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January 9, 1997


American Express Bank Ltd.
35F, One Pacific Place
88 Queensway
Hong Kong

Ladies and Gentlemen:

This is to confirm our agreement that, effective upon your
acceptance of and agreement to this letter, the attached Schedule B
will replace the current Schedule B to the Marketing Agreement made
as of October 10, 1991, between IDS Certificate Company and
American Express Bank Ltd., and as subsequently supplemented or
amended, in accordance with Section I(1) of said Marketing
Agreement.

Very truly yours,

IDS CERTIFICATE COMPANY

By: /s/ Stuart A. Sedlacek 
        Stuart A. Sedlacek
        President


Accepted and agreed to by

AMERICAN EXPRESS BANK LTD.

By: /s/ Mary Ann Fitzgibbon 
        Mary Ann Fitzgibbon
        Senior Director

Date:  1/13/97

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                            Schedule B

1.   Pursuant to Section I(1) of the Marketing Agreement dated as
     of October 10, 1991, AEB may offer a face-amount certificate
     issued by Company that guarantees interest determined in
     advance for a term of 1, 2, 3, 6, 12, 24 or 26 months, at the
     client's option (the "Product").

2.   AEB shall be paid compensation for marketing of the Product
     through AEB's Hong Kong branch as follows:

     (a)  For Products sold as a result of marketing through the
          Hong Kong branch in an amount equal to $1 million or
          more, a fee equal to .50% per annum of the amount
          outstanding for each Product;

     (b)  For Products sold as a result of marketing through the
          Hong Kong branch in an amount from $500,000 to $999,999,
          a fee equal to .65% per annum of the amount outstanding
          for each Product;

     (c)  For Products sold as a result of marketing through the
          Hong Kong branch in an amount from $250,000 to $499,999,
          a fee equal to .70% per annum of the amount outstanding
          for each Product; and

     (d)  For Products sold as a result of marketing through the
          Hong Kong branch in an amount from $100,000 to $249,999,
          a fee equal to 1.25% per annum of the amount outstanding
          for each Product.

3.   The amount outstanding shall be calculated as of the end of
     each term or Product quarter, as the case may be.  The
     calculations shall take into account any additions to or
     withdrawals from a Product.  Compensation shall be calculated
     on a 360-day year (30 day month) basis.  AEB shall be paid
     after the end of each term for the 1,2, and 3 month term
     Products and after the end of each Product quarter for the 6,
     12, 24 and 36 month term Products.  The compensation payable
     to AEB for Product terms and quarters ending during any given
     calendar month shall be aggregated and paid to AEB in a lump
     sum promptly after each calendar month end.