite 201 S IDS Ctr Wisconsin/Upper Michigan
1400 Lombardi Avenue
Green Bay, WI 54304
John P. Ryan Vice President and None
IDS Tower 10 General Auditor
Minneapolis, MN 55440
Erven Samsel Senior Vice President- None
45 Braintree Hill Park Field Management
Suite 402
Braintree, MA 02184
Russell L. Scalfano Group Vice President- None
Suite 201 Illinois/Indiana/Kentucky
101 Plaza East Blvd.
Evansville, IN 47715
William G. Scholz Group Vice President- None
Suite 205 Arizona/Las Vegas
7333 E Doubletree Ranch Rd
Scottsdale, AZ 85258
Stuart A. Sedlacek Vice President- None
IDS Tower 10 Assured Assets
Minneapolis, MN 55440
Donald K. Shanks Vice President- None
IDS Tower 10 Property Casualty
Minneapolis, MN 55440
F. Dale Simmons Vice President-Senior None
IDS Tower 10 Portfolio Manager,
Minneapolis, MN 55440 Insurance Investments
Judy P. Skoglund Vice President- None
IDS Tower 10 Human Resources and
Minneapolis, MN 55440 Organization Development
<PAGE>
PAGE 60
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Julian W. Sloter Group Vice President- None
Ste 1700 Orlando FinCtr Orlando/Jacksonville
800 North Magnolia Ave.
Orlando, FL 32803
Ben C. Smith Vice President- None
IDS Tower 10 Workplace Marketing
Minneapolis, MN 55440
William A. Smith Vice President and None
IDS Tower 10 Controller-Private
Minneapolis, MN 55440 Client Group
James B. Solberg Group Vice President- None
466 Westdale Mall Eastern Iowa Area
Cedar Rapids, IA 52404
Bridget Sperl Vice President- None
IDS Tower 10 Human Resources
Minneapolis, MN 55440 Management Services
Paul J. Stanislaw Group Vice President- None
Suite 1100 Southern California
Two Park Plaza
Irvine, CA 92714
Lois A. Stilwell Group Vice President- None
Suite 433 Outstate Minnesota Area/
9900 East Bren Road North Dakota/Western Wisconsin
Minnetonka, MN 55343
William A. Stoltzmann Vice President and None
IDS Tower 10 Assistant General
Minneapolis, MN 55440 Counsel
James J. Strauss Vice President- None
IDS Tower 10 Corporate Planning
Minneapolis, MN 55440 and Analysis
Jeffrey J. Stremcha Vice President-Information None
IDS Tower 10 Resource Management/ISD
Minneapolis, MN 55440
Barbara Stroup Stewart Vice President-Corporate None
IDS Tower 10 Reengineering
Minneapolis, MN 55440
<PAGE>
PAGE 61
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Neil G. Taylor Group Vice President- None
Suite 425 Seattle/Tacoma
101 Elliott Avenue West
Seattle, WA 98119
John R. Thomas Senior Vice President- Board member
IDS Tower 10 Information and
Minneapolis, MN 55440 Technology
Melinda S. Urion Senior Vice President Treasurer
IDS Tower 10 and Chief Financial
Minneapolis, MN 55440 Officer
Peter S. Velardi Group Vice President- None
Suite 180 Atlanta/Birmingham
1200 Ashwood Parkway
Atlanta, GA 30338
Charles F. Wachendorfer Group Vice President- None
Suite 100 Denver/Salt Lake City/
Stanford Plaza II Albuquerque
7979 East Tufts Ave Pkwy
Denver, CO 80237
Wesley W. Wadman Vice President- None
IDS Tower 10 Senior Portfolio
Minneapolis, MN 55440 Manager
Norman Weaver Jr. Senior Vice President- None
1010 Main St Suite 2B Field Management
Huntington Beach, CA 92648
Michael L. Weiner Vice President- None
IDS Tower 10 Tax Research and Audit
Minneapolis, MN 55440
Lawrence J. Welte Vice President- None
IDS Tower 10 Investment Administration
Minneapolis, MN 55440
Jeffry M. Welter Vice President- None
IDS Tower 10 Equity and Fixed Income
Minneapolis, MN 55440 Trading
William N. Westhoff Senior Vice President- None
IDS Tower 10 Global Investments
Minneapolis, MN 55440
<PAGE>
PAGE 62
Item 29(b). As to each director, officer or partner of the
principal underwriter (American Express Financial Advisors):
(cont'd)
Positions and
Name and Principal Position and Offices Offices with
Business Address with Underwriter Registrant
Thomas L. White Group Vice President- None
Suite 200 Cleveland Metro
28601 Chagrin Blvd.
Woodmere, OH 44122
Eric S. Williams Group Vice President- None
Suite 250 Virginia
3951 Westerre Parkway
Richmond, VA 23233
Edwin M. Wistrand Vice President and None
IDS Tower 10 Assistant General
Minneapolis, MN 55440 Counsel
Michael R. Woodward Senior Vice President- None
32 Ellicott St Ste 100 Field Management
Batavia, NY 14020
Item 29(c).
<TABLE>
<CAPTION>
Net Underwriting
Name of Principal Discounts and Compensation on Brokerage
Underwriter Commissions Redemption Commissions Compensation
<S> <C> <C> <C> <C>
American Express
Financial Advisors
Inc. None None None None
</TABLE>
Item 30. Location of Accounts and Records
American Enterprise Life Insurance Company
IDS Tower 10
Minneapolis, MN 55402
Item 31. Management Services
Not applicable.
Item 32. Undertakings
(a) Registrant undertakes that it will file a
post-effective amendment to this registration
statement as frequently as is necessary to ensure
that the audited financial statements in the
registration statement are never more than 16
months old for so long as payments under the
variable annuity contracts may be accepted.
<PAGE>
PAGE 63
(b) Registrant undertakes that it will include either
(1) as part of any application to purchase a
contract offered by the prospectus, a space that an
applicant can check to request a Statement of
Additional Information, or (2) a post card or
similar written communication affixed to or
included the prospectus that the applicant can
remove to send for a Statement of Additional
Information.
(c) Registrant undertakes to deliver any Statement of
Additional Information and any financial statements
required to be made available under this Form
promptly upon written or oral request to American
Enterprise Life Contract Owner Service at the
address or phone number listed in the prospectus.
(d) The sponsoring insurance company represents that
the fees and charges deducted under the contract,
in the aggregate, are reasonable in relation to
the services rendered, the expenses expected to
be incurred, and the risks assumed by the
insurance company.
<PAGE>
PAGE 64
SIGNATURES
As required by the Securities Act of 1933 and the Investment
Company Act of 1940, American Enterprise Life Insurance Company, on
behalf of the Registrant has duly caused this Registration
Statement to be signed on its behalf, in the City of Minneapolis,
and State of Minnesota, on the 22nd day of January, 1997.
AMERICAN ENTERPRISE VARIABLE ANNUITY ACCOUNT
(Registrant)
By American Enterprise Life Insurance Company
(Sponsor)
By /s/ Richard W. Kling*
Richard W. Kling
Chairman of the Board
As required by the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the
capacities indicated on the 22nd day of January, 1997.
Signature Title
_____________________________ Director, Chief Executive
James E. Choat Officer
_____________________________ President
Douglas L. Forsberg
/s/ Richard W. Kling* Director and Chairman of
Richard W. Kling the Board
/s/ Paul S. Mannweiler* Director
Paul S. Mannweiler
/s/ Stuart A. Sedlacek* Director and Executive Vice
Stuart A. Sedlacek President-Assured Assets
/s/ William A. Stoltzmann* Director, Vice President,
William A. Stoltzmann General Counsel and
Secretary
*Signed pursuant to Power of Attorney filed electronically
herewith.
______________________________
Mary Ellyn Minenko
<PAGE>
PAGE 65
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement is comprised of the following papers
and documents:
The Cover Page.
Cross-reference sheet.
Part A.
The prospectus.
Part B.
Statement of Additional Information.
Part C.
Other Information.
The signatures.
Exhibits.
<PAGE>
PAGE 1
AMERICAN ENTERPRISE VARIABLE ANNUITY ACCOUNT
EXHIBIT INDEX
Exhibit 1: Form of Resolution of the Executive Committee.
Exhibit 6.1: Amendment and Restatement of Articles of
Incorporation.
Exhibit 6.2: Amended By-Laws of American Enterprise Life.
Exhibit 15: Power of Attorney.
<PAGE>
PAGE 1
TO THE SECRETARY OF
AMERICAN ENTERPRISE LIFE INSURANCE COMPANY
By Resolution received by the Secretary on ________________, the
Board of Directors of American Enterprise Life Insurance Company:
RESOLVED, That American Enterprise Life Insurance Company,
pursuant to the provisions of Section 27-1-51 Section 1 Class
1(c) of the Indiana Insurance Code, hereby establishes a
separate account designated American Enterprise Variable
Annuity Account, to be used for the Corporation's Variable
Annuity contracts; and
RESOLVED FURTHER, That the proper officers of the Corporation
are hereby authorized and directed to establish such
subaccounts and/or investment divisions of the Account in the
future as they determine to be appropriate; and
RESOLVED FURTHER, That the proper officers of the Corporation
are hereby authorized and directed to accomplish all filings,
including registration statements and applications for
exemptive relief from provisions of the securities laws as
they deem necessary to carry the foregoing into effect.
As Director of the Board of American Enterprise Life Insurance
Company, I hereby establish, in accordance with the above
resolutions and pursuant to authority granted by the Board of
Directors, the following two additional subaccounts within the
separate account:
A subaccount, to invest in shares of the Putnam VT Voyager
Fund; and
A subaccount, to invest in shares of the Putnam VT Global
Growth Fund.
In accordance with the above resolutions and pursuant to authority
granted by the Board of Directors of American Enterprise Life
Insurance Company, the Unit Investment Trust comprised of American
Enterprise Variable Annuity Account and consisting of ____
subaccounts is hereby reconstituted as American Enterprise Variable
Annuity Account consisting of ____ subaccounts.
Received by the Secretary
Stuart A. Sedlacek
William A. Stoltzmann
<PAGE>
PAGE 1
ARTICLES OF AMENDMENT
Thomas A. Skiff and David N. Kane certify that:
1. They are the Senior Vice President and the Secretary,
respectively, of AMERICAN CENTURION LIFE AND ACCIDENT
INSURANCE COMPANY, an Indiana corporation.
2. The Articles of Incorporation of this Corporation are amended
and restated to read as follows:
"The undersigned, being seven or more natural persons of
lawful age and citizens of the United States, at least a
majority of whom are residents of the State of Indiana, do
hereby adopt the following Articles of Incorporation.
BE IT REMEMBERED that the following Articles of Incorporation
and all matters heretofore done and hereafter to be done are
in accordance with "An Act concerning insurance, and declaring
an emergency," approved March 8, 1935, and all acts amendatory
thereof and supplemental thereto.
(a) The name of this corporation shall be:
AMERICAN ENTERPRISE LIFE INSURANCE COMPANY
(b) The post office address of its principal office shall be:
54 Monument Circle
Indianapolis, IN 46204
(c) The purposes for which it is formed are as follows:
to transact the business of insurance to:
(1) insure the lives of persons, including insurance against
permanent mental or physical disability resulting from accident
combined with a policy for life insurance, and to grant, purchase
or dispose of annuities including, among other things, making
contracts providing for immediate or future life insurance and/or
annuity payments, fundable and/or computable as to cost or payment
or both out of or on the basis of experience factors derived from a
segregated investment account of assets set aside by the company
from or in relation to contributions, premiums or considerations
received by it under such contracts, the establishment of such
account in no way to affect the company's absolute ownership of the
investment items to which the account from time to time pertains.
<PAGE>
PAGE 2
(2) issue insurance against bodily injury or death by accident and
against disablement resulting from sickness and every insurance
appertaining thereto.
(d) The term for which it shall continue as a corporation shall be
perpetual.
(e) The amount of Capital Stock shall be $10,000,000 and the
aggregate number of shares 100,000 which the company shall have
authority to issue and the par value thereof $100.00 per share.
(f) The amount of paid-in capital with which the company will
begin business will be $2,000,000.
(g) The names, occupations and post office addresses of each of
the incorporators are as follows:
W.R. Potter, Resident Vice President
Fireman's Fund Insurance Company
4740 Kingsway Drive
Indianapolis, Indiana 46205
James K. Sommer, Attorney
1100 Merchants Bank Building
Indianapolis, Indiana 46204
Eric R. Johnson, Attorney
1100 Merchants Bank Building
Indianapolis, Indiana 46204
James A. Ehlers, Attorney
1100 Merchants Bank Building
Indianapolis, Indiana 46204
Terry R. Curry, Attorney
1100 Merchants Bank Building
Indianapolis, Indiana 46204
Yolanda L. Moore, Attorney
1100 Merchants Bank Building
Indianapolis, Indiana 46204
Gordon L. Pittenger, Attorney
1100 Merchants Bank Building
Indianapolis, Indiana 46204
(h) The names and post office addresses of the first officers and
directors and their terms of office are as follows:
DIRECTORS (all terms one year)
Francis W. Benedict
1600 Los Gamos Road
San Rafael, California 94911
<PAGE>
PAGE 3
Edwin F. Cutler
1600 Los Gamos Road
San Rafael, California 94911
M. Gordon Gaddy
1600 Los Gamos Road
San Rafael, California 94911
Hersh A. Markusfeld
1600 Los Gamos Road
San Rafael, California 94911
Frank J. McCormack
1600 Los Gamos Road
San Rafael, California 94911
O. D. Oliphant
1600 Los Gamos Road
San Rafael, California 94911
W. R. Potter
4740 Kingsway Drive
Indianapolis, Indiana 46205
OFFICERS (all terms one year)
Edwin F. Cutler
Chairman of the Board
and Chief Executive Officer
1600 Los Gamos Road
San Rafael, California 94911
M. Gordon Gaddy
President and Chief Operating Officer
1600 Los Gamos Road
San Rafael, California 94911
Francis W. Benedict
Senior Vice President and Secretary
1600 Los Gamos Road
San Rafael, California 94911
Bartlett T. Grimes
Senior Vice President
1600 Los Gamos Road
San Rafael, California 94911
Borell Kirschen
Senior Vice President and General Counsel
1600 Los Gamos Road
San Rafael, California 94911
Michael Djordjevich
Vice President and Treasurer
1600 Los Gamos Road
San Rafael, California 94911
<PAGE>
PAGE 4
Thomas M. Keller
Vice President and Controller
1600 Los Gamos Road
San Rafael, California 94911
Thomas A. Skiff
Vice President and Senior Actuary
1600 Los Gamos Road
San Rafael, California 94911
IN WITNESS WHEREOF, we have hereunto set our hands and seals this
9th day of September, 1981.
/s/ W. R. Potter /s/ James K. Sommer
/s/ Eric R. Johnson /s/ James A. Ehlers
3. The foregoing amendment and Restatement of Articles of
Incorporation has been approved by the Board of Directors by
unanimous written consent dated July 29, 1986.
4. The foregoing amendment and Restatement of Articles of
Incorporation has been duly approved by the required vote of
shareholders in accordance with the Indiana Insurance Laws,
Acts of 1935, as amended. The total number of outstanding
shares of this Corporation is 20,000, and all shares were
voted in favor of the amendment by written consent of the sole
shareholder dated July 29, 1986.
/s/ Thomas A. Skiff
Thomas A. Skiff,
Senior Vice President
/s/ David N. Kane
David N. Kane, Secretary
The undersigned declare under penalty of perjury that the matters
set forth in the foregoing certificate are true of their own
knowledge. Executed at San Rafael, California, on August 7, 1986.
/s/ Thomas A. Skiff
Thomas A. Skiff
/s/ David N. Kane
David N. Kane
<PAGE>
PAGE 1
AMENDED BY-LAWS OF AMERICAN ENTERPRISE LIFE INSURANCE COMPANY
ARTICLE I
OFFICES
1. Offices. The principal office of the Corporation shall be in
the City of Indianapolis, State of Indiana, with the principal
administrative office in Minneapolis, Minnesota, but other
offices may be established at such other places as the
business of the Corporation may require.
ARTICLE II
SHAREHOLDERS
2. Place of Meeting. All meetings of shareholders shall be held
either at the principal office of the Corporation or at any
other place within or without the State in which the
Corporation's principal office is located as may be designated
by the Board of Directors.
3. Annual Meeting. The annual meeting of the shareholders shall
be held on the second Friday of March of each year, unless
such day shall be a legal holiday, in which even the meeting
shall be held on the next business day; provided, however,
that any annual meeting may be adjourned as provided by law.
At each annual meeting, there shall be elected a Board of
Directors to serve during the ensuing year and until their
successors are elected, and such other business shall be
transacted as shall properly come before the meeting.
4. Special Meetings. Special meetings of the shareholders for
any purpose or purposes whatsoever may be called at any time
by the President, or by the Board of Directors, or by one (1)
or more shareholders holding not less than twenty-five percent
(25%) of the voting power of the Corporation.
5. Notice of Meeting. Notice of each meeting of shareholders,
whether annual or special, shall be given in writing to the
shareholders entitled to vote thereat, not less than ten (10)
days before such meeting. Notice of any meeting of
shareholders shall specify the place, the day, and the hour of
the meeting, as well as the general nature of the business to
be transacted. A notice may be given by the Corporation to
any shareholder either personally or by mail or other means of
written communication addressed to the shareholder at his
address appearing on the books of the Corporation.
6. Consent of Shareholders in Lieu of Meeting. Any action
required or permitted to be taken at any annual or special
meeting of shareholders of the Corporation may be taken
without a meeting, without prior notice and without a vote, if
a consent in writing, setting forth the action so taken, shall
be signed by all of the shareholders entitled to vote
with respect to the subject matter thereof and such consent
shall be filed with the minutes of the proceedings of
shareholders.<PAGE>
PAGE 2
7. Quorum of Shareholders. The presence in person or by proxy of
the holders of a majority of the shares entitled to vote
thereat shall constitute a quorum for the transaction of
business at any meeting of the shareholders.
8. Adjourned Meeting. Any shareholders meeting, annual or
special, whether or not a quorum is present, may be adjourned
from time to time by the vote of the majority of the shares
represented at that meeting, either in person or by proxy, but
in the absence of a quorum, no other business may be
transacted at that meeting.
When any meeting of shareholders, either annual or special, is
adjourned to another time or place, notice need not be given
of the adjourned meeting if the time and place are announced
at a meeting at which the adjournment is taken, unless a new
record date for the adjourned meeting is fixed, or unless the
adjournment is for more than forty-five (45) days from the
date set for the original meeting, in which case the Board of
Directors shall set a new record date. Notice of any such
adjourned meeting, if required, shall be given to each
shareholder of record entitled to vote at the adjourned
meeting in accordance with the provisions of Section 5 of this
Article II. At any adjourned meeting, the Corporation may
transact any business that might have been transacted at the
original meeting.
9. Voting. Every shareholder shall be entitled to one vote for
each share of the capital stock of the Corporation held by the
shareholder. At any election of directors, the nominees
receiving the highest number of votes, up to the number of
directors to be elected at such election, shall be deemed
elected.
Unless a greater number is otherwise expressly required by
statute, every act or decision done or made by a majority of
the shareholders present at a meeting duly held, at which a
quorum is present, shall be regarded as the act of the
shareholders.
10. Proxies. Every person entitled to vote shares has the right
to do so either in person or by one or more persons authorized
by a written proxy executed by such shareholder and filed with
the Secretary. Any proxy duly executed shall continue in full
force and effect unless revoked by the person executing it by
a writing delivered to the Corporation stating that the proxy
is revoked or by a subsequent proxy executed by the person
executing it presented to the meeting or by attendance at a
meeting and voting in person by the person executing the
proxy. However, no proxy shall be valid after the expiration
of eleven (11) months from the date of its execution unless
otherwise provided in the proxy.
11. Presiding Officer. Meetings of the shareholders shall be
presided over by the Chairman of the Board of Directors or, if
the Chairman is not present, by the Chief Executive Officer
or, if the Chief Executive Officer is not present, by the
<PAGE>
PAGE 3
President or, if the President is not present, by a Vice
President or, if neither the Chairman of the Board of
Directors not the Chief Executive Officer nor the President
nor a Vice President is present, by a chairman to be chosen by
a majority of the shareholders entitled to vote at the meeting
who are present in person or by proxy. The Secretary of the
Corporation or, in the Secretary's absence, an Assistant
Secretary of the Corporation shall act as secretary of every
meeting, but, if neither the Secretary nor an Assistant
Secretary is present, the meeting shall choose any person
present to act as secretary of the meeting.
12. Conduct of Meeting. The presiding officer shall conduct each
meeting of shareholders in a businesslike and fair manner, but
shall not be obligated to follow any technical, formal or
parliamentary rules or principles of procedure. The presiding
officer's rulings on procedural matters shall be conclusive
and binding on all shareholders, unless at the time of such a
ruling a request for a vote on the ruling is made by a
shareholder entitled to vote and represented in person or by
proxy at the meeting, in which case the decision of a majority
of such shareholders shall be conclusive and binding on all
shareholders.
ARTICLE III
DIRECTORS
13. Number. The authorized number of directors of the Corporation
shall be not less than five (5) nor more than eight (8). The
exact number of directors shall be fixed and may from time to
time be changed by a resolution adopted by the Board of
Directors. Every director shall, during the director's whole
term of office, be a citizen of the United States of America
or the Dominion of Canada. One director must be a resident of
the State of Indiana.
14. Election and Term. Directors shall be elected at each annual
meeting of the shareholders to hold office until the next
annual meeting. Each director, including a director elected
to fill a vacancy, shall hold office until the expiration of
the term for which elected and until a successor has been
elected and qualified.
Every director, when elected, shall take and subscribe an oath
that the director will, insofar as the duty devolves upon such
director, faithfully, honestly and diligently administer the
affairs of the Corporation, and that the director will not
knowingly violate or willingly permit to be violated any of
the provisions of law applicable to the Corporation.
No reduction of the authorized number of directors shall have
the effect of removing any director before that director's
term of office expires.
<PAGE>
PAGE 4
15. Vacancies. Vacancies in the Board of Directors because of
resignation, or neglect to serve, or death, or removal or for
any other reason, and newly created directorships resulting
from any increase in the authorized number of directors, may
be filled by a majority of the directors then in office,
although less than a quorum, or by a sole remaining director,
and the directors so chosen shall hold office until the next
annual election, and until their successors are duly elected
and qualified or until their earlier resignation or removal.
If there are no directors in office, or the Board of Directors
shall fail to fill any vacancy in the Board of Directors, then
an election of directors may be held by the shareholders or in
the manner provided by statute.
16. Removal. Any director or the entire Board of Directors may be
removed, with or without cause, by the holders of a majority
of the shares then entitled to vote at an election of
directors.
17. General Powers. Subject to thelimitations of the Articles of
Incorporation of the Corporation or of any statute as to
action to be authorized or approved by the shareholders, all
corporate powers shall be exercised by or under authority of,
and the business and affairs of the Corporation shall be
controlled by the Board of Directors. The Board of Directors
shall cause to be kept a record of its proceedings and those
of the shareholders.
ARTICLE IV
DIRECTORS MEETINGS
18. Place of Meeting. All meetings of the directors shall be held
at the principal office of the Corporation or at such other
place either within or without the State where such office is
located as shall be designated by the Board of Directors.
19. Regular Meetings. The next meeting of directors subsequent to
the annual meeting of shareholders shall be held for the
purpose of organizing the Board of Directors, electing
officers and transacting such other business as may come
before the meeting. Thereafter, regular meetings of the Board
of Directors shall be held at such time as may be designated
by the Board of Directors. If the day fixed for any regular
meeting shall fall on a holiday, the meeting shall take place
on the next business day, unless otherwise ordered by the
Board of Directors.
20. Special Meetings. Special meetings of the Board of Directors
may be called by the Chairman of the Board of Directors, or by
the President, or by any two (2) directors.
21. Notice. Written notice of the time and place of each meeting
of the Board of Directors, whether regular or special, shall
be delivered personally to each director, or mailed or
telegraphed to each director addressed to him at his residence
or usual place of business, at least twenty-four (24) hours
before the time fixed for the meeting.<PAGE>
PAGE 5
22. Adjournment. A majority of the directors present, whether or
not a quorum is present, may adjourn any directors meeting to
another time and place. Notice of the time and place of
holding an adjourned meeting need not be given to absent
directors if the time and place be fixed at the meeting
adjourned.
23. Action Without Meeting. Any action required or permitted to
be taken by the Board of Directors may be taken without a
meeting if all members of the Board of Directors shall consent
thereto in writing. Such written consent or consents shall be
filed with the minutes of the proceedings of the Board of
Directors.
24. Telephonic Meetings. Directors may participate in a meeting
of the Board of Directors through use of conference telephone
or similar communications equipment, so long as all directors
participating in such meeting can hear one another.
Participating in a meeting of the Board of Directors by this
means constitutes presence in person at such meeting.
25. Quorum of Directors. At all meetings of the Board of
Directors, a majority of the directors then in office if
present in person at such meeting shall be sufficient to
constitute a quorum for a meeting of directors. Unless a
greater number is otherwise expressly required by statute,
every act or decision done or made by a majority of the
directors present at a meeting duly held, at which a quorum is
present, shall be regarded as the act of the Board of
Directors.
26. Presiding Officer. The Chairman of the Board of Directors or,
in the Chairman's absence, the President or, in their absence,
any director selected by the directors present shall preside
as chairman at meetings of the Board of Directors.
27. Board Committees. The Board of Directors may appoint Board
Committees from among its members to consist of not less than
three (3) directors for each Board Committee. The Board of
Directors may designate one or more directors as alternate
members of any Board Committee, who may replace any absent or
disqualified members at a meeting of such Board Committee.
The Board Committees shall have such of the powers and
authority of the Board of Directors in the management of the
business and affairs of the Corporation (except the power to
declare dividends; to adopt, amend or repeal By-Laws; to elect
or appoint any director, or remove any officer or director; or
to submit to shareholders any action that requires
shareholders' approval) as shall be delegated to it by the
Board of Directors as authorized or permitted by law.
28. Other Committees. The Board of Directors may appoint other
committees to consist of such number as may be fixed by the
Board of Directors, none of which need be a member of the
Board of Directors, and may prescribe the powers and authority
of such committees.
<PAGE>
PAGE 6
29. Meetings and Action of Committees. Meetings and actions of
Board Committees and other committees of the Corporation shall
be governed by, held and taken in accordance with, the
provisions of Article IV of these By-Laws, with such changes
in the context of those By-Laws as are necessary to substitute
the committee and its members for the Board of Directors and
its members, except that the time of regular meetings of
committees may also be called by resolution of the Board of
Directors and notice of special meetings of committees shall
also be given to all alternate members, who shall have the
right to attend all meetings of the committee. Further, the
Board of Directors or the committee may adopt rules for the
governance of any committee not inconsistent with the
provisions of these By-Laws.
ARTICLE V
OFFICERS
30. Principal Officers. The officers of the Corporation shall be
a Chairman of the Board of Directors, a President, a
Secretary, a Treasurer and such other officers as the Board of
Directors, the Chairman of the Board of Directors, or the
President determines is required to conduct the business of
the Corporation. The President shall be chosen from among the
directors. Any two or more of such offices, except those of
President and Secretary, may be held by the same person.
31. Election/Appointment of Officers. The Board of Directors, at
its annual meeting shall elect a Chairman of the Board of
Directors and a President, each of whom shall hold office
until the next annual meeting and until a successor is elected
and qualified. The President may appoint any officer of the
Corporation below the rank of President, each of whom shall
hold office for such period, have such authority and perform
such duties as the By-Laws of the Corporation, the Board of
Directors, the Chairman of the Board of Directors or the
President may from time to time determine.
32. Removal. Any officer may be removed either with or without
cause by the Board of Directors, or by the Chairman of the
Board of Directors, or by the President, except that the
Chairman of the Board of Directors or the President may not
remove any officer elected by the Board of Directors pursuant
to Section 33 of this Article V. Upon removal of an officer,
such office shall be deemed vacant.
33. Vacancies. A vacancy in any office because of death,
resignation, removal, disqualification, or any other cause
shall be filled in the manner prescribed in these By-Laws for
regular election or appointment to such office.
34. Chairman of the Board. The Chairman of the Board of Directors
shall preside at all meetings of the Board if Directors and at
all meetings of shareholders and shall perform all such other
duties as may be prescribed by the Board of Directors and the
Chief Executive Officer, if the Chairman of the Board is not
the Chief Executive Officer.<PAGE>
PAGE 7
35. President. The President shall have general supervision over
the affairs of the Corporation. The President shall, in the
absence of the Chairman of the Board of Directors or if there
be a vacancy in such office, preside at all meetings of the
Board of Directors. The President shall ex-officio be a
member of all committees of the Board of Directors and shall
perform all such other duties as may be prescribed by the
Board of Directors and the Chief Executive Officer, if the
President is not the Chief Executive Officer.
36. Chief Executive Officer. The Chief Executive Officer shall
have general direction of the business of the Corporation,
subject to the control of the Board of Directors. The officer
of the Corporation who shall serve as its Chief Executive
Officer shall be designated by the Board of Directors.
37. Vice Presidents. Vice Presidents shall possess such powers
and perform such duties as may from time to time be assigned
to them by the Board of Directors or by the Chairman of the
Board of Directors, or by the President.
38. Secretary. The Secretary shall see that all notices are duly
given in accordance with the provisions of these By-Laws or as
required by law. It shall be the duty of the Secretary to
attend the meetings of the shareholders and of the Board of
Directors and keep the minutes of their proceedings. The
Secretary shall have charge of the minute books and shall make
such reports and perform such other duties as are incident to
the office or as are required of the Secretary by the Board of
Directors, the Chairman of the Board of Directors, or the
President.
39. Treasurer. The Treasurer shall receive and have custody of
all funds and securities of the Corporation subject to the
control of the Board of Directors. The Treasurer shall sign
or countersign such instruments as require the Treasurer's
signature and shall also perform such other duties as may be
required of the Treasurer by the Board of Directors, the
Chairman of the Board of Directors, or by the President.
ARTICLE VI
CERTIFICATES OF STOCK
40. Certificates of Stock. Certificates of stock shall be in such
form as shall be required by law and as shall be approved by
the Board of Directors. Each certificate shall have the
corporate seal affixed thereto, if the Corporation
has adopted a seal, by impression or in facsimile and shall be
signed by the Chairman of the Board of Directors, the
President, or any Vice President, and countersigned by the
Secretary or any Assistant Secretary; provided that
certificates may be signed, countersigned or authenticated by
facsimile signatures as provided by law and in such event
shall be countersigned by a transfer agent or clerk and
registered by an incorporated bank or trust company as
registrar of transfers. No certificate for a fractional part
of a share shall be issued.<PAGE>
PAGE 8
41. Shareholders Record Date. The Board of Directors may fix a
time in the future as shareholders record date, for the
purposes and in the manner authorized or permitted by law, and
may close the transfer books of the Corporation as authorized
or permitted by law.
42. Lost Certificates. Except as provided in this Section, new
certificates for shares shall not be issued to replace an old
certificate unless the latter is surrendered to the
Corporation and cancelled at the same time. The Board of
Directors may, in case any share certificate or certificate
for any other security is lost, stolen or destroyed, authorize
the issuance of a replacement certificate on such terms and
conditions as the Board of Directors may require, including
provision for indemnification of the Corporation secured by a
bond or other adequate security sufficient to protect the
Corporation against any claim that may be made against it,
including any expense or liability, on account of the alleged
loss, theft, or destruction of the certificate or the issuance
of the replacement certificate.
ARTICLE VII
APPOINTMENT AND AUTHORITY OF RESIDENT SECRETARIES, ATTORNEYS-IN-
FACT AND AGENTS TO ACCEPT LEGAL PROCESS AND MAKE APPEARANCES
43. Appointment. The Chairman of the Board of Directors, the
President, and Vice President or any other person authorized
by the Board of Directors, the Chairman of the Board of
Directors, the President or any Vice President may, from time
to time, appoint Resident Assistant Secretaries and Attorneys-
in-Face to represent and act for and on behalf of the
Corporation and Agents to accept legal process and make
appearances for and on behalf of the Corporation.
44. Authority. The authority of such Resident Assistant
Secretaries, Attorneys-in-Fact and Agents shall be as
prescribed in the instrument evidencing their appointment.
Any such appointment and all authority granted thereby may be
revoked at any time by the Board of Directors or by any person
empowered to make such appointment.
ARTICLE VIII
EXECUTION OF DOCUMENTS AND INSTRUMENTS
45. Deposits, Checks, Drafts. All funds of the Corporation shall
be deposited in the name of the Corporation in such banking
institution or institutions as may be approved by the Board of
Directors.
The Board of Directors may by resolution authorize from time
to time such person or persons as it may designate to sign or
countersign checks or drafts drawn on the funds of the
Corporation, and may also by resolution authorize any officer,
or officers of the Corporation designated by it to authorize,
from time to time, any person or persons to sign or
<PAGE>
PAGE 9
countersign checks or drafts drawn on the funds of the
Corporation. The signatures on the checks or drafts of the
Corporation may be followed by the title of the authorized
signatory or the words "An Authorized Officer" or "An
Authorized Agent".
46. Execution of Proxies. The Chairman of the Board of Directors,
the President or any Vice President, together with the
Secretary or the Treasurer, or any officer or officers of the
Corporation authorized so to do by the Board of Directors, may
execute, from time to time, proxies or powers of attorney
authorizing any person or persons, who may be designated by
such officers for that purpose, to represent the Corporation
at any shareholders meeting (either annual or special) of any
corporation of which the Corporation is, or shall be, a
shareholder of record to the extent permitted by law.
47. Execution of Instruments Pertaining to Insurance Business.
All policies, bonds, undertakings, certificates of insurance,
cover notes, recognizances, contracts of indemnity,
endorsements, stipulations, waivers, consents of sureties,
reinsurance acceptances or agreements, surety and co-surety
obligations and agreements, underwriting undertakings, and all
other instruments pertaining to the insurance business of the
Corporation, shall be validly executed when signed on behalf
of the Corporation by the Chairman of the Board of Directors,
the President, any Vice President or Resident Vice President
or by any other officer, employee, agent or Attorney-in-Fact
authorized to so sign by (i) the Board of Directors, (ii) the
Chairman of the Board of Directors, (iii) the President, (iv)
any Vice President or Resident Vice President, or (v) any
other person empowered by the Board of Directors, the Chairman
of the Board of Directors, the President or any Vice President
or Resident Vice President to give such authorization;
provided that all policies of insurance shall also bear the
signature of the Secretary, which may be a facsimile, and
unless manually signed by the Chairman of the Board of
Directors, the President or a Vice President or Resident Vice
President, a facsimile signature of the Chairman of the Board
ofDirectors or the President. A facsimile signature of a
former officer shall be of the same validity as that of an
existing officer.
48. Execution of Other Instruments. Endorsements or assignments
of certificates of stock or bonds of any corporation and
transfers or conveyances of any other property standing in the
name of the Corporation, and all other instruments the
execution of which has not been otherwise provided for in
these By-Laws, shall be validly executed only when signed on
behalf of the Corporation by the Chairman of the Board of
Directors, the President, any Vice President or Resident Vice
President or by any other officer, employee, agent or
Attorney-in-Fact authorized to so sign by (i) the Board of
Directors, (ii) the Chairman of the Board of Directors, (iii)
the President or (iv) any Vice President or Resident Vice
President.
<PAGE>
PAGE 10
49. Sealed Instruments. The affixing of the corporate seal shall
not be necessary to the valid execution of any instrument, but
any person authorized to execute or attest such instrument may
affix the Corporation's seal thereto.
ARTICLE IX
WAIVER OF NOTICE
50. Waiver. Whenever any notice whatsoever is required to be
given by statute or by these By-Laws, a waiver thereof, in
writing, signed by the person or persons entitled to said
notice, whether before or after the time stated therein, shall
be deemed equivalent thereto. Neither the business to be
transacted at, not the purpose of, any regular or special
meeting of the shareholders, directors, or members of a
committee of the Corporation, need be specified in any written
waiver of notice. Attendance by a person at a meeting shall
also constitute a waiver of notice of that meeting, except
when the person objects, at the beginning of the meeting, to
the transaction of any business because the meeting is not
lawfully called or convened, and except that attendance at a
meeting is not a waiver of any right to object to the
consideration of matters required by law to be included in the
notice of the meeting, but not so included, if that objection
is expressly made at the meeting.
ARTICLE X
AMENDMENTS
51. Amendment of By-Laws. These By-Laws may be altered, amended,
repealed or added to by a majority of the Board of Directors.
ARTICLE XI
INDEMNIFICATION
52. Indemnification of Directors, Officers, Agents and Employees
The Corporation shall have the power to indemnify a director,
officer, agent or employee of the Corporation pursuant to the
provisions of applicable statutes or pursuant to contract.
The Corporation may purchase and maintain insurance on behalf
of any director, officer, agent or employee of the Corporation
against any liability asserted against or incurred by the
director, officer, agent or employee in such capacity or
arising out of the director's, officer's, agent's or
employee's status as such, whether or not the Corporation
would have the power to indemnify the director, officer, agent
or employee against such liability under the provisions of
applicable law.
<PAGE>
PAGE 1
AMERICAN ENTERPRISE LIFE INSURANCE COMPANY
Bank Variable Annuity Contract
POWER OF ATTORNEY
City of Minneapolis
State of Minnesota
Each of the undersigned, as a director of American Enterprise Life
Insurance Company (AEL), sponsor of the unit investment trust
consisting of the American Enterprise Variable Account in
connection with the filing of a registration statement on Form N-4
under the Securities Act of 1933 and the Investment Company Act of
1940, hereby constitutes and appoints William A. Stoltzmann, Mary
Ellyn Minenko and Colleen Curran or any one of them, as his/her
attorney-in-fact and agent, to sign for him/her in his/her name,
place and stead any and all filings, applications (including
applications for exemptive relief), periodic reports, registration
statements (with all exhibits and other documents required or
desirable in connection therewith), other documents, and amendments
thereto and to file such filings, applications periodic reports,
registration statements, other documents, and amendments thereto
with the Securities and Exchange Commission, and any necessary
states, and grants to any or all of them the full power and
authority to do and perform each and every act required or
necessary in connection therewith.
/s/ Alan R. Dakay June 22, 1994
Alan R. Dakay
/s/ Richard W. Kling June 22, 1994
Richard W. Kling
/s/ Paul S. Mannweiler June 22, 1994
Paul S. Mannweiler
/s/ Stuart A. Sedlacek June 22, 1994
Stuart A. Sedlacek
/s/ William A. Stoltzmann June 22, 1994
William A. Stoltzmann
/s/ William N. Westhoff June 22, 1994
William N. Westhoff
