UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934 

Release No. 77816 / May 12, 2016

ADMINISTRATIVE PROCEEDING

File No. 3-12114

____________________________________

 :

In the Matter of :

 :

American Express Financial Corporation :

(now known as Ameriprise Financial, Inc.) : ORDER APPROVING PLAN

: OF DISTRIBUTION 

:

Respondent. :

____________________________________:

On December 1, 2005, the Commission issued an Order Instituting Administrative 

and Cease-and-Desist Proceedings, Making Findings, and Imposing Remedial Sanctions 

and a Cease-and-Desist Order Pursuant to Sections 203(e) and 203(k) of the Investment 

Advisors Act of 1940 and Sections 9(b) and 9(f) of the Investment Company Act of 1940 

(“Order”) against American Express Financial Corporation (now known as Ameriprise 

Financial, Inc.) (“AEFC” or “Respondent”). 1

 The Order found that AEFC allowed 

market timing in certain of its mutual funds and variable annuity products from January 1, 

2002 through October 2003 that was contrary to fund prospectuses and not disclosed to 

shareholders and AEFC directors. The Order required Respondent to pay disgorgement 

of $10,000,000 and a civil money penalty of $5,000,000 and established a Fair Fund in 

the total amount of $15,000,000 for a distribution to harmed investors pursuant to Section 

308(a) of the Sarbanes-Oxley Act of 2002, as amended.

On April 1, 2016, the Commission published a Notice of Proposed Plan of 

Distribution and Opportunity for Comment (“Notice”) pursuant to Rule 1103 of the 

Commission’s Rules on Fair Fund and Disgorgement Plans (“Commission’s Rules”), 

17 CFR § 201.1103. (Exchange Act Release No. 77497). The Notice advised all 

interested parties that they may obtain a copy of the proposed plan of distribution 

(“Distribution Plan”) from the Commission’s public website, http://www.sec.gov, or 

by submitting a written request to Kara M. Washington, United States Securities and 

Exchange Commission, 175 West Jackson Boulevard, Suite 900, Chicago, IL 60604.

The Notice also advised all persons desiring to comment on the Distribution

Plan could submit their comments, in writing, no later than 30 days from the date of 

the Notice by sending a letter to the Office of the Secretary, United States Securities 

and Exchange Commission, 100 F Street, N.E., Washington, D.C. 20549-1090; by 

 1 Advisers Act Rel. No. 2451 (December 1, 2005)
using the Commission’s Internet comment form 

(http://www.sec.gov/litigation.admin.shtml); or by sending an e-mail to rulecomments@sec.gov. The Commission received no comments on the Distribution Plan.

The Distribution Plan provides for distribution of the Fair Fund, plus any 

accumulated interest, less any taxes and fees and expenses associated with 

administering the distribution to Eligible Investors2 who owned shares between 

January 1, 2002 and September 30, 2003 in four mutual funds as described in the 

Order. The Distribution Plan describes the procedures by which affected harmed 

investors are identified, the procedures used to calculate the amounts to be paid to 

these harmed investors, and how those amounts are to be distributed. Accordingly, the 

affected harmed investors need not go through a claims-made process. 

The Division of Enforcement now requests that the Commission approve the 

Plan.

Accordingly, it is hereby ORDERED, pursuant to Rule 1104 of the Commission’s 

Rules, 17 CFR § 201.1104, that the Distribution Plan is approved.

For the Commission, by its Secretary, pursuant to delegated authority.

Brent J. Fields

Secretary

 2 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the 

Distribution Plan.