EXHIBIT INDEX (a)(2) Articles of Amendment to Articles of Incorporation dated June 16, 1999. (a)(3) Articles of Amendment to Articles of Incorporation dated November 14, 2002. (b) By-Laws as amended Jan. 11, 2001. (d)(1) Investment Management Services...

                                 EXHIBIT INDEX

(a)(2)    Articles of Amendment to Articles of Incorporation dated June 16,
          1999.

(a)(3)    Articles of Amendment to Articles of Incorporation dated November 14,
          2002.

(b)       By-Laws as amended Jan. 11, 2001.

(d)(1)    Investment Management Services Agreement dated December 1, 2002,
          between Registrant, on behalf of AXP Variable Portfolio - Diversified
          Equity Income Fund and AXP Variable Portfolio - Managed Fund, and
          American Express Financial Corporation.

(i)       Opinion and consent of counsel as to the legality of the securities
          being registered.

(j)       Independent Auditors' Consent.