Supplement Dated Oct. 30, 2003*
                    to the Prospectus Dated Oct. 30, 2003
      of American Express(R) Variable Portfolio Funds S-6466-99 W (10/03)

The following revisions apply to the "Principal Investment Strategies" and the
"Management" sections of the AXP(R) Variable Portfolio - Emerging Markets Fund
section of the prospectus:

PRINCIPAL INVESTMENT STRATEGIES

The Fund's assets are primarily invested in equity securities of emerging
markets companies. Emerging markets are countries characterized as developing or
emerging by either the World Bank or the United Nations. Under normal market
conditions, at least 80% of the Fund's net assets will be invested in securities
of companies that are located in emerging market countries, or that earn 50% or
more of their total revenues from goods or services produced in emerging market
countries or from sales made in emerging market countries. The Fund will provide
shareholders with at least 60 days' notice of any change in the 80% policy.

American Express Financial Corporation (AEFC) serves as the investment manager
to the Fund and is responsible for the Fund's overall administration,
distribution and oversight of the investment process. AEFC has entered into an
agreement with American Express Asset Management International, Inc. (AEAMI), a
wholly-owned subsidiary, to act as subadviser to the Fund. Investment decisions
for the Fund are made by a team of seasoned investment professionals at
Threadneedle Asset Management Limited (Threadneedle) who are associated with
AEAMI. Threadneedle is also a wholly-owned subsidiary of AEFC.

Threadneedle chooses investments by:

o    Deploying an integrated approach to equity research that incorporates
     regional analyses, a global sector strategy, and stock specific
     perspectives.

o    Conducting  detailed  research on companies in a consistent  strategic  and
     macroeconomic framework.

o    Looking for catalysts of change and identifying the factors driving
     markets, which will vary over economic and market cycles.

o    Implementing rigorous risk control processes that ensure that the risk and
     return characteristics of the Fund's portfolio are consistent with
     established portfolio management parameters.

Using the global sector strategy, the Fund's portfolio management team
constructs the portfolio by selecting geographic regions in which to invest and
by investing in most of the stocks on two core lists of holdings, the Largest
Companies List and the Preferred List. In addition, the portfolio will hold
other securities selected by the portfolio management team. These discretionary
holdings will typically make up a much smaller portion of the Fund.

o    The Largest Companies List includes the largest stocks in the Fund's
     benchmark. Threadneedle's research on regions, sectors, and specific
     companies is used to determine recommended weightings for each stock.

o    The Preferred List includes the stocks not included in the Largest
     Companies List that represent the best ideas generated by Threadneedle's
     research. Stocks on the Preferred List are selected by:

     o    Evaluating the opportunities and risks within regions and sectors;

     o    Assessing valuations; and

     o    Evaluating  one or more of the  following:  balance  sheets  and  cash
          flows,  the  demand  for  a  company's   products  or  services,   its
          competitive position, or its management.

     The Fund will normally be overweight in the stocks on the Preferred List
     compared to the benchmark.

o    Discretionary holdings are selected by the portfolio management team based
     on the same criteria used to generate the Preferred List. These stocks are
     assigned ratings based on their ability to outperform within their sector.
     The team typically selects the highest rated stocks outside the core
     category.

A number of factors may prompt the portfolio management team to sell securities.
A sale may result from a change in the composition of the Fund's benchmark, a
change in sector strategy, or a change in the economic or political conditions
in a particular country. A sale may also be prompted by factors specific to a
stock, such as valuation or company fundamentals.

The Fund will normally have exposure to foreign currencies. The portfolio
management team closely monitors the Fund's exposure to foreign currency. From
time to time the team may use forward currency transactions or other derivative
instruments to hedge against currency fluctuations.

During weak or declining markets, the Fund may invest more of its assets in
money market securities. The Fund will invest in these securities primarily to
avoid losses, however this type of investment also could prevent the Fund from
achieving its investment objective. During these times, the Fund may make
frequent securities trades that could result in increased fees and expenses.

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                                    * * * * *

MANAGEMENT

The team that manages the Fund's Portfolio is led by:

Julian A.S. Thompson, Portfolio Manager

o    Managed the Portfolio since 1999.

o    Joined AEFC in 1999.

o    Prior to that,  Investment Manager for Stewart Ivory, a Scottish investment
     company, from 1993 to 1999.

o    Began investment career in 1993.

o    BA and PhD., Magdalene College, Cambridge University.

and

Jules Mort, Deputy Portfolio Manager

o    Managed the Portfolio since 2003.

o    Joined Threadneedle in 2001.

o    Prior to that, Analyst and Portfolio  Manager,  Baillie Gifford & Co., 1997
     to 2001.

o    Began investment career in 1997.

o    MSc, University of Stirling.

The following revisions apply to the "Principal Investment Strategies" and the
"Management" sections of the AXP(R) Variable Portfolio - International Fund
section of the prospectus:

PRINCIPAL INVESTMENT STRATEGIES

The Fund's assets primarily are invested in equity securities of foreign issuers
that offer strong growth potential. The Fund may invest in developed and in
emerging markets.

AEFC serves as the investment manager to the Fund and is responsible for the
Fund's overall administration, distribution and oversight of the investment
process. AEFC has entered into an agreement with AEAMI, a wholly-owned
subsidiary, to act as subadviser to the Fund. Investment decisions for the Fund
are made by a team of seasoned investment professionals at Threadneedle who are
associated with AEAMI. Threadneedle is also a wholly-owned subsidiary of AEFC.

Threadneedle chooses investments by:

o    Deploying an integrated approach to equity research that incorporates
     regional analyses, a global sector strategy, and stock specific
     perspectives.

o    Conducting  detailed  research on companies in a consistent  strategic  and
     macroeconomic framework.

o    Looking for catalysts of change and identifying the factors driving
     markets, which will vary over economic and market cycles.

o    Implementing rigorous risk control processes that ensure that the risk and
     return characteristics of the Fund's portfolio are consistent with
     established portfolio management parameters.

Threadneedle determines the allocation of the Fund's assets among various
regions at a monthly meeting on asset allocation and regional strategy. The
allocation is reviewed weekly at a meeting at which all of Threadneedle's
regional teams who cover foreign securities are represented.

Using the global sector strategy, the Fund's portfolio management team
constructs the portfolio using two core lists of recommended holdings for each
of the regions included in the allocation model, the Largest Companies List and
the Preferred List. In addition, the portfolio may hold other securities
selected by the various regional experts. These discretionary holdings will
typically make up a much smaller portion of the Fund.

o    The Largest Companies List includes the largest stocks in the Fund's
     benchmark. Threadneedle's research on regions, sectors, and specific
     companies is used to determine recommended weightings for each stock.

o    The Preferred List includes the stocks not included in the Largest
     Companies List that represent the best ideas generated by Threadneedle's
     research. Stocks on the Preferred List are selected by:

     o    Evaluating the opportunities and risks within regions and sectors;

     o    Assessing valuations; and

     o    Evaluating  one or more of the  following:  balance  sheets  and  cash
          flows,  the  demand  for  a  company's   products  or  services,   its
          competitive position, or its management.

     The Fund will normally be overweight in the stocks on the Preferred List
     compared to the benchmark.

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2 -- PROSPECTUS SUPPLEMENT


o    Discretionary holdings are selected by the portfolio management team based
     on the same criteria used to generate the Preferred List. These stocks are
     assigned ratings based on their ability to outperform within their sector.
     The team typically selects the highest rated stocks outside the core
     category.

A number of factors may prompt the portfolio management team to sell securities.
A sale may result from a change in the composition of the Fund's benchmark or a
change in sector strategy. A sale may also be prompted by factors specific to a
stock, such as valuation or company fundamentals.

The Fund will normally have exposure to foreign currencies. The portfolio
management team closely monitors the Fund's exposure to foreign currency. From
time to time the team may use forward currency transactions or other derivative
instruments to hedge against currency fluctuations.

During weak or declining markets, the Fund may invest more of its assets in
money market securities. The Fund will invest in these securities primarily to
avoid losses, however this type of investment also could prevent the Fund from
achieving its investment objective. During these times, the Fund may make
frequent securities trades that could result in increased fees and expenses.

                                    * * * * *

MANAGEMENT

The team that manages the Fund's portfolio is led by:

Alex Lyle, Portfolio Manager

o    Head of managed funds.

o    Managed the Fund since 2003.

o    Joined Threadneedle in 1994.

o    Began investment career in 1980.

o    MA, Oxford University.

and

Dominic Rossi, Deputy Portfolio Manager

o    Head of international equities.

o    Managed the Portfolio since 2003.

o    Joined Threadneedle in 1997.

o    Began investment career in 1986.

o    MBA, City University, London.

S-6466-8 C (10/03)

* Valid until Oct. 30, 2004.

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