UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2005 AMERIPRISE CERTIFICATE COMPANY ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) Delaware --------------------------------------------- (State or Other Jurisdiction of Incorporation) 2-23772 41-6009975 ----------------------- --------------------------------- (Commission File Number) (IRS Employer Identification No.) 52 Ameriprise Financial Center Minneapolis, Minnesota 55474 ------------------------------------------ ---------- (Address of Principal Executive Offices) (Zip Code) (612) 671-3131 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) None ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01 Regulation FD Disclosure. Effective as of the close of business on September 30, 2005, the separation of the business of Ameriprise Financial, Inc. ("Ameriprise Financial"), our parent company, from American Express Company ("AXP") and the distribution of the common stock of Ameriprise Financial to the stockholders of AXP was completed in a tax free spin-off. A copy of the Ameriprise Financial press release, attached hereto as Exhibit 99, is being furnished pursuant to Regulation FD and is incorporated by reference herein. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. Exhibit 99 Press Release issued by Amerprise Financial, dated October 3, 2005. SIGNATURE 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 hereunto duly authorized. AMERIPRISE CERTIFICATE COMPANY (REGISTRANT) By: /s/ Brian J. McGrane ---------------------------- Name: Brian J. McGrane Title: Chief Financial Officer DATE: October 3, 2005 AMERIPRISE CERTIFICATE COMPANY CURRENT REPORT ON FORM 8-K Report Dated October 3, 2005 Exhibit No. Description - ----------- ----------- Exhibit 99 Press Release Issued by Ameriprise Financial, Inc., dated October 3, 2005.