AMERICAN ENTERPRISE VARIABLE ANNUITY ACCOUNT
485APOS, 1997-08-27
Previous: ADVISERS MANAGERS TRUST, NSAR-A, 1997-08-27
Next: VARIABLE INSURANCE FUNDS, NSAR-A, 1997-08-27



<PAGE>
PAGE 1
                  SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C.  20549

                               FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
      
     Post-Effective Amendment No.   8   (File No. 33-54471)      X 

                                and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT
OF 1940                    

     Amendment No.   9   (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) 671-4085   

  Sherilyn K. Beck, 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 (check
appropriate box)
    immediately upon filing pursuant to paragraph (b) of Rule 485
    on (date) pursuant to paragraph (b) of Rule 485
    60 days after filing pursuant to paragraph (a)(1) of Rule 485
 X  on Oct. 30, 1997 pursuant to paragraph (a)(1) of Rule 485

If appropriate, check the following box:
    this post-effective amendment designates a new effective date
    for a previously filed post-effective amendment.

The Registrant has registered an indefinite number or amount of
securities under the Securities Act of 1933 pursuant to Section 
24-f of the Investment Company Act of 1940.  Registrant's Rule 24f-
2 Notice for its most recent fiscal year ended was filed on or
about February 19, 1997.
<PAGE>
PAGE 2
                         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
 
                                                             Section in
                  Section                                    Statement of
  Item No.        in Prospectus                 Item No.     Additional Information
    <S>           <C>                             <C>        <C>
    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)          NA
     (b)          Performance information         18(a)      NA
     (c)          Financial statements              (b)      NA
                                                    (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    <PAGE>
PAGE 3
     (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
<PAGE>
PAGE 4
AEL Personal PortfolioSM/________________________________
__________________, 1997
Variable Annuity Prospectus
   
The flexible premium variable annuity contracts described in the
prospectus are 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 (AEFC).  Purchase payments may be
allocated among different accounts, providing variable and/or fixed
returns and payouts.  The annuities are available for individual
retirement annuities (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:  800-333-3437.

This prospectus contains 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:  AIM Variable Insurance Funds, Inc.; GT Global
Variable Investment Funds; IDS Life Retirement Annuity Mutual
Funds; Janus Aspen Series; OCC Accumulation Trust, formerly known
as Quest for Value Accumulation Trust; Oppenheimer Trust; Putnam
Variable Trust, formerly known as Putnam Capital Manager Trust. 
Please read these documents carefully and keep them 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 bank or financial institution,
and the securities it offers are not deposits or obligations of, or
guaranteed or endorsed by any bank or financial institution nor are
they insured by the Federal Deposit Insurance Corporation, the
Federal Reserve Board or any other agency.  Investments in the
annuity involve investment risk including the possible loss of
principal.

A Statement of Additional Information (SAI) dated
_________________, 1997, (incorporated by reference into this
prospectus) and filed with the Securities and Exchange Commission
(SEC), 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.
    <PAGE>
PAGE 5
                           Table of contents
   
Key terms.......................................................
The annuities in brief..........................................
Expense summary.................................................
Financial statements............................................
Performance information.........................................
The variable account............................................
The funds.......................................................
     AIM V.I. Growth and Income Fund............................
     AIM V.I. International Equity Fund.........................
     AIM V.I. Value Fund........................................
     GT Global Variable Latin America Fund......................
     GT Global Variable New Pacific Fund........................
     IDS Life Aggressive Growth Fund............................
     IDS Life Capital Resource Fund.............................
     IDS Life Growth Dimensions Fund............................
     IDS Life International Equity Fund.........................
     IDS Life Managed Fund......................................
     IDS Life Moneyshare Fund...................................
     IDS Life Special Income Fund...............................
     Janus Aspen Series Balanced Portfolio......................
     Janus Aspen Series Worldwide Growth Portfolio..............
     OCC Accumulation Trust Equity Portfolio....................
     OCC Accumulation Trust Managed Portfolio...................
     OCC Accumulation Trust Small Cap Portfolio.................
     OCC Accumulation Trust U.S. Government Income Portfolio....
     Oppenheimer Variable Account Growth Fund...................
     Oppenheimer Variable Account High Income Fund.............. 
     Putnam VT Diversified Income Fund..........................
     Putnam VT Growth and Income Fund...........................
     Putnam VT High Yield 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 charge................................
     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.............
    <PAGE>
PAGE 6
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...................................................
Substitution of investments.....................................
Distribution of the contracts...................................
About American Enterprise Life..................................
Regular and special reports.....................................
     Services..................................................
     Table of contents of the Statement of Additional
     Information...............................................
<PAGE>
PAGE 7
Key terms

These terms can help you understand details about your annuity.

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 - A contract purchased from an insurance company that
offers tax-deferred growth of the investment until earnings are
withdrawn, and that can be tailored to meet the specific needs of
the individual during retirement.

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.
   
Funds - funds or portfolios, each with a different investment
objective.  You may allocate your purchase payments into variable
subaccounts investing in shares of any or all of these funds (See
"The 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.
<PAGE>
PAGE 8
   
Qualified annuity - An annuity purchased for one of the following
retirement plans that is subject to applicable federal law and any
rules of the plan itself:
    
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 (SIP) - A payment method you set up with
your bank to automatically make monthly investments to your annuity
from your bank account.
    
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 subaccount invests in shares
of one fund.  (See "The variable account.")  The value of your
investment in each variable subaccount changes with the performance
of the particular fund.
    
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.
   
The annuities in brief

Purpose:  Each annuity is designed to allow you to accumulate money
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 to
our Minneapolis administrative offices 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.)
    
<PAGE>
PAGE 9
Accounts:  You may allocate your purchase payments among any or all
of:
   
o    subaccounts of the variable account, each of which invests in
     a fund with a particular investment objective.  The value of
     each variable subaccount varies with the performance of the
     particular fund in which it invests.  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 a rate that is
     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 offices.  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.  In some
states there are time limitations for making additional payments.
(p.   )

o    Minimum initial payment - $2,000
o    Minimum additional payment - $50
o    Maximum total payment(s)-$1,000,000 
     (without prior approval) 
    
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 die before
annuity payouts begin, we will pay the beneficiary an amount at
least equal to the contract value.  (p.   )

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 
<PAGE>
PAGE 10
the qualified plan.  Payouts may be made on a fixed or variable 
basis, or both.  Total monthly payouts may 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 be taxed on the income if you are
the owner.  (p.   )
   
Charges:  Your annuity 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 upon total withdrawal or
when annuity payouts begin.  (p.   )

Expense summary

The purpose of this table is to help you understand the various
costs and expenses associated with your annuity.

You pay no sales charge when you purchase your annuity.  All costs
that you bear directly or indirectly for the variable subaccounts
and underlying funds are shown below.  Some expenses may vary as
explained under "Contract charges."
    
Contract Owner Expenses:*

Withdrawal Charge (contingent deferred sales charge as percent of
purchase payment)

           Contract years from                Withdrawal Charge
             payment receipt                      Percentage
                   1                                  7%
                   2                                  6%
                   3                                  5%
                   4                                  4%
                   5                                  3%
                   6                                  2%
                   7                                  1%
               Thereafter                             0%

Annual Contract Administrative Charge     $30 

Variable Account Annual Expenses

   Variable Account Administrative Charge
   (as a percentage of daily net assets of
   the underlying fund).............................0.15%

   Mortality and Expense Risk Fee
   (as a percentage of daily net assets of
   the underlying fund).............................1.25%

   Total Variable Account Annual Expenses...........1.40%
<PAGE>
PAGE 11
   
Annual Operating Expenses of Underlying Mutual Funds
(management fees and other expenses deducted as a percentage of
average net assets as follows:)
<TABLE>
<CAPTION>
                                                           GT Global        GT Global
                                                            Variable         Variable
                   AIM V.I.     AIM V.I.                  Latin America    New Pacific      IDS Life     IDS Life    IDS Life
                  Growth and  International  AIM V.I.    (after expense   (after expense   Aggressive    Capital      Growth
                   Income        Equity       Value       reimbursement)   reimbursement)    Growth      Resource    Dimensions
<S>                 <C>          <C>          <C>            <C>              <C>            <C>          <C>          <C>
Management fees     .65%         .75%         .64%           1.00%            1.00%          .60%         .60%         .63%

Other expenses      .13          .21          .09             .17              .12           .09          .08          .22

Total               .78%+        .96%+        .73%+          1.17%++          1.12%++        .69%**       .68%**       .85%**

                                                                                      Janus Aspen
                                                                      Janus Aspen       Series           OCC             OCC***
                                                                        Series         Worldwide     Accumulation    Accumulation
                   IDS Life                              IDS Life      Balanced         Growth       Trust Equity    Trust Managed
                International   IDS Life     IDS Life     Special   (after expense  (after expense  (after expense  (after expense
                   Equity        Managed    Moneyshare    Income     reimbursement)  reimbursement)  limitations)    limitations)

Management fees     .82%         .59%          .50%        .59%          .79%            .66%           .80%            .80%

Other expenses      .16          .07           .06         .10           .15             .14            .13             .10

Total               .98%**       .66%**        .56%**      .69%**        .94%+++         .80%+++        .93%***         .90%***

                  OCC            OCC***
              Accumulation   Accumulation      Oppenheimer       Oppenheimer
              Trust Small   Trust U.S. Gov-  Variable Account  Variable Account
                  Cap        ernment Income      Growth          High Income      Putnam VT    Putnam VT
             (after expense  (after expense   (after expense    (after expense   Diversified  Growth and  Putnam VT   Putnam VT New
              limitations)    limitations)    reimbursements)   reimbursements)    Income       Income    High Yield  Opportunities

Management fees   .80%           .60%             .75%              .75%            .70%         .49%        .68%         .63%

Other expenses    .13            .42              .04               .06             .13          .05         .08          .09

Total             .93%***       1.02%***          .79%#             .81%#           .83%+        .54%+       .76%+        .72%+

  *Premium taxes imposed by some state and local governments are not reflected in this table. 
 **Annualized operating expenses of underlying funds at Dec. 31, 1996.
***The annual expenses of the OCC Accumulation Trust Portfolios (the "Portfolios") as of Dec. 31, 1996 have been restated to
   reflect new management fee and expense limitation agreements in effect as of May 1, 1996.  Additionally, Other Expenses are
   shown gross of certain expense offsets afforded the Portfolios which effectively lowered overall custody expenses.  Effective
   May 1, 1996, the expenses of the portfolios were contractually limited by OpCap Advisors so that their respective annualized
   operating expenses (net of any expense offsets) do not exceed 1.25% of their respective average daily net assets.  Furthermore,
   through Dec. 31, 1997, the annualized operating expenses of the Managed and U.S. Government Income Portfolios will be
   voluntary limited by OpCap Advisors so that annualized operating expenses (net of any expense offsets) of these Portfolios do
   not exceed 1.00% of their respective average daily net assets.  Without such contractual and voluntary expense limitations, and
   without giving effect to any expense offsets, the Management Fees, Other Expenses and Total Portfolio Annual Expenses incurred
   for the fiscal year ended Dec. 31, 1996 would have been, .60%, 1.74% and 2.34%, respectively, for the U.S. Government Income
   Portfolio; .80%, .10% and .90%, respectively, for the Managed Portfolio; .80%, .25% and 1.05%, respectively, for the Income      
   Portfolio; and .80%, .21% and 1.01%, respectively, for the Small Cap Portfolio.
  +Operating expenses of the underlying funds at Dec. 31, 1996.
 ++Figures in the "Other Expenses" and "Total" columns are restated from the amounts you would have incurred in 1996 to reflect fee
   and reimbursement or waiver arrangements.  If there had been no reimbursement of expenses by Chancellor LGT Asset Management and
   no expense reductions, the actual expenses of each fund, expressed as a percentage of net assets, with "Management fees" stated
   first, then "Other expenses," followed by "Total," would have been as follows: GT Global Variable Latin America Fund, 1.00%,
   0.42%, 1.42%; and GT Global Variable New Pacific Fund, 1.00%, 0.40%, 1.40%.
+++The figures given above are based on gross expenses before expense offset arrangements, if any, during 1996, for these funds.
   As of the date of this prospectus, certain fees are being waived or expenses are being assumed by the respective investment
   managers or service providers for certain of the underlying funds, in each case on a voluntary basis.  Without such
   waivers or reimbursements, the "Management fees", "Other expenses" and "Total" that would have been incurred for the last
   completed fiscal year would be: .77%, .14 and .91%, respectively, for Janus Aspen Series Worldwide Growth and .92%, .15% and
   1.07%, respectively, for Janus Aspen Series Balanced.  See the Portfolios' prospectuses for a discussion of fee waiver and
   expense reimbursements.
#  Operating expenses of the underlying funds before expense reimbursements, if any, during 1996.  In the absence of a voluntary    
   one-time fee reimbursement, the "Management Fees", "other expenses" and "Total" would have been as follows: .75%, .06 and .81%,  
   respectively, for Oppenheimer Growth Fund and .75%, .06 and .81%, respectively, for Oppenheimer High Income Fund.  See the Funds 
   Statement of Additional Information for a description of the reimbursement.
</TABLE>
<PAGE>
PAGE 12
<TABLE>
<CAPTION>
Example:*

                   AIM V.I.      AIM V.I.                   GT Global        GT Global       IDS Life     IDS Life     IDS Life
                  Growth and   International   AIM V.I.      Variable         Variable       Aggressive    Capital      Growth
                   Income         Equity        Value      Latin America     New Pacific      Growth      Resource    Dimensions

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:
<S>                <C>           <C>           <C>          <C>              <C>              <C>         <C>          <C>
 1 year            $ 93.59       $ 95.35       $ 93.10      $ 97.39          $ 96.91          $ 92.71     $ 92.61      $ 94.28

 3 years            122.63        127.90        121.15       134.00           132.55           119.98      119.68       124.68

 5 years            154.22        163.00        151.77       173.11           170.72           149.80      149.31       157.65

10 years            265.33        282.75        260.43       302.62           297.93           256.49      255.50       272.15

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            $ 23.59       $ 25.35       $ 23.10      $ 27.39          $ 26.91          $ 22.71     $ 22.61      $ 24.28

 3 years             72.69         77.90         71.15        84.00            82.55            69.98       69.68        74.68

 5 years            124.22        133.00        121.77       143.11           140.72           119.80      119.31       127.65
                  
10 years            265.33        282.75        260.43       302.62           297.93           256.49      255.50       272.15

                                                                       Janus      Janus Aspen
                 IDS Life                                IDS Life      Aspen        Series          OCC              OCC
              International     IDS Life     IDS Life     Special      Series      Worldwide    Accumulation     Accumulation
                  Equity         Managed    Moneyshare    Income      Balanced      Growth      Trust Equity     Trust Managed

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          $ 95.55        $ 92.42      $ 91.44      $ 92.71      $ 95.16      $ 93.79       $ 95.06          $ 94.77

 3 years          128.48         119.09       116.13       119.98       127.31       123.21        127.02           126.14

 5 years          163.96         148.32       143.37       149.80       162.03       155.20        161.54           160.08

10 years          284.67         253.52       243.54       256.49       280.84       267.29        279.88           276.99

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           $ 25.55        $ 22.42      $ 21.44      $ 22.71     $ 25.16      $ 23.79       $ 25.06          $ 24.77
         
 3 years            78.48          69.09        66.13        69.98       77.31        73.21         77.02            76.14
      
 5 years           133.96         118.32       113.37       119.80      132.03       125.20        131.54           130.08
     
10 years           284.67         253.52       243.54       256.49      280.84       267.29        279.88           276.99

                 OCC            OCC***        Oppenheimer   Oppenheimer
             Accumulation   Accumulation       Variable       Variable     Putnam VT     Putnam VT
             Trust Small    Trust U.S. Gov-    Account        Account     Diversified   Growth and    Putnam VT    Putnam VT New
                Cap         ernment Income      Growth      High Income     Income        Income      High Yield   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        $ 95.06        $ 95.94          $ 93.69        $ 93.89      $ 94.08       $ 91.24      $ 93.40       $ 93.01
               
 3 years        127.02         129.64           122.92         123.51       124.09        115.54       122.04        120.86

 5 years        161.54         165.90           154.71         155.69       156.67        142.37       153.24        151.28

10 years        279.88         288.48           266.31         268.26       270.21        241.53       263.38        259.45

<PAGE>
PAGE 13
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        $ 25.06        $ 25.94          $ 23.69        $ 23.89      $ 24.08       $ 21.24      $ 23.40       $ 23.01
         
 3 years         77.02          79.64            72.92          73.51        74.09         65.54        72.04         70.86
      
 5 years        131.54         135.90           124.71         125.69       126.67        112.37       123.24        121.28
     
10 years        279.88         288.48           266.31         268.26       270.21        241.53       263.38        259.45
</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 .177% charge based on the average contract size. 

Financial Statements

The SAI dated ________________, 1997 contains:
   
the audited financials of the variable account including:
    
- -    statements of net assets as of Dec. 31, 1996;
- -    statements of operations for the year ended Dec. 31, 1996;
- -    statements of changes in net assets for the year ended Dec.    
     31, 1996 and for the period from Feb. 21, 1995 (commencement   
     of operations) to Dec. 31, 1995.

the audited financial statements of American Enterprise Life
including:

- -    balance sheets as of Dec. 31, 1996 and Dec. 31 1995; and
- -    related statements of income and cash flows for each of the    
       three years in the period ended Dec. 31, 1996.
   
The SAI does not include financial statements for subaccounts EGN,
EIN, EVA, EGD, ESB, EWG, EEQ, EGR, EHI because these are new
subaccounts and do not have a performance history.

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 subaccount during a particular time
period.  

The performance figures are calculated on the basis of historical
performance of the funds.  The performance figures relating to
these funds assume that the annuities were offered prior to Jan.
12, 1995, which they were not.  Before the subaccounts began
investing in these funds, the figures show what the performance
would have been if these subaccounts had existed during the
illustrated periods.  Once these subaccounts began investing in
these funds, actual values are used for the calculations.
    
<PAGE>
PAGE 14
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 - IDS Life 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.

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 annuity charges which has the effect of
decreasing advertised performance, subaccount performance should
not be compared to that of 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.

<PAGE>
PAGE 15
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
   
AIM V.I. Growth and Income Fund                              EGN
AIM V.I. International Equity Fund                           EIN
AIM V.I. Value Fund                                          EVA
GT Global Variable Latin America Fund                        ELA
GT Global Variable New Pacific Fund                          EPA
IDS Life Aggressive Growth Fund                              EAG
IDS Life Capital Resource Fund                               ECR
IDS Life Growth Dimensions Fund                              EGD
IDS Life International Equity Fund                           EIE
IDS Life Managed Fund                                        EMG
IDS Life Moneyshare Fund                                     EMS
IDS Life Special Income Fund                                 ESI
Janus Aspen Series Balanced Portfolio                        ESB
Janus Aspen Series Worldwide Growth Portfolio                EWG
OCC Accumulation Trust Equity Portfolio                      EEQ
OCC Accumulation Trust Managed Portfolio                     EMD
OCC Accumulation Trust Small Cap Portfolio                   ESC
OCC Accumulation Trust U.S. Government
    Income Portfolio                                         EUS
Oppenheimer Variable Account Growth Fund                     EGR
Oppenheimer Variable Account High Income Fund                EHI
Putnam VT Diversified Income Fund                            EDI
Putnam VT Growth and Income Fund                             EGI
Putnam VT High Yield Fund                                    EHY
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.  Each variable subaccount's net assets are held in
relation to the contracts described in this prospectus as well as
other variable annuity contracts that we issue that are not
described in this prospectus.

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
   
AIM V.I. Growth and Income Fund
Objective: growth of capital, with current income as a secondary
objective.  The fund seeks to achieve its objective by generally <PAGE>
PAGE 16
investing at least 65% of its net assets in stocks of companies
believed by management to have the potential for above average
growth in revenues and earnings.

AIM V.I. International Equity Fund
Objective: long-term growth of capital.  Invests in international
equity securities, the issuers of which are consdered by AIM to
have strong earnings momentum.

AIM V.I. Value Fund
Objective: long-term growth of capital.  Invests primarily in
equity securities judged by AIM to be undervalued relative to the
current or projected earnings of the companies issuing the
securities or relative to the equity markets generally.  Income is
a secondary objective.
    
GT Global Variable Latin America Fund
Objective: capital appreciation.  Invests primarily in a broad
range of securities including common and preferred stock, rights,
warrants and securities convertible into common stock, as well as
bonds, notes, debentures or other forms of indebtedness of Latin
American issuers.

GT Global Variable New Pacific Fund
Objective: long-term growth of capital.  Invests, under normal
circumstances, at least 65% of its assets in equity securities of
issuers domiciled in Australia, Hong Kong, Indonesia, Malaysia, New
Zealand, Pakistan, the Philippines, Singapore, South Korea, Taiwan
and Thailand.

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 Growth Dimensions Fund
Objective: long-term growth of capital.  Invests primarily in
common stocks of U.S. and foreign companies showing potential for
significant growth.
    
IDS Life International Equity Fund
Objective: capital appreciation.  Invests primarily in common stock
of foreign issuers and foreign securities convertible into common
stock.

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.

<PAGE>
PAGE 17
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.

IDS Life Special Income Fund
Objective: 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.
   
Janus Aspen Series Balanced Portfolio
Objective: long-term growth of capital, balanced by current income. 
The Portfolio normally invests 40-60% of its assets in securities
selected primarily for their growth potential and 40-60% of its
assets in securities selected primarily for their income potential.

Janus Aspen Series Worldwide Growth Portfolio
Objective: long-term growth of capital in a manner consistent with
the preservation of capital.  Invests primarily in common stocks of
foreign and domestic issuers.

OCC Accumulation Trust Equity Portfolio
Objective: long term capital appreciation.  Invests in a
diversified portfolio of equity securities selected on the basis of
a value oriented approach to investing.
    
OCC Accumulation Trust Managed Portfolio
Objective: growth of capital over time.  Invests primarily in
common stocks, bonds and money market and cash equivalent
securities, the percentages of which will vary based on
management's assessment of relative investment values.
   
OCC Accumulation Trust Small Cap Portfolio
Objective: capital appreciation.  Invests in a diversified
portfolio of equity securities of companies with market
capitalizations of under $1 billion.
    
OCC Accumulation Trust U.S. Government Income Portfolio
Objective: high level of current income together with protection of
capital.  Invests exclusively in debt obligations, including
mortgage-backed securities, issued or guaranteed by the United
States government, its agencies or instrumentalities.
   
Oppenheimer Variable Account Growth Fund
Objective: capital appreciation.  Invests in securities of well-
known established companies.

Oppenheimer Variable Account High Income Fund
Objective: high level of current income.  Invests in high yield,
high-risk, fixed-income securities, including unrated securities or
securities in the lower rating categories.  These securities may be
considered to be speculative.
    
<PAGE>
PAGE 18
Putnam VT Diversified Income Fund
Objective: high current income consistent with capital preservation
by investing in the following three sectors of the fixed income
securities markets: a U.S. Government Sector, a High Yield Sector
(which invests primarily in securities commonly known as "junk
bonds") and an International Sector.  Consult the Putnam Variable
Trust prospectus for further information on the risks associated
with this fund's investments in high yield higher-risk fixed income
securities.

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 High Yield Fund
Objective: high current income and, when consistent with this
objective, a secondary objective of capital growth by investing 
primarily in high-yielding, lower-rated fixed income securities
constituting a portfolio which Putnam Investment Management, Inc.
("Putnam Management") believes does not involve undue risk to
income or principal.

Putnam VT New Opportunities Fund
Objective: long-term capital appreciation by investing principally
in common stocks of companies in sectors of the economy which
Putnam Management believes 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 and
qualified plans.  It is conceivable that in the future it may be
disadvantageous for variable annuity separate accounts and variable
life insurance separate accounts and/or qualified plans to invest
in the available funds simultaneously. 

Although American Enterprise Life and the funds do not currently
foresee any such disadvantages, the boards of directors or trustees
of the appropriate funds will monitor events in order to identify
any material conflicts between such contract owners, policy owners
and qualified plans 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 the variable annuity,
variable life insurance and qualified plan separate accounts, the
variable annuity contract holders would not bear any expenses
associated with establishing separate funds.
    
<PAGE>
PAGE 19
The Internal Revenue Service (IRS) has issued final regulations
relating to the diversification requirements under Section 817(h)
of the Code.  Each fund intends to comply with these requirements.

The U.S. Treasury and the IRS have indicated that 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 each
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.

The investment managers for the funds are as follows:

o  AIM V.I. Funds - A I M Advisors, Inc.

o  GT Global Variable Funds - Chancellor LGT Asset Management.

o  IDS Life Retirement Annuity Funds - IDS Life.  American Express
   Financial Corporation is the investment advisor for the IDS Life
   Retirement Annuity Funds.  IDS International, Inc., a
   wholly-owned subsidiary of AEFC, is the sub-investment advisor
   for IDS Life International Equity Fund.

o  Janus Aspen Series Portfolios - Janus Capital Corporation.

o  OCC Accumulation Trust Portfolios - OpCap Advisors.

o  Oppenheimer Variable Accounts Funds - OppenheimerFunds, Inc.

o  Putnam VT Funds - Putnam Investment Management, Inc., One Post
   Office Square, Boston, MA 02109.

The investment managers and advisors cannot guarantee that the
funds will meet their investment objectives.  Please read the
funds' prospectuses 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 offices address or telephone
number on the front of this prospectus.

The fixed account

Purchase payments also may 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 rate from time to time.
    <PAGE>
PAGE 20
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.

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.  Your annuity can be owned
in joint tenancy only in spousal situations.  You cannot buy a
nonqualified annuity or become an annuitant if you are 86 or older
(age 76 or older for qualified annuities).  (In Pennsylvania, the
annuitant must be under age 81.) 

When you apply, you may select:
o  the fixed account and/or subaccount(s) 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 the fixed account and subaccount(s) you
selected within two business days after we receive it at our
Minneapolis administrative offices.  If your application is
accepted, we will send you a contract.  If we cannot accept your
application within five business 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 after we receive
and accept your payments at our Minneapolis administrative offices.

You may make monthly payments to your Annuity under a Systematic
Investment Plan (SIP).  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.
    
In most states, additional purchase payments may be made to
nonqualified and qualified annuities until the retirement date.  In
Maryland and Washington, additional purchase payments may be made
to nonqualified annuities until the later of the annuitant's 63rd
birthday or the third contract anniversary, and additional purchase
payments may be made to qualified annuities until the annuitant's
63rd birthday.<PAGE>
PAGE 21
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); or
o  no later than the annuitant's 82nd birthday (or before the
   eighth contract anniversary, if purchased after age 74) for
   annuities purchased in Pennsylvania.

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; and
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.  (In Pennsylvania, annuity payouts must start no later
than the annuitant's 82nd birthday or the eighth 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 payment
   
Initial payment (includes SIPs):    $2,000

Minimum additional purchase payment(s)(includes SIPs):     $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 contract number to:
<PAGE>
PAGE 22
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 SIP paperwork.

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.  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
accumulation 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 <PAGE>
PAGE 23
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.

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
eight or more contract years before the withdrawal and not
previously withdrawn.  There is no withdrawal charge on purchase
payments received eight or more contract years before withdrawal.

4.  Finally, if necessary, we withdraw purchase payments received
in the seven 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 totaling the withdrawal
charges.
    
There is a withdrawal charge on new payments.  We determine your
withdrawal charge by multiplying each of your new payments by the
applicable withdrawal charge percentage, and then totaling the
withdrawal charges.
   
The withdrawal charge percentage depends on the number of contract
years since you made the payment(s).
    
<PAGE>
PAGE 24
Contract Years From                           Withdrawal Charge
  Payment Receipt                                Percentage
         1                                           7%
         2                                           6%
         3                                           5%
         4                                           4%
         5                                           3%
         6                                           2%
         7                                           1%
    Thereafter                                       0%

Withdrawal charge calculation example

The following is an example of the calculation we would make to
determine the withdrawal charge on a contract with this history:
   
o    The contract date is July 1, 1998 with a contract year of July
     1 through June 30 and with an anniversary date of July 1 each
     year; and

o    We received these payments - $10,000 July 1, 1998, $8,000 Dec.
     31, 2004 and $6,000 Feb. 20, 2006; and

o    The owner withdraws the contract for its total withdrawal
     value of $38,101 on Aug. 5, 2008 and had not made any other
     withdrawals during that contract year; and

o     The prior anniversary July 1, 2008 contract value was
      $38,488.
    
Withdrawal Charge       Explanation
   $  0              $3,848.80 is 10% of the prior anniversary
                     contract 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, 1998 payment was received eight
                     or more contract years before withdrawal and is
                     withdrawn without withdrawal charge; and

     $240            $8,000 Dec. 31, 2004 is in its fifth contract
                     year from receipt, withdrawn with a 3%
                     withdrawal charge; and

     $240            $6,000 Feb. 20, 2006 is in its fourth contract
                     year from receipt, withdrawn with a 4%
                     withdrawal charge.
    
__________
     $480

The withdrawal charge is calculated so that the total amount minus
any withdrawal charge equals the amount you request.  If you take a
full withdrawal from your contract, the $30 contract charge also
will be deducted.<PAGE>
PAGE 25
   
Waiver of withdrawal charge
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 the annuities described in this prospectus);
o    contracts settled using an annuity payout plan; and
o    death benefits.

If your contract includes a "Waiver of Withdrawal Charges" Annuity
Endorsement, or provision we will waive withdrawal charges that are
normally assessed upon full or partial withdrawal if you provide
proof satisfactory 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.

To the extent permitted by state law, this endorsement is included
in contracts issued when the owner and annuitant are under age 76
on the date that we issue the contract.

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 your 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.<PAGE>
PAGE 26
   
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.  Please remember that investment performance,
expenses, and deductions of certain charges affect accumulation
unit value.
    
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 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
Determined each business day by:
   
o    adding the underlying 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 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
     subaccount(s);
o    transfers into or out of the variable subaccount(s);
<PAGE>
PAGE 27
o    partial withdrawals;
o    withdrawal charges; and/or
o    contract administrative charges.

Accumulation unit values may fluctuate due to:
   
o    changes in net asset value of underlying fund(s);
o    dividends distributed to the variable subaccount(s);
o    capital gains or losses of underlying fund(s);
o    fund operating expenses;
o    mortality and expense risk fees; and/or
o    variable account administrative charges.

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 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

                               Month       Amount       Accumulation   Number of units
                                          invested       unit value      purchased
<S>                            <C>         <C>              <C>            <C>
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.  Because this strategy involves <PAGE>
PAGE 28
continuous investing, your success with dollar-cost averaging will 
depend upon your willingness to continue to invest regularly
through periods of low price levels.  Dollar-cost averaging can be
an effective way to help meet your long-term goals.

* Some restrictions may apply.
   
Transferring money between subaccounts
You may transfer money from any one subaccount, or the fixed
account, to another before 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
"Transfer policies.")

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.
<PAGE>
PAGE 29
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.

Two ways to request a transfer or a withdrawal

1    By letter

Send your name, contract 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

Express mail:
American Enterprise Life Insurance Company
Attention:  Unit 829
733 Marquette Avenue
Minneapolis, MN  55402
   
Minimum transfer or
withdrawal amount:  $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
subaccount(s) or fixed account 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 12 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.
<PAGE>
PAGE 30
   
Minimum amount
Automated transfers or withdrawals:      $100 monthly/$250
                                         quarterly, semiannually or
                                         annually
    
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 
subaccounts and/or the fixed account in the same proportion as your
value in each 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.

NOTE:  You will be charged a fee if you request express mail
delivery.

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 offices.  The change will become
binding upon us when we receive and record it.  We will honor any 
<PAGE>
PAGE 31
change of ownership request believed to be authentic and will use 
reasonable procedures to confirm authenticity.  If these procedures
are followed, we take no responsibility for the validity of the
change.
    
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
   
Your annuity includes one of the two death benefits described
below.  Please see your contract, together with all endorsements,
for details of the benefit that applies.

If you or the annuitant die          If you or the annuitant die
before annuitization while           before annuitization while  
this contract is in force,           this contract is in force, 
and both you and the annuitant       and both you and the 
were 75 or younger on the date       annuitant are age 80 or   
the annuity was issued and           younger on the date of death,
all withdrawals you have made        we will pay the beneficiary
from this contract have been         the greatest of:
without withdrawal charges,
we will pay the beneficiary
the greatest of:

1.  the contract value; or           1.  the contract value; or

2.  the total purchase payments      2.  the total purchase
    paid less any amounts withdrawn;     payments paid less any
    or                                  "adjusted partial
                                         withdrawals"; or   
3.  on or after the fifth contract                                 
    anniversary, the death benefit   3.  the highest contract
    as of the most recent fifth          value on any prior
    contract anniversary adjusted        contract anniversary,
    by adding any purchase payments      plus any purchase
    made since that most recent fifth    payments paid and less
    contract anniversary and by          any "adjusted partial
    subtracting any amounts withdrawn    withdrawals" since that
    since that most recent fifth         contract anniversary. 
    contract anniversary.                 

    For annuities where both you and     The "adjusted partial
    the annuitant were 75 or younger     withdrawal" is calculated
    on the date the annuity was          for each partial with-
    issued and you have made             drawal as the product of 
    withdrawals subject to withdrawal    (a) times (b) where:
    charges, we will pay the             <PAGE>
PAGE 32
    beneficiary the contract value.      (a) is the ratio of the
                                         amount of the partial 
    For annuities where either you or    withdrawal to the
    the annuitant were 76 or older       contract value
    on the date the annuity was          immediately before the 
    issued we will pay the               partial withdrawal; and
    beneficiary the contract value.
                                         (b) is the death benefit
                                         immediately before the
                                         partial withdrawal.

                                         If either you or the
                                         annuitant is age 81 or
                                         older on the date of
                                         death, we will pay the
                                         beneficiary the contract
                                         value.
                                                       
    Example:                             Example:

    The owner purchases an               The owner purchases the
    annuity contract for                 annuity for $20,000
    $20,000 on Jan. 1, 1998.             on Jan. 1, 1999.
    On Jan. 1, 2003 the                  On Jan. 1, 2000
    contract value has grown to          the contract value
    $33,000.  On June 1, 2003            has grown to $24,000.
    the owner takes a $1,500             On March 1, 2000 the
    partial withdrawal, leaving          contract value has 
    a contract value of $31,500.         fallen to $22,000, at
    On July 15, 2003, the owner          which point the owner
    makes an additional payment          takes a $1,500 partial
    of $1,000.  On March 1, 2004,        withdrawal, leaving
    the contract value has fallen        a contract value of
    to $31,000.  The death               $20,500.  The death
    benefit on March 1, 2004 is          benefit on March 1, 
    calculated as follows:               2000 is calculated as
                                         follows:
    The closest fifth
    anniversary contract                 The highest contract
    value:  $33,000.00                   value on any prior
                                         contract 
    plus any purchase                    anniversary:  $24,000.00
    payments paid since
    that anniversary:  1,000.00          plus any purchase 
                                         payments paid since 
    less any partial withdrawals         that anniversary: + 0.00
    taken since that
    anniversary:  1,500.00               less any "adjusted
                                         partial withdrawal"
    for a death benefit                  taken since that
    of:  $32,500.00                      anniversary, 
                                         calculated as:
                                         1,500 x 24,000 = 1,636.36
                                         22,000
                                           
                                         for a death benefit
                                         of:  $22,363.64
    <PAGE>
PAGE 33
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 any 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.

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; and
o  payouts begin no later than one year after death, or other date
   as permitted by the Code; 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 funds will fluctuate.  (In the case of fixed
annuities, payouts remain the same from month to month.)
    <PAGE>
PAGE 34
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. 
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 you elect.  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 while both the annuitant and a joint
annuitant 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 that you elect.  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.<PAGE>
PAGE 35
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.

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  
   
If you or the annuitant die 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 according to our records.

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 made prior to 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.

<PAGE>
PAGE 36
Death benefits to beneficiaries:  The death benefit under an
annuity is not tax-exempt.  Any amount received by the beneficiary
that represents previously deferred income earnings within the
contract is taxable as ordinary income to the beneficiary in the
year(s) he or she receives the payments.

Annuities owned by corporations, partnerships or trusts:  For
nonqualified annuities 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 remain 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 your annual tax return.

If the payment is part of an annuity payout plan, the amount of
withholding generally is computed using payroll tables.  You may
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
may 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 have provided us
with a valid Social Security number or taxpayer identification
number, you may elect not to have this withholding occur.
    
Some states also may 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.
<PAGE>
PAGE 37
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 for income tax purposes, the amount of deferred earnings at
the time of the transfer 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
   
Each contract is intended to qualify as an annuity for federal
income tax purposes.  To that end, the provisions of the contracts
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 contracts to any applicable changes in the tax
qualification requirements.  We will send you a copy of any such
amendments.
    
Voting rights

As a contract owner with investments in the variable subaccount(s),
you may vote on important 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; 
o    divided by the net asset value of one share of the applicable 
     underlying fund.

As we make annuity payouts, the reserve for the contract decreases;
therefore, the number of votes also will decrease.
<PAGE>
PAGE 38
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.

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, another registered open-end management
investment company may be substituted for fund shares held in the
subaccount(s) when American Enterprise Life believes it would be in
the best interest of persons having voting rights under the
contract.  American Enterprise Life also reserves the right to
change the funds in which the subaccounts invest and to create new
subaccounts that invest in additional funds.
    
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 annuities are issued by American Enterprise Life.  American
Enterprise Life is a wholly-owned subsidiary of IDS Life, which is
a wholly-owned subsidiary of AEFC.  AEFC is a wholly-owned
subsidiary of American Express Company.  American Express Company 
is a financial services company principally engaged through
subsidiaries (in addition to AEFC) in travel related services,
investment services and international banking services.

<PAGE>
PAGE 39
American Enterprise Life is a stock life insurance company
organized in 1981 under the laws of the state of Indiana.  Its
administrative offices are 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 AEFC.

The AEFC family of companies offers not only insurance and
annuities, but also 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.

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 - 
   
___________________________________________________________________
Please check the appropriate box to receive a copy of the Statement
of Additional Information for:

____ AEL Personal PortfolioSM/___________________________

____ AIM Variable Insurance Funds, Inc.

____ GT Global Variable Investment Funds

<PAGE>
PAGE 40
____ IDS Life Retirement Annuity Mutual Funds

____ Janus Aspen Series Funds

____ OCC Accumulation Trust Portfolios

____ Oppenheimer Variable Account Funds

____ 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 41
















                  STATEMENT OF ADDITIONAL INFORMATION

                                  for

            AEL PERSONAL PORTFOLIOSM/_____________________

             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
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
800-333-3437
    <PAGE>
PAGE 42
                           TABLE OF CONTENTS

Performance Information......................................

Calculating Annuity Payouts..................................

Rating Agencies..............................................

Principal Underwriter........................................

Independent Auditors.........................................

Saving for Retirement........................................

Prospectus...................................................

Financial Statements -
       
<PAGE>
PAGE 43
PERFORMANCE INFORMATION

The following performance figures are calculated on the basis of
historical performance of the funds.  The performance figures
relating to these funds assume that the annuities were offered
prior to January 12, 1995, which it was not.  Before the
subaccounts began investing in these funds, the figures show what
the subaccount performance would have been if these subaccounts had
existed during the illustrated periods.  Once these subaccounts
began investing in these funds, actual values are used for the
calculations.

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

           Annualized Yield based on Seven-Day Period ended
                           __________, 1997

Subaccount investing in:       Simple Yield        Compound Yield
IDS Life Moneyshare Fund           ____%                ____%

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:
<PAGE>
PAGE 44
                      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

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.

    Annualized yield based on 30-Day Period ended __________, 1997

Subaccount investing in:          Yield
IDS Life Special Income           ____%

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 either annuity 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 10 year (or other) period (or fractional
               portion thereof)
    
<PAGE>
PAGE 45
     Average Annual Total Return For Period Ended __________, 1997
   
<TABLE>
<CAPTION>
Average Annual Total Return with Withdrawal
                                                                                             Since
Subaccount investing in:*                                  1 Year     5 Year     10 Year     Inception
<S>                                                        <C>        <C>        <C>         <C>
AIM V.I.
  Growth and Income Fund (5/94)
  International Equity Fund (5/93)
  Value Fund (5/93)

GT GLOBAL
  Variable Latin America Fund (2/93)                       
  Variable New Pacific Fund (2/93)                         

IDS LIFE
  Aggressive Growth Fund (1/92)                            
  Capital Resource Fund (10/81)                           
  Growth Dimensions Fund (4/96)
  International Equity Fund (1/92)                          
  Managed Fund (4/86)                                       
  Moneyshare Fund (10/81)                                  
  Special Income Fund (10/81)                              

JANUS ASPEN SERIES
  Balanced Portfolio (9/93)
  Worldwide Growth Portfolio (9/93)

OCC ACCUMULATION TRUST
  Equity Portfolio (9/94)
  Managed Portfolio (8/88)                              
  Small Cap Portfolio (9/94)
  U.S. Government Income Portfolio (1/95)

OPPENHEIMER VARIABLE ACCOUNT
  Growth Fund (   )
  High Income Fund (   )
                                                     
PUTNAM VT
  Diversified Income Fund (9/93)                           
  Growth and Income Fund (2/88)                            
  High Yield Fund (2/88)                                    
  New Opportunities Fund (5/94)                            

* inception date of the funds are shown in parentheses.

Average Annual Total Return without Withdrawal

                                                                                             Since
Subaccount Investing in:*                                  1 Year     5 Year     10 Year     Inception

AIM V.I. 
  Growth and Income Fund (5/94)
  International Equity Fund (5/93)
  Value Fund (5/94)

GT GLOBAL
  Variable Latin America Fund (2/93)                         
  Variable New Pacific Fund (2/93)                       

IDS Life
  Aggressive Growth Fund (1/92)                            
  Capital Resource Fund (10/81)                             
  Growth Dimensions Fund (4/96)
  International Equity Fund (1/92)                          
  Managed Fund (4/86)                                    
  Moneyshare Fund (10/81)                                 
  Special Income Fund (10/81)                              
  
JANUS ASPEN SERIES
  Balanced Portfolio (9/93)
  Worldwide Growth Portfolio (9/93)
<PAGE>
PAGE 46
Average Annual Total Return without Withdrawal
                                                                                             Since
Subaccount Investing in:*                                  1 Year     5 Year     10 Year     Inception

OCC ACCUMULATION TRUST
  Equity Portfolio (9/94)
  Managed Portfolio (8/88)                                 
  Small Cap Portfolio (9/94)
  U.S. Government Income Portfolio (1/95)

OPPENHEIMER VARIABLE ACCOUNT
  Growth Fund (   )
  High Income Fund (   )

PUTNAM VT
  Diversified Income Fund (9/93)                           
  Growth and Income Fund (2/88)                           
  High Yield Fund (2/88)                                   
  New Opportunities Fund (5/94)                             

*inception dates of the funds are shown in parentheses. 
</TABLE>
    
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
               10 year (or other) period at the end of the one,
               five, or 10 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 10 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.
    
Total return figures reflect the deduction of all applicable
charges including the contract administrative charge, the variable
account administrative charge, and mortality and expense risk fee.

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 The Bank Rate Monitor National Index,
Barron's, Business Week, CDA Technologies, Donoghue's Money Market
Fund Report, Financial Services Week, Financial Times, Financial
World, Forbes, Fortune, Global Investor, Institutional Investor, 
Investor's Daily, Kiplinger's Personal Finance, Lipper Analytical
Services, Money, Morningstar, Mutual Fund Forecaster, Newsweek, The
<PAGE>
PAGE 47
New York Times, Personal Investor, Stanger Report, Sylvia Porter's
Personal Finance, USA Today, U.S. News & World Report, The Wall
Street Journal and Wiesenberger Investment Companies Service.

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; then
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 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
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.

<PAGE>
PAGE 48
Net Investment Factor:
This value is determined each business day by:
   
o  adding the underlying 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 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 annuities.  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 annuities.
    
Rating agency                    Rating

A.M. Best                          A+
                               (Superior)

Duff & Phelps                     AAA

Moody's                           Aa2

PRINCIPAL UNDERWRITER

The principal underwriter for the accounts is American Express
Financial Advisors Inc. which offers the variable contracts on a
continuous basis.<PAGE>
PAGE 49
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.
<PAGE>
PAGE 50
PART C.

Item 24.  Financial Statements and Exhibits

(a)  To be filed by Amendment.

(b)  Exhibits:

1.1  Resolution of the Executive Committee of the Board of
     Directors of American Enterprise Life establishing the
     American Enterprise Variable Annuity Account dated July 15,
     1987, filed electronically as Exhibit 1 to the Initial
     Registration Statement to Registration Statement No. 33-54471,
     filed on or about July 5, 1994 is incorporated herein by
     reference.

1.2  Resolution of the Executive Committee of the Board of
     Directors of American Enterprise Life establishing the ten
     additional subaccounts within the separate account dated Aug.
     21, 1997, is filed electronically herewith.

2.   Not applicable.

3.1  Form of Variable Annuity and Life Insurance Distribution
     Agreement, filed electronically as Exhibit 3.1 to Pre-
     Effective Amendment No. 1 to Registration Statement No. 33-
     54471 is incorporated herein by reference.

3.2  Form of Managing General Agent Agreement, filed electronically
     as Exhibit 3.2 to Pre-Effective Amendment No. 1 to
     Registration Statement No. 33-54471 is incorporated herein by
     reference.

4.1  Form of Deferred Annuity Contract (form 34560), filed
     electronically as Exhibit 4.1 to the Initial Registration
     Statement to Registration Statement No. 33-54471, filed on or
     about July 5, 1994 is incorporated herein by reference.

4.2  Form of Tax-Qualified Endorsement (form 34563), filed
     electronically as Exhibit 4.2 to the Initial Registration
     Statement to Registration Statement No. 33-54471, filed on or
     about July 5, 1994 is incorporated herein by reference.

4.3  Form of Annuity Endorsement (form 34562), filed electronically
     as Exhibit 4.3 to the Initial Registration Statement to
     Registration Statement No. 33-54471, filed on or about July 5,
     1994 is incorporated herein by reference.

5.1  Form of Application for American Enterprise Life Variable
     Annuity (form 34561), filed electronically as Exhibit 5.1 to
     the Initial Registration Statement to Registration Statement
     No. 33-54471, filed on or about July 5, 1994 is incorporated
     herein by reference.

6.1  Amendment and Restatement of Articles of Incorporation of
     American Enterprise Life dated July 29, 1986, filed
     electronically as Exhibit 6.1 to the Initial Registration
     Statement to Registration Statement No. 33-54471, filed on or
     about July 5, 1994 is incorporated herein by reference.<PAGE>
PAGE 51
6.2  Amended By-Laws of American Enterprise Life, filed
     electronically as Exhibit 6.2 to the Initial Registration
     Statement to Registration Statement No. 33-54471, filed on or
     about July 5, 1994 is incorporated herein by reference.

7.   Not applicable.

8.1  Copy of Participation Agreement among (company) and GT Global
     Variable Investment Trust and GT Global Variable Investment
     Series and GT Global Financial Services, Inc., dated February
     10, 1995 is filed electronically as Exhibit 8.1 to Post-
     Effective Amendment No. 3 to Registration Statement No. 33-
     54471 is incorporated herein by reference.

8.2  Copy of Participation Agreement among Putnam Capital Manager
     Trust, Putnam Mutual Funds Corp. and American Enterprise Life
     Insurance Company, dated January 16, 1995, filed
     electronically as Exhibit 8.2 to Post-Effective Amendment No.
     2 to Registration Statement No. 33-54471 is incorporated
     herein by reference.

8.3  Copy of Participation Agreement by and among Quest for Value
     Accumulation Trust and (Insurance Company) and Quest for Value
     Distributors, dated February 21, 1995, filed electronically as
     Exhibit 8.3 to Post-Effective Amendment No. 2 to Registration
     Statement No. 33-54471 is incorporated herein by reference.

8.4  Copy of Participation Agreement among (company) and
     Oppenheimer Trust and American Enterprise Life Insurance
     Company, dated ______________, 1997, to be filed by amendment.

8.5  Copy of Participation Agreement among (company) and AIM
     Variable Insurance Funds and American Enterprise Life
     Insurance Company, dated ______________, 1997, to be filed by
     amendment.

8.6  Copy of Participation Agreement among (company) and Janus
     Aspen Series, and American Enterprise Life Insurance Company,
     dated ______________, 1997, to be filed by amendment.

8.7  Copy of Reinsurance Agreement, 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 was filed with Registrant's
     most recent 24f-2 Notice on or about Feb. 19, 1997.

10.  Consent of Independent Auditors, to be filed by amendment.

11.  Financial Statement Schedules and Report of Independent
     Auditors, to be filed by amendment.

12.  Not applicable.

<PAGE>
PAGE 52
13.  Copy of schedule for computation of each performance quotation
     provided in the Registration Statement in response to Item 21,
     filed electronically as Exhibit 13 to the Initial Registration
     Statement to Registration Statement No. 33-54471, filed on or
     about July 5, 1994 is incorporated herein by reference.

14.  Financial Data Schedules, to be filed by amendment.

15.  Power of Attorney to sign this Registration Statement dated
     March 28, 1997, filed electronically as Exhibit 15 to Post-
     Effective Amendment No. 7, to Registration Statement No. 33-
     54471 is incorporated herein by reference.

Item 25.  Directors and Officers of the Depositor (American
          Enterprise Life Insurance Company)
<TABLE>
<CAPTION>
                                                        Positions and
Name                     Principal Business Address     Offices with Depositor
<S>                      <C>                            <C>
James E. Choat           IDS Tower 10                   Director and Chief Executive
                         Minneapolis, MN  55440           Officer

Douglas L. Forsberg      IDS Tower 10                   Director and 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 the
                         Minneapolis, MN  55440         Board

Paul S. Mannweiler       Indianapolis Power and Light   Director
                         One Monument Circle
                         P.O. Box 1595
                         Indianapolis, IN  46206-1595   

Stuart A. Sedlacek       IDS Tower 10                   Director and Executive Vice
                         Minneapolis, MN  55440           President - Assured Assets

F. Dale Simmons          IDS Tower 10                   Vice President - Real Estate
                         Minneapolis, MN  55440           Loan Management

William A. Stoltzmann    IDS Tower 10                   Vice President, General Counsel
                         Minneapolis, MN  55440           and Secretary

Melinda S. Urion         IDS Tower 10                   Vice President and Controller
                         Minneapolis, MN  55440
</TABLE>
<PAGE>
PAGE 53
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).

          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
<PAGE>
PAGE 54
    IDS Insurance Agency of Utah Inc.                Utah
    IDS Insurance Agency of Wyoming Inc.             Wyoming
    IDS International, Inc.                          Delaware
    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

          On July 31, 1997, there were 1,240 contract owners of
          qualified contracts and there were 750 owners of non-
          qualified contracts.

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
          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 
<PAGE>
PAGE 55
          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.
<PAGE>
PAGE 56
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., Growth Trust; Growth and Income Trust; Income
      Trust, Tax-Free Income Trust, World Trust 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             American Express,
Minneapolis, MN  55440   Institutional Services

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<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   

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
Suite 900                Los Angeles Metro
E. Westside Twr
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

Charles R. Branch        Group Vice President-        None
Suite 200                Northwest
West 111 North River Dr
Spokane, WA  99201

Douglas W. Brewers       Vice President-              None
IDS Tower 10             Sales Support
Minneapolis, MN 55440

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
<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   

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

Colleen Curran           Vice President and           None
IDS Tower 10             Assistant General Counsel
Minneapolis, MN  55440   

Regenia David            Vice President-              None
IDS Tower 10             Systems Services
Minneapolis, MN  55440

Luz Maria Davis          Vice President-              None
IDS Tower 10             Communications
Minneapolis, MN 55440    
<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   

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

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

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

<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   

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

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

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

<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   

Janis K. Heaney          Vice President-              None
IDS Tower 10             Incentive Compensation
Minneapolis, MN  55440

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

David R. Hubers          Chairman, Chief              Board member
IDS Tower 10             Executive Officer and
Minneapolis, MN 55440    President

Martin G. Hurwitz        Vice President-              None
IDS Tower 10             Senior Portfolio
Minneapolis, MN 55440    Manager

James M. Jensen          Vice President-              None
IDS Tower 10             Life Products
Minneapolis, MN 55440

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

<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   

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
Suite 108                Greater Michigan
Trestle Bridge V
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

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<PAGE>
PAGE 63
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   

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

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

William Miller           Vice President and           None
IDS Tower 10             Senior Portfolio Manager
Minneapolis, MN  55440

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-              None
IDS Tower 10             Variable Assets
Minneapolis, MN 55440    

Alan D. Morgenstern      Group Vice President-        None
Suite 200                Central California/
3500 Market Street       Western Nevada
Camp Hill, NJ  17011<PAGE>
PAGE 64
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   

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    

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             Special Projects
Minneapolis, MN 55440

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

<PAGE>
PAGE 65
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   

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       At Large
Suite 700
Two N. Tamiami Trail
Sarasota, FL  34236

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<PAGE>
PAGE 66
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   

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

Julian W. Sloter         Group Vice President-        None
Suite 1700               Orlando/Jacksonville
Orlando FinCtr
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<PAGE>
PAGE 67
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   

Barbara Stroup Stewart   Vice President-Corporate     None
IDS Tower 10             Reengineering           
Minneapolis, MN  55440

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 68
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

William J. Williams      Group Vice President-        None
Two North Tamiami Trail  Western Florida
Suite 702
Sarasota, FL 34236

Edwin M. Wistrand        Vice President and           None
IDS Tower 10             Assistant General
Minneapolis, MN 55440    Counsel

Michael D. Wolf          Vice President-              None
IDS Tower 10             Senior Portfolio
Minneapolis, MN 55440    Manager

Michael R. Woodward      Senior Vice President-       None
32 Ellicott St           Field Management
Suite 100
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.                      
</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.

<PAGE>
PAGE 69
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.

           (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 70
                              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 27th day of August, 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 27th day of August, 1997.

Signature                               Title

/s/ James F. Choat*                     Director, Chief Executive
    James F. Choat                      Officer

/s/ Douglas L. Forsberg*                Director, 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

/s/ Melinda S. Urion                    Vice President and
    Melinda S. Urion                    Controller


*Signed pursuant to Power of Attorney dated March 28, 1997, filed
electronically as Exhibit 15 to Post-Effective Amendment No. 7 to
Registration Statement No. 33-54471, filed on or about April 23,
1997, is incorporated herein by reference.



______________________________
Mary Ellyn Minenko 
<PAGE>
PAGE 71
              CONTENTS OF POST-EFFECTIVE AMENDMENT NO. 8

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
Registration Number 33-54471/811-7195

EXHIBIT INDEX

Exhibit 1.2  Resolution of the Executive Committee of the Board of
             Directors of American Enterprise Life establishing the
             ten additional subaccounts within the separate
             account dated Aug. 21, 1997.


<PAGE>
PAGE 1
TO THE SECRETARY OF 
AMERICAN ENTERPRISE LIFE INSURANCE COMPANY


By Resolution received by the Secretary on July 15, 1987, 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, established 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
      were 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
      were 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 President 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, ten
additional subaccounts within the separate account to invest in the
following funds or portfolios:

      IDS Life Growth Dimensions Fund

      OCC Accumulation Trust Small Cap Portfolio

      OCC Accumulation Trust Equity Portfolio

      Oppenheimer Variable Account Growth Fund

      Oppenheimer Variable Account High Income Fund

      AIM V.I. International Equity Fund

      AIM V.I. Value Fund

      AIM V.I. Growth and Income Fund

      Janus Aspen Series Worldwide Growth Portfolio

      Janus Aspen Series Balanced Portfolio

<PAGE>
PAGE 2
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 16
subaccounts is hereby reconstituted as American Enterprise Variable
Annuity Account consisting of 26 subaccounts.



/s/  Douglas L. Forsberg      
     Douglas L. Forsberg


Received by the Secretary



/s/ William A. Stoltzmann     
    William A. Stoltzmann


Date:  8-21-97      



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