<PAGE>

                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q


Quarterly Report Under Section 13 or 15(d)of the Securities Exchange Act of 1934

(Mark one)
[ X ]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 1999

                                       OR

[   ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

For the transition period from                                     to

                         Commission file number 33-28976

                            IDS LIFE INSURANCE COMPANY
             (Exact name of registrant as specified in its charter)

                            MINNESOTA            41-0823832
              (State or other jurisdiction of  (I.R.S. Employer
               incorporation or organization)   Identification No.)

         IDS TOWER 10, MINNEAPOLIS, MINNESOTA                     55440-0010
         (Address of principal executive offices)                 (Zip Code)

       (Registrant's telephone number, including area code) (612) 671-1257

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No

THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1)(a) AND
(b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE PERMITTED
ABBREVIATED NARRATIVE DISCLOSURE.

<PAGE>

                           IDS LIFE INSURANCE COMPANY

                                    FORM 10-Q

                       For the Quarter Ended June 30, 1999

                                Table of Contents

PART I - FINANCIAL INFORMATION                                         Page

         Item 1. Financial Statements

                  Consolidated Balance Sheets as of
                  June 30, 1999 (unaudited) and
                  December 31, 1998                                   3 - 4

                  Consolidated Statements of Income for the
                  three months ended June 30, 1999 and 1998
                  (unaudited)                                             5

                  Consolidated Statements of Income for the
                  six months ended June 30, 1999 and 1998
                  (unaudited)                                             6

                  Consolidated Statements of Cash Flows for the
                  six months ended June 30, 1999 and 1998
                  (unaudited)                                         7 - 8

                  Notes to Consolidated Financial Statements
                  (unaudited)                                        9 - 11

         Item 2. Management's Discussion and Analysis of
                  Consolidated Financial Condition and
                  Results of Operations                             12 - 17

PART II - OTHER INFORMATION                                         18 - 21

SIGNATURES                                                               22

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<TABLE>
<CAPTION>



                           IDS LIFE INSURANCE COMPANY
                           CONSOLIDATED BALANCE SHEETS
                     ($ thousands, except per share amount)


                                                               June 30,  December 31,
ASSETS                                                          1999           1998
                                                       ----------------- -------------
                                   (unaudited)
<S>                                                        <C>            <C>
Investments:
    Fixed maturities:
        Held to maturity, at amortized cost (Fair value:

            1999, $7,692,650; 1998, $8,420,035) .........   $ 7,560,309     $7,964,114
        Available for sale, at fair value (Amortized cost:
            1999, $13,969,069; 1998, $13,344,949) ........    13,538,079    13,613,139
                                                             -----------   -----------

                                                              21,098,388    21,577,253

    Mortgage loans on real estate ........................     3,555,273     3,505,458
    Policy loans .........................................       543,370       525,431
    Other investments ....................................       428,518       366,604
                                                             -----------   -----------

                     Total investments ...................    25,625,549    25,974,746

Cash and cash equivalents ................................       226,251        22,453

Amounts recoverable from reinsurers ......................       292,200       262,260

Amounts due from brokers .................................          --             327

Other accounts receivable ................................        57,263        47,963

Accrued investment income ................................       375,897       366,574

Deferred policy acquisition costs ........................     2,526,412     2,496,352

Deferred income taxes ....................................       125,050           --

Other assets .............................................        24,791        30,487

Separate account assets ..................................    30,060,735    27,349,401
                                                             -----------   -----------

                     Total assets ........................   $59,314,148   $56,550,563
                                                             ===========   ===========

</TABLE>


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<TABLE>
<CAPTION>

                           IDS LIFE INSURANCE COMPANY
                           CONSOLIDATED BALANCE SHEETS
                     ($ thousands, except per share amount)
                                   (continued)


                                                                June 30, December 31,
LIABILITIES AND STOCKHOLDER'S EQUITY                               1999         1998
                                                       ------------------ ------------
                                   (unaudited)
<S>                                                         <C>           <C>
Liabilities:
    Future policy benefits:
        Fixed annuities .................................   $20,943,750   $21,172,303
        Universal life-type insurance ...................     3,373,013     3,343,671
        Traditional life insurance ......................       222,546       225,306
        Disability income and
            long-term care insurance ....................       731,227       660,320
    Policy claims and other
        policyholders' funds ............................        96,607        70,309
    Amounts due to brokers ..............................       529,282       195,406
    Deferred income taxes ...............................            --        16,930
    Other liabilities ...................................       477,253       410,285
    Separate account liabilities ........................    30,060,735    27,349,401
                                                            -----------   -----------

                     Total liabilities ..................    56,434,412    53,443,931
                                                            -----------   -----------

Stockholder's equity:
    Capital stock, $30 par value per share;
        100,000 shares authorized, issued and outstanding         3,000         3,000
    Additional paid-in capital ..........................       288,327       288,327
    Accumulated other comprehensive income, net of tax:
      Net unrealized securities (losses) gains ..........      (136,328)      169,584
    Retained earnings ...................................     2,724,737     2,645,721
                                                            -----------   -----------

                     Total stockholder's equity .........     2,879,736     3,106,632
                                                            -----------   -----------

Total liabilities and stockholder's equity ..............   $59,314,148   $56,550,563
                                                            ===========   ===========

                       See accompanying notes .
</TABLE>

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<TABLE>
<CAPTION>

                           IDS LIFE INSURANCE COMPANY
                        CONSOLIDATED STATEMENTS OF INCOME
                                  ($ thousands)
                                   (unaudited)

                                                                           Three months ended
                                                                              June 30,
                                                                             1999       1998
                                                                        ------------- ---------
<S>                                                                       <C>         <C>
Revenues:
    Premiums:
        Traditional life insurance ....................................   $  13,670   $  13,578
        Disability income and
          long-term care insurance ....................................      47,826      42,693
                                                                          ---------   ---------
                     Total premiums ...................................      61,496      56,271

    Policyholder and contractholder charges ...........................      103,945      94,918
    Management and other fees .........................................      115,445     103,781
    Net investment income .............................................     486,238      495,473
    Net realized gain (loss) on investments ...........................       5,758        2,214
                                                                          ---------    ---------
                     Total revenues ...................................     772,882      752,657
                                                                          ---------    ---------

Benefits and expenses:
    Death and other benefits:
        Traditional life insurance ....................................       7,328       8,376
        Universal life-type insurance
            and investment contracts ..................................      29,985      27,773
        Disability income and
            long-term care insurance ..................................       7,611       6,851
    Increase in liabilities for
        future policy benefits:
            Traditional life insurance ................................       1,635       1,617
            Disability income and
                 long-term care insurance .............................      21,560      18,690
    Interest credited on universal life-type
        insurance and investment contracts ............................     313,602     333,428
    Amortization of deferred policy
        acquisition costs .............................................      96,785      93,026
    Other insurance and operating expenses ............................      72,275      66,722
                                                                          ---------   ---------
                     Total benefits and expenses ......................     550,781     556,483
                                                                          ---------   ---------

Income before income taxes ............................................     222,101     196,174

Income taxes ..........................................................      53,952      57,015
                                                                          ---------   ---------

Net income ............................................................   $ 168,149   $ 139,159
                                                                          =========   =========

                                                See accompanying notes
</TABLE>

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<TABLE>
<CAPTION>

                           IDS LIFE INSURANCE COMPANY
                        CONSOLIDATED STATEMENTS OF INCOME
                                  ($ thousands)
                                   (unaudited)

                                                                           Six months ended
                                                                              June 30,
                                                                             1999       1998
                                                                        ------------- ---------
<S>                                                                       <C>         <C>
Revenues:
    Premiums:
        Traditional life insurance ....................................   $  27,047   $  26,893
        Disability income and
          long-term care insurance ....................................      95,261      83,484
                                                                          ---------   ---------
                     Total premiums ...................................      122,308    110,377

    Policyholder and contractholder charges ...........................      205,119    188,542
    Management and other fees .........................................      225,442    202,877
    Net investment income .............................................     967,370     997,358
    Net realized gain (loss) on investments ...........................       9,461       (609)
                                                                          ---------   ---------
                     Total revenues ...................................    1,529,701  1,498,545
                                                                          ---------   ---------

Benefits and expenses:
    Death and other benefits:
        Traditional life insurance ....................................       15,101     16,059
        Universal life-type insurance
            and investment contracts ..................................       57,648     51,764
        Disability income and
            long-term care insurance ..................................       14,740     14,070
    Increase in liabilities for
        future policy benefits:
            Traditional life insurance ................................        3,226      3,172
            Disability income and
                 long-term care insurance .............................       41,525     35,420
    Interest credited on universal life-type
        insurance and investment contracts ............................      624,387    672,242
    Amortization of deferred policy
        acquisition costs .............................................      190,354    190,272
    Other insurance and operating expenses ............................      142,055    122,122
                                                                          ---------   ---------
                     Total benefits and expenses ......................    1,089,036  1,105,121
                                                                          ---------   ---------

Income before income taxes ............................................     440,665     393,424

Income taxes ..........................................................     131,649     122,307
                                                                          ---------   ---------

Net income ............................................................   $ 309,016   $ 271,117
                                                                          =========   =========

                                                See accompanying notes
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                           IDS LIFE INSURANCE COMPANY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  ($ thousands)
                                   (unaudited)

                                                                        Six months ended
                                                                          June 30 31,
                                                                        1999        1998
                                                                    -----------  -----------
<S>                                                                  <C>          <C>
Cash flows from operating activities:
    Net income ...................................................   $ 309,016    $ 271,117
    Adjustments to reconcile net income to
        net cash provided by operating activities:
            Policy loans, excluding universal
               life-type insurance:
                  Issuance .......................................     (27,212)     (27,951)
                  Repayment ......................................      25,876       31,481
            Change in reinsurance recoverable ....................     (29,940)     (25,191)
            Change in other accounts receivable ..................      (9,300)     (19,803)
            Change in accrued investment income ..................      (9,323)      (3,162)
            Change in deferred policy
               acquisition costs, net ............................     (15,245)      (3,365)
            Change in liabilities for future policy
               benefits for  traditional life,
               disability income and
               long-term care insurance ..........................      68,147       65,115
            Change in policy claims and other
               policyholders' funds ..............................      26,298        2,929
            Change in deferred income taxes ......................      22,743      (11,211)
            Change in other liabilities ..........................      66,968      (19,707)
            Amortization of premium
          (accretion of discount), net ............                      2,445        1,808
            Net realized (gain) loss on investments ..................  (9,461)         609
            Policyholder and contractholder charges,
               non-cash ..........................................     (87,597)     (83,617)
            Other, net ...........................................      (6,181)      (2,048)
                                                                     ---------    ---------

               Net cash provided by operating activities             $ 327,234     $177,004
                                                                     ---------    ---------
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

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

                                                                                 Six months ended
                                                                                       June 30,
                                                                                 1999          1998
                                                                           ---------------   ---------
<S>                                                                         <C>              <C>
Cash flows from investing activities:
    Fixed maturities held to maturity:
        Purchases                                                              $(859)            $  0
        Maturities, sinking fund payments and calls .....................    356,447          630,758
        Sales ...........................................................     42,965          214,384
    Fixed maturities available for sale:
        Purchases ....................................................... (1,662,373)      (1,703,554)
        Maturities, sinking fund payments and calls .....................    896,855        1,037,675
        Sales ...........................................................    389,920          182,317
    Other investments, excluding policy loans:
        Purchases .......................................................   (301,977)        (306,099)
        Sales ...........................................................    179,616          237,222
    Change in amounts due from broker ...................................        327            7,620
    Change in amounts due to broker .....................................    333,876          129,639
                                                                          -----------     -----------

               Net cash provided by investing activities ................    234,797          429,962
                                                                          -----------    -----------

Cash flows from financing activities:
    Activity related to universal life-type insurance
     and investment contracts:
        Considerations received .........................................    954,742         953,403
        Surrenders and other benefits ................................... (1,690,731)     (1,973,540)
        Interest credited to account balances ...........................    624,375         672,062
    Universal life-type insurance policy loans:
        Issuance ........................................................    (50,525)       (50,511)
        Repayment .......................................................     33,906         37,164
    Dividends paid ............................................             (230,000)      (120,000)
                                                                         -----------    -----------

               Net cash used in financing activities ................       (358,233)      (481,422)
                                                                         -----------    -----------

Net increase in cash and cash equivalents ..............................     203,798        125,544

Cash and cash equivalents at beginning of period ........................     22,453         19,686
                                                                         -----------    -----------

Cash and cash equivalents at end of period ..............................   $226,251       $145,230
                                                                         ===========    ===========

                                                  See accompanying notes

</TABLE>

<PAGE>


                           IDS LIFE INSURANCE COMPANY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                  June 30, 1999
                                  ($ thousands)
                                   (unaudited)

1.       General

         In the opinion of the management of IDS Life Insurance Company (the
         Company), the accompanying unaudited consolidated financial statements
         contain all adjustments (consisting of normal recurring adjustments)
         necessary to present fairly its balance sheet as of June 30, 1999,
         statements of income for the three and six months ended June 30, 1999
         and 1998 and statements of cash flows for the six months ended June 30,
         1999 and 1998.

         The Company is a wholly owned subsidiary of American Express Financial
         Corporation (AEFC), which is a wholly owned subsidiary of American
         Express Company. The accompanying consolidated financial statements
         include the accounts of the Company and its wholly owned subsidiaries,
         IDS Life Insurance Company of New York, American Enterprise Life
         Insurance Company, American Centurion Life Assurance Company, American
         Partners Life Insurance Company and American Express Corporation. All
         material intercompany accounts and transactions have been eliminated in
         consolidation.

         Purchased and written index options are carried at market value and
         included in other investments or other liabilities as appropriate.
         Gains or losses on index options that qualify as hedges are deferred
         and recognized in management and other fees in the same period as the
         hedged fee income. Gains or losses on index options that do not qualify
         as hedges are marked to market through the income statement.

2.       Nature of business

         The Company is engaged in the life insurance and annuity business. The
         Company sells various forms of fixed and variable individual life
         insurance, group life insurance, individual and group disability income
         insurance, long-term care insurance, and single and installment premium
         fixed and variable annuities.

3.       Statements of cash flows

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

<PAGE>

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

3.       Statements of cash flows (continued)

         Cash paid for interest on borrowings totaled $1,535 and $6,318 for the
         six months ended June 30, 1999, and 1998, respectively. Cash paid for
         income taxes totaled $135,986 and $125,545 for the six months ended
         June 30, 1999 and 1998, respectively.

4.       Commitments and contingencies

         Commitments for purchases of investments in the ordinary course of
         business at June 30, 1999 aggregated $149,465.

         The maximum amount of risk retained by the Company on any one life is
         $750 of life and waiver of premium benefits plus $50 of accidental
         death benefits. The excesses are reinsured with other life insurance
         companies on a yearly renewable term basis.

<PAGE>

                           IDS LIFE INSURANCE COMPANY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 1999
                                  ($ thousands)
                                   (unaudited)
                                   (continued)


4.       Commitments and contingencies (continued)

         A number of lawsuits have been filed against life and health insurers
         in jurisdictions in which the Company and AEFC do business involving
         insurers' sales practices, alleged agent misconduct, failure to
         properly supervise agents, and other matters. The Company and AEFC,
         like other life and health insurers, from time to time are involved in
         such litigation. On December 13, 1996, an action entitled Lesa
         Benacquisto and Daniel Benacquisto vs. IDS Life Insurance Company and
         American Express Financial Corporation was commenced in Minnesota state
         court. The action is brought by individuals who replaced an existing
         Company insurance policy with a new Company policy. The plaintiffs
         purport to represent a class consisting of all persons who replaced
         existing Company policies with new policies from and after January 1,
         1985. The complaint puts at issue various alleged sales practices and
         misrepresentations, alleged breaches of fiduciary duties and alleged
         violations of consumer fraud statutes. The Company and AEFC filed an
         answer to the Complaint on February 18, 1997, denying the allegations.
         A second action, entitled Arnold Mork, Isabella Mork, Ronald Melchert
         and Susan Melchert vs. IDS Life Insurance Company and American Express
         Financial Corporation was commenced in the same court on March 21,
         1997. In addition to claims that are included in the Benacquisto
         lawsuit, the second action includes an allegation of improper
         replacement of an existing IDS Life annuity contract. A subsequent
         class action, Richard Thoresen and Elizabeth Thoresen vs. AEFC,
         American Partners Life Insurance Company, American Enterprise Life
         Insurance Company, American Centurion Life Assurance Company, IDS Life
         Insurance Company and IDS Life Insurance Company of New York, was filed
         in the same court on October 13, 1998 alleging that the sale of
         annuities in tax-deferred contributory retirement investment plans
         (e.g. IRA's) was done through deceptive marketing practices, which the
         company denies. Plaintiffs in each of the aforementioned actions seek
         damages in an unspecified amount and also seek to establish a claims
         resolution facility for the determination of individual issues.

         The Company and its parent believe they have meritorious defenses to
         the claims raised in the lawsuits. The outcome of any litigation cannot
         be predicted with certainty. In the opinion of management, however, the
         ultimate resolution of the above lawsuits and others filed against the
         Company should not have a material adverse effect on the Company's
         consolidated financial position.

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Results of Operations

Six Months Ended June 30, 1999 Compared to Six Months Ended June 30, 1998:

         Consolidated net income increased 14 percent to $309 million for the
six months ended June 30, 1999, compared to $271 million in 1998. Earnings
growth resulted primarily from increases in management fees and policyholder and
contractholder charges and an increase in spread rates.

         Premiums received totaled $2.2 billion for the six months ended June
30, 1999, the same amount as one year ago.

         Policyholder and contractholder charges increased to $205 million for
the six months ended June 30, 1999, compared with $189 million a year ago. This
increase was primarily due to an increase in life insurance in force.

         Management and other fees increased to $225 million for the six months
ended June 30, 1999 compared with $203 million a year ago. This was primarily
due to an increase in average separate account assets outstanding, resulting
primarily from market appreciation. The Company provides investment management
services for many of the mutual funds which are used as investment options for
variable annuities and variable life insurance. The Company also receives a
mortality and expense risk fee from the separate accounts. Net investment income
decreased to $967 million for the six months ended June 30, 1999 compared to
$997 million one year ago. This is primarily due to lower outstanding bond
balances at June 30, 1999 compared to June 30, 1998.

         Total benefits and expenses were $1.1 billion for the six months ended
June 30, 1999, a decrease of 1 percent from a year ago. The largest component of
expenses, interest credited on universal life-type insurance and investment
contracts, decreased 7 percent to $624 million. This was due to lower aggregate
amounts of fixed annuities in force and lower crediting rates, reflecting market
conditions. Other insurance and operating expenses increased 16 percent as a
result of business growth and technology costs related to growth initiatives.



<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Liquidity and Capital Resources

         The liquidity requirements of the Company are met by funds provided
from operations and investment activity. The primary components of the funds
provided are premiums, investment income, proceeds from sales of investments as
well as maturities and periodic repayments of investment principal.

         The primary uses of funds are policy benefits, commissions and
operating expenses, policy loans, new investment purchases and dividends to
parent.

         The Company has an available line of credit with its parent totaling
$100 million. This line of credit is used strictly as a short-term source of
funds. At June 30, 1999, outstanding borrowings under this agreement were $90
million. The Company also uses reverse repurchase agreements for short-term
liquidity needs. Outstanding reverse repurchase agreements totaled $20 million
at June 30, 1999.

         At June 30, 1999, approximately 11 percent of the Company's invested
assets were below-investment-grade bonds, compared to 13 percent at December 31,
1998. These investments may be subject to a higher degree of risk than
higher-rated issues because of the borrowers' generally greater sensitivity to
adverse economic conditions, such as recession or increasing interest rates, and
in certain instances the lack of an active secondary market. Expected returns on
below-investment-grade bonds reflect consideration of such factors. The Company
has identified those fixed maturities for which a decline in fair value is
determined to be other than temporary, and has written them down to fair value
with a charge to earnings.

         For the six months ended June 30, 1999, sales of fixed maturities held
to maturity were due to significant deterioration in the issuers'
creditworthiness.

         At June 30, 1999, the Company had an allowance for losses on mortgage
loans of $40 million.

         The Company paid $230 million in dividends to its parent during the six
months ended June 30, 1999.

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Year 2000

The Company is a wholly owned subsidiary of American Express Financial
Corporation (AEFC), which is a wholly owned subsidiary of American Express
Company (American Express). All of the major systems used by the Company are
maintained by AEFC and are utilized by multiple subsidiaries and affiliates of
AEFC. American Express is coordinating Year 2000 (Y2K) efforts on behalf of all
of its businesses and subsidiaries. Representatives of AEFC are participating in
these efforts.

American Express and AEFA began addressing the Y2K issue in 1995 and have
established a plan for resolution, which involves the remediation,
decommissioning and replacement of relevant systems, including mainframe,
mid-range and desktop computers, application software, operating systems,
systems software, data back-up archival and retrieval services, telephone and
other communications systems, and hardware peripherals and facilities dependent
on embedded technology. American Express' and AEFC's Y2K compliance effort is
divided into two initiatives. The first, known as "Millenniax," relates to
mainframe and other technological systems maintained by the American Express
Technologies organization (AET). The second, known as "Business T," relates to
the technological assets that are owned, managed or maintained by American
Express' individual business and staff units, including AEFC. American Express'
and AEFC's plans for remediation of the Y2K issue include the following program
phases: (i) employee awareness and mobilization, (ii) inventory collection and
assessment, (iii) impact analysis, (iv) remediation/decommission, (v) testing
and (vi) implementation. With respect to the Millenniax systems and Business T
assets for both American Express and AEFC, all of the program phases referred to
above are at least 99 percent complete.

American Express' cumulative costs since inception of the Y2K initiatives were
$471 million through June 30, 1999 and are estimated to be in the range of $46 -
$72 million for the remainder through 2000.* AEFC's cumulative costs since
inception of the Y2K initiatives were $63 million through June 30, 1999 and are
estimated to be in the range of $6.5 - $8 million for the remainder through
2000.* These costs, which are expensed as incurred, relate to both Millenniax
and Business T, and have not had, nor are they expected to have, a material
adverse impact on American Express', AEFC's or the Company's results of
operations or financial condition.* Y2K costs related to Millenniax represent 6
percent and 1 percent of the AET budget for the years 1999 and 2000,
respectively.*

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Year 2000 (continued)

American Express' and AEFC's major businesses are heavily dependent upon
internal computer systems, and all have significant interaction with systems of
third parties, both domestically and internationally. American Express and AEFC
are working with key external parties, including merchants, clients,
counterparties, vendors, exchanges, utilities, suppliers, agents and regulatory
agencies to mitigate the potential risks to American Express and AEFC of Y2K. As
part of their overall compliance program, American Express and AEFC are actively
communicating with third parties through face-to-face meetings and
correspondence, on an ongoing basis, to ascertain their state of readiness.
Although numerous third parties have indicated to American Express and AEFC in
writing that they are addressing their Y2K issues on a timely basis, the
readiness of third parties overall varies across the spectrum. The failure of
external parties to resolve their own Y2K issues in a timely manner could result
in a material financial risk to American Express, AEFC or the Company.*

At this point, with remediation and testing of individual internal systems
substantially complete, American Express' and AEFC's primary focus is on
performing additional targeted integration testing of systems that support their
most critical business functions, independent validation of such testing and
completing Y2K contingency plans for all critical systems and, to a lesser
extent, certain non-critical systems. A substantial portion of the integrated
testing and related validation has been completed, with the remainder scheduled
to be completed during the third quarter of 1999.*
<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Year 2000 (continued)

The contingency planning effort is a full-scale initiative that includes both
internal and external experts under the guidance of an American Express-wide
steering committee. The contingency plans, which are based in part on an
assessment of the magnitude and probability of potential risks, primarily focus
on proactive steps to prevent Y2K-related failures from occurring, or if they
should occur, detecting them quickly, minimizing their impact and expediting
their repair. The Y2K contingency plans supplement disaster recovery and
business continuity plans already in place, and include measures such as
selecting alternative suppliers and channels of distribution, setting-up manual
back-up processes, creating command centers, establishing additional roll-over
management procedures and scheduling the availability of key personnel.

The Y2K contingency plans have been developed generally in accordance with
guidelines established by the Federal Financial Institutions Examination
Council. This effort is divided into four phases: (i) establishing
organizational planning guidelines, (ii) completing a business impact analysis,
(iii) developing the contingency plans and (iv) validating and verifying the
contingency plans. The first three of these phases have essentially been
completed, and have identified and assessed the need for, and developed, Y2K
contingency plans for American Express' and AEFC's most critical core business
functions. Such functions include, but are not limited to, credit authorization,
Cardmember billing, merchant payment, client investments, funds transfer,
securities settlement and travel reservations. These contingency plans also
address third party systems that American Express' and AEFC's businesses
interface with and rely upon, such as international telecommunications networks
and utilities, global financial payment and clearing systems, and airline and
other travel systems. The final phase of American Express' and AEFC's
contingency planning, which will include validation and verification of the
contingency plans, will take place during the third quarter of 1999.* American
Express and AEFC will continue to refine their contingency planning activities
throughout 1999 as additional information related to their exposures is
gathered.* To the extent that there are Y2K failures that affect major internal
processes or third party systems that American Express or AEFC relies upon,
including but not limited to those described above, such failures could have a
material impact on American Express and its businesses or subsidiaries,
including the Company, through business interruption or shutdown, financial
loss, reputational damage and legal liability to third parties.* At this point
it appears that some of the major industries in certain countries outside the
United States, such as telecommunications and utilities, have made less progress
in the Y2K compliance effort and, as a result, may present a somewhat greater
exposure to American Express, AEFC and the Company.*

For additional information relating to the Y2K issue, see pages eleven through
thirteen of the Company's 1998 10-K report.


* Statements in this Y2K discussion marked with an asterisk are forward-looking
statements which are subject to risks and uncertainties. Important factors that
could cause results to differ materially from these forward-looking statements
include, among other things, the ability of American Express or AEFC to
successfully identify all systems containing two-digit codes, the nature and
amount of programming and other resources required to fix and test the affected
systems, the costs of labor and consultants related to such efforts as well as
those involving the development and implementation of contingency plans, the
continued availability of such personnel, the ability of third parties that
interface with American Express or AEFC to successfully address their Y2K
issues, and the ability of American Express and AEFC to assess potential
internal and external Y2K exposures and develop effective contingency plans in
connection therewith.


<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

New Accounting Pronouncements

         On January 1, 1999, the Company adopted, Statement of Position (SOP)
98-1,"Accounting for the Costs of Computer Software Developed or Obtained for
Internal Use", which was issued by the American Institute of Certified Public
Accountants (AICPA). The SOP requires the capitalization of certain costs
incurred subsequent to December 31, 1998, in connection with developing or
obtaining software for internal use. Adoption of the SOP did not have a material
impact on the Company's earnings or financial position.

         On January 1, 1999 the Company also adopted SOP 97-3, "Accounting by
Insurance and Other Enterprises for Insurance Related Assessments". The SOP
requires recognition of liabilities for insurance-related assessments when
information indicates it is probable an assessment will be imposed and the
amount of the assessment can be reasonably estimated. The Company had previously
been recognizing a liability for potential insurance-related assessments.
Therefore, adoption of the SOP did not have a material impact on the Company's
earnings or financial position.

<PAGE>

PART II - OTHER INFORMATION

Item 1.           LEGAL PROCEEDINGS

                  Reference is made to Note 4 of the Notes to Consolidated
                  Financial Statements (unaudited) contained in the Report filed
                  on Form 10-Q for the quarterly period ended June 30, 1999.

Item 2.           CHANGES IN SECURITIES

                  Not applicable.

Item 3.           DEFAULTS UPON SENIOR SECURITIES

                  Not applicable.

Item 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                  Not applicable.

Item 5.           OTHER INFORMATION

                  Not applicable.

Item 6.           EXHIBITS AND REPORTS ON FORM 8-K

                           (a)  Exhibits

                           3.1      Copy of Certificate of Incorporation of IDS
                                    Life Insurance Company filed electronically
                                    as Exhibit 3.1 to Post Effective Amendment
                                    No. 5 to Registration Statement No.
                                    33-28976 is incorporated
                                    herein by reference.

                           3.2      Copy of the Amended By-laws of IDS Life
                                    Insurance Company filed electronically as
                                    Exhibit 3.2 to Post-Effective Amendment
                                    No. 5 to Registration Statement No.
                                    33-28976 is incorporated herein by
                                    reference.

                           3.3      Copy of Resolution of the Board of Directors
                                    of IDS Life Insurance Company, dated May 5,
                                    1989, establishing IDS Life Account MGA
                                    filed electronically as Exhibit 3.3 to
                                    Post-Effective Amendment No. 5 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

<PAGE>

PART II - OTHER INFORMATION (continued)

                           4.1      Copy of Non-tax qualified Group Annuity
                                    Contract, Form 30363C, filed electronically
                                    as Exhibit 4.1 to Post-Effective Amendment
                                    No. 5 to Registration Statement No. 33-28976
                                    is incorporated herein by reference.

                           4.2      Copy of Non-tax qualified Group Annuity
                                    Certificate, Form 30360C, filed
                                    electronically as Exhibit 4.2 to
                                    Post-Effective Amendment No. 5 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

                           4.3      Copy of Endorsement No. 30340C-GP to the
                                    Group Annuity Contract filed electronically
                                    as Exhibit 4.3 to Post-Effective Amendment
                                    No. 5 to Registration Statement No.
                                    33-28976 is incorporated herein by
                                    reference.

                           4.4      Copy of Endorsement No. 30340C to the
                                    Group Annuity Certificate filed
                                    electronically as Exhibit 4.4 to
                                    Post-Effective Amendment No. 5 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

                           4.5      Copy of Tax qualified Group Annuity
                                    Contract, Form 30369C, filed electronically
                                    as Exhibit 4.6 to Post-Effective Amendment
                                    No. 10 to Registration Statement
                                    No. 33-28976 is incorporated herein by
                                    reference.

                           4.6      Copy of Tax qualified Group Annuity
                                    Certificate, Form 30368C, filed
                                    electronically as Exhibit 4.6 to
                                    Post-Effective Amendment No. 10 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

                           4.7      Copy of Group IRA Annuity Contract, Form
                                    30372C, filed electronically as Exhibit 4.7
                                    to Post-Effective Amendment No. 10 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

                           4.8      Copy of Group IRA Annuity Certificate, Form
                                    30371C, filed electronically as Exhibit 4.8
                                    to Post-Effective Amendment No. 10 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

                           4.9      Copy of Non-tax qualified Individual
                                    Annuity Contract, Form 30365D, filed
                                    electronically as Exhibit 4.9 to
                                    Post-Effective Amendment No. 10 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

<PAGE>

PART II - OTHER INFORMATION (continued)

                          4.10      Copy of Endorsement No. 30379 to the
                                    Individual Annuity Contract, filed
                                    electronically as Exhibit 4.10 to
                                    Post-Effective Amendment No. 10 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

                          4.11      Copy of Tax qualified Individual Annuity
                                    Contract, Form 30370C, filed electronically
                                    as Exhibit 4.11 to Post-Effective
                                    Amendment No. 10 to Registration Statement
                                    No. 33-28976 is incorporated herein by
                                    reference.

                          4.12      Copy of Individual IRA Annuity Contract,
                                    Form 30373C, filed electronically as
                                    Exhibit 4.12 to Post-Effective Amendment
                                    No. 10 to Registration Statement No.
                                    33-28976 is incorporated herein by
                                    reference.

                          4.13      Copy of Endorsement No. 33007 filed
                                    electronically as Exhibit 4.13 to
                                    Post-Effective Amendment No. 12 to
                                    Registration Statement No. 33-28976 is
                                    incorporated herein by reference.

                           4.14     Copy of Group Annuity Contract, Form
                                    30363D, filed electronically as Exhibit
                                    4.1 to Post-Effective Amendment No. 2 to
                                    Registration Statement No. 33-50968 is
                                    incorporated herein by reference.

                           4.15     Copy of Group Annuity Certificate, Form
                                    30360D, filed electronically as Exhibit 4.2
                                    to Post-Effective Amendment No.2 to
                                    Registration Statement No. 33-50968 is
                                    incorporated herein by reference.

                           4.16     Form of Deferred Annuity Contract,
                                    Form 30365E, filed electronically as
                                    Exhibit 4.3 to Post-Effective Amendment
                                    No. 2 to Registration Statement
                                    No. 33-50968 is incorporated herein by
                                    reference.

                           4.17     Form of Group Deferred Variable Annuity
                                    Contract, Form 34660, filed electronically
                                    as Exhibit 4.1 to Post-Effective Amendment
                                    No. 2 to Registration Statement
                                    No. 33-48701 is incorporated herein by
                                    reference.

                           4.18     Copy of Non-tax qualified Group Annuity
                                    Contract, Form 33111, filed electronically
                                    as Exhibit 4.1 to Registration Statement
                                    No. 333-42793 is incorporated herein by
                                    reference.


<PAGE>


PART II - OTHER INFORMATION (continued)

                           4.19     Copy of Non-tax qualified Group Annuity
                                    Certificate,  Form 33114, filed
                                    electronically as Exhibit 4.2 to
                                    Registration Statement No. 333-42793 is
                                    incorporated herein by reference.

                           4.20     Copy of Tax qualified Group Annuity
                                    Contract, Form 33112, filed electronically
                                    as Exhibit 4.3 to Registration Statement
                                    No. 333-42793 is incorporated herein by
                                    reference.

                           4.21     Copy of Tax qualified Group Annuity
                                    Certificate, Form 33115, filed
                                    electronically as Exhibit 4.4 to
                                    Registration Statement No. 333-42793 is
                                    incorporated herein by reference.

                           4.22     Copy of Group IRA Annuity Contract, Form
                                    33113, filed electronically as Exhibit 4.5
                                    to Registration Statement No. 333-42793 is
                                    incorporated herein by reference.

                           4.23     Copy of Group IRA Annuity Certificate, Form
                                    3116, filed electronically as Exhibit 4.6 to
                                    Registration Statement No.333-42793 is
                                    incorporated herein by reference.

                           4.24     Copy of Non-tax qualified Individual
                                    Annuity Contract, Form 30484, filed
                                    electronically as Exhibit 4.7 to
                                    Post-Effective Amendment No. 1 to
                                    Registration Statement No. 333-42793 is
                                    incorporated herein by reference.

                           4.25     Copy of  Tax qualified Individual Annuity
                                    Contract, Form 30485, filed electronically
                                    as Exhibit 4.8 to Post-Effective Amendment
                                    No. 1 to Registration Statement No.
                                    333-42793 is incorporated herein by
                                    reference.

                           4.26     Copy of Individual IRA Contract, Form
                                    30486, filed electronically as Exhibit 4.9
                                    to Post-Effective Amendment No. 1 to
                                    Registration Statement No. 333-42793 is
                                    incorporated herein by reference.

                           27.      Financial data schedule is filed
                                    electronically herewith.

                           (b) No reports on Form 8-K were required to be filed
                           by the Company for the six months ended June 30,
                           1999.


<PAGE>


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

REGISTRANT                                  IDS LIFE INSURANCE COMPANY

BY
                                            /s/Philip C. Wentzel
NAME AND TITLE                              Philip C. Wentzel
                                            Vice President and Controller

DATE                                        August 11, 1999