UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 8
to Registration Statement No. 333-114888
Form S-1
Under
The Securities Act of 1933
RiverSource Life Insurance Company
(previously IDS Life Insurance Company)
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(Exact name of registrant as specified in its charter)
Minnesota
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(State or other jurisdiction of incorporation or organization)
41-0823832
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(I.R.S. Employer Identification No.)
70100 Ameriprise Financial Center, Minneapolis, MN 55474
(800) 862-7919
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(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
Rodney J. Vessels
RiverSource Life Insurance Company
50605 Ameriprise Financial Center, Minneapolis, Minnesota 55474
(612) 671-2237
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Name, address, including zip code, and telephone number,
including area code, of agent for service)
It is proposed that this filing become effective on May 1, 2007.
If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, check the following box. /X/
Pursuant to Rule 429 under the Securities Act of 1933, the prospectuses
contained or incorporated herein by reference also relate to and constitute a
post-effective amendment to Securities Act Registration Statement No. 33-28976.
Calculation of Registration Fee
<Table>
<Caption>
TITLE OF EACH CLASS PROPOSED MAXIMUM PROPOSED MAXIMUM
OF SECURITIES TO BE AMOUNT TO BE OFFERING PRICE PER AGGREGATE OFFERING AMOUNT OF
REGISTERED REGISTERED UNIT PRICE REGISTRATION FEE
- ----------------------- --------------- ------------------ ------------------ ----------------
Interests in market N/A
value adjusted annuity
contracts and accounts
of RiverSource Retirement
Advisor Advantage Plus
Variable Annuity,
RiverSource Retirement
Advisor Select Plus
Variable Annuity,
RiverSource Retirement
Advisor 4 Advantage
Variable Annuity,
RiverSource Retirement
Advisor 4 Select Variable
Annuity, RiverSource
Retirement Advisor 4 Access
Variable Annuity, and
RiverSource Guaranteed
Term Annuity.
</Table>
PART I.
INFORMATION REQUIRED IN PROSPECTUS
The prospectuses for RiverSource Retirement Advisor Advantage Plus Variable
Annuity, RiverSource Retirement Advisor Select Plus Variable Annuity,
RiverSource Retirement Advisor 4 Advantage(SM) Variable Annuity/RiverSource
Retirement Advisor 4 Select(SM) Variable Annuity/RiverSource Retirement
Advisor 4 Access Variable Annuity are incorporated by reference from Part A of
Post-Effective Amendment No. 42 to Registration Statement No. 333-79311, filed
on or about April 24, 2007.
PROSPECTUS
MAY 1, 2007
RIVERSOURCE(R)
GUARANTEED
TERM ANNUITY
RiverSource Life Insurance Company (RiverSource Life) issues this annuity and
offers it in two ways:
o A Group Market Value Annuity Contract, and
o Individual Market Value Annuity Contracts.
NEW GROUP MARKET VALUE ANNUITY CONTRACTS AND INDIVIDUAL MARKET VALUE ANNUITY
CONTRACTS ARE NOT CURRENTLY BEING OFFERED. EXISTING CONTRACTS ARE AVAILABLE
FOR RENEWAL.
GROUP AND INDIVIDUAL MARKET VALUE ANNUITY CONTRACTS
ISSUED BY: RIVERSOURCE LIFE INSURANCE COMPANY
70100 Ameriprise Financial Center
Minneapolis, MN 55474
Telephone: (800) 862-7919
ameriprise.com/variableannuities
RIVERSOURCE ACCOUNT MGA
If you choose not to hold these securities until the end of a guarantee
period, they may be subject to a substantial surrender charge or market value
adjustment. As a result, you could get less than your purchase payment back.
Interest rates for renewal guarantee periods may be higher or lower than the
previous guaranteed interest rate. The minimum guaranteed renewal interest
rate is 3%. RiverSource Life guarantees this rate.
THE SECURITIES AND EXCHANGE COMMISSION (SEC) HAS NOT APPROVED OR DISAPPROVED
THESE SECURITIES OR PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
AN INVESTMENT IN THIS ANNUITY IS NOT A DEPOSIT OF A BANK OR FINANCIAL
INSTITUTION AND IS NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE
CORPORATION (FDIC) OR ANY OTHER GOVERNMENT AGENCY. AN INVESTMENT IN THIS
ANNUITY INVOLVES INVESTMENT RISK INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
Before you invest, be sure to ask your sales representative about the
annuity's features, benefits, risks and fees, and whether the annuity is
appropriate for you, based upon your financial situation and objectives.
The contract may not be available in all jurisdictions. This prospectus
constitutes an offering or solicitation only in those jurisdictions where such
offering or solicitation may lawfully be made. State variations are covered in
a special contract form used in that state. This prospectus provides a general
description of the contract. Your actual contract and any riders or
endorsements are the controlling documents.
RiverSource Life has not authorized any person to give any information or to
make any representations regarding the contract other than those contained in
this prospectus. Do not rely on any such information or representations.
RiverSource Life offers several different annuities which your sales
representative may or may not be authorized to offer to you. Each annuity has
different features and benefits that may be appropriate for you based on your
financial situation and needs, your age and how you intend to use the annuity.
The different features and benefits may include the investment and fund
manager options, variations in interest rate amount and guarantees, credits,
surrender charge schedules and access to annuity account values. The fees and
charges may also be different between each annuity.
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 1
TABLE OF CONTENTS
THE GUARANTEED TERM ANNUITY IN BRIEF .................................... 3
KEY TERMS ............................................................... 4
DESCRIPTION OF CONTRACTS ................................................ 5
General. ............................................................. 5
Application and Purchase Payment ..................................... 5
Right to Cancel ...................................................... 5
Guarantee Periods .................................................... 5
Surrenders ........................................................... 6
Surrender Charge. .................................................... 8
MARKET VALUE ADJUSTMENT ................................................. 9
PREMIUM TAXES ........................................................... 11
DEATH BENEFIT PRIOR TO SETTLEMENT. ...................................... 11
THE ANNUITY PAYMENT PERIOD .............................................. 12
AMENDMENT, DISTRIBUTION AND ASSIGNMENT OF CONTRACTS ..................... 13
TAXES ................................................................... 14
THE COMPANY ............................................................. 17
ADDITIONAL INFORMATION. ................................................. 18
APPENDIX A -- PARTIAL SURRENDER ILLUSTRATION ............................ 19
APPENDIX B -- MARKET VALUE ADJUSTMENT ILLUSTRATION ...................... 21
CORPORATE CONSOLIDATION
On Dec. 31, 2006, American Enterprise Life Insurance Company and American
Partners Life Insurance Company merged into their parent company, IDS Life
Insurance Company (IDS Life). At that time, IDS Life changed its name to
RiverSource Life Insurance Company. This merger helped simplify the overall
corporate structure because the three life insurance companies were
consolidated into one. This consolidation and renaming did not have any
adverse effect on the features or benefits of your contract.
2 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
THE GUARANTEED TERM ANNUITY IN BRIEF
This summary is incomplete. Do not rely on it as a description of your
contract. For more complete information, you must read the entire prospectus.
You can find more information about a topic in the summary by turning to the
discussion beginning at the page listed after that topic in the summary.
CONTRACTS: We no longer offer new contracts. However, you have the option to
renew existing contracts.
Most annuities have a tax-deferred feature. So do many retirement plans under
the Code. As a result, when you use a qualified annuity to fund a retirement
plan that is tax-deferred, your contract will not provide any necessary or
additional tax deferral for that retirement plan. A qualified annuity has
features other than tax deferral that may help you reach your retirement
goals. In addition, the Code subjects retirement plans to required withdrawals
triggered at a certain age. These mandatory withdrawals are called required
minimum distributions (RMDs). RMDs may reduce the value of certain death
benefits (see "Taxes -- Qualified Annuities -- Required minimum
distributions"). You should consult your tax advisor for an explanation of the
potential tax implications to you.
These market value annuity contracts have a guaranteed interest rate that we
credit to the purchase payment when it is held to the end of the guarantee
period (the renewal date). Surrenders before the renewal date are subject to a
market value adjustment and, if it applies, a surrender charge. Therefore you
should consider your liquidity needs before you select a guarantee period.
GUARANTEE PERIODS: When you make a payment under an application, you select a
guarantee period from among those that we offer when we receive your
application and payment. During this guarantee period, the purchase payment
earns interest at the interest rate that we have guaranteed for your contract.
We credit interest daily. Credited interest earns interest at the applicable
guaranteed interest rate we establish. (p. 5)
RENEWAL GUARANTEE PERIODS: At the end of each guarantee period, a renewal
guarantee period of one year will begin, unless you choose a different period.
You must choose the length of a renewal guarantee period during the 30 days
before the end of the previous guarantee period. Beginning on the first day of
each renewal guarantee period, the renewal value will earn interest at the
renewal interest rate that we have guaranteed for your contract and the
interest credited will earn interest at that interest rate. (p. 6)
SURRENDERS: With some restrictions, we permit partial or total surrenders. We
may delay payment of any surrender for up to six months from the date we
receive notice of surrender or the period permitted by state law, if less. A
delay of payment will not be for more than seven days except under
extraordinary circumstances. If we choose to exercise this right, then during
this delay, we will pay annual interest of at least 3% of any amounts delayed
for more than thirty days. (p. 6)
SURRENDER CHARGE: If you surrender before the eighth contract anniversary, a
surrender charge beginning at a maximum of 8% of the market adjusted value
surrendered will be subtracted from your account. No surrender charge applies
if you surrender on the last day of a guarantee period. We will waive the
surrender charge in certain instances. A surrender charge also applies to
payments under certain annuity payment plans (see "Description of Contracts --
Surrender Charge" p. 8 and "The Annuity Payment Period -- Annuity Payment
Plans" p. 12).
MARKET VALUE ADJUSTMENT: The market value adjustment is the increase or
decrease in the value of any early surrender you make from your contract. A
market value adjustment applies when the surrender occurs before the renewal
date. No market value adjustment applies to any surrender at the end of a
guarantee period. The amount of the actual adjustment is determined by a
formula that is based on the difference between the guaranteed interest rate
on your annuity and a current interest rate determined by RiverSource Life.
That current interest rate will be the rate that RiverSource Life pays on a
new Guaranteed Term Annuity that has a guaranteed period equal to the time
remaining on the term of your annuity. The formula also includes a 0.25%
charge that will reduce the value of your surrender regardless of the current
interest rate then in effect. The amount you receive on surrender could be
less than your original purchase payment if interest rates increase. If
interest rates decrease, the amount you receive on surrender may be more than
your original purchase payment and accrued interest. The market adjusted value
also affects settlements under an annuity payment plan. (p. 9)
PREMIUM TAXES: We may deduct premium taxes that may be imposed on us by state
or local governments from the accumulation value of your contract. State
premium taxes range from 0 to 3.5% of your gross purchase payments. (p. 11)
DEATH BENEFIT PRIOR TO SETTLEMENT: The contract provides for a guaranteed
death benefit. If the annuitant or owner dies before the settlement date, we
will pay to the owner or beneficiary the death benefit in place of any other
payment under the contract. The amount of the death benefit will equal the
accumulation value. (p. 11)
THE ANNUITY PAYMENT PERIOD: Beginning at a specified time in the future, we
will pay the owner a lump sum payment or start to pay a series of payments.
You may choose a series of payments under some annuity plans. (p. 12)
LIMITATIONS ON USE OF CONTRACTS: If mandated by applicable law, including but
not limited to, federal anti-money laundering laws, we may be required to
reject a purchase payment. We may also be required to block an owner's access
to contract values to satisfy other statutory obligations. Under these
circumstances we may refuse to process transactions under the contract until
instructions are received from the appropriate governmental authority or a
court of competent jurisdiction.
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 3
KEY TERMS
These terms can help you understand details about your contract:
ACCUMULATION VALUE: The value of the purchase payment plus interest credited,
adjusted for any surrenders and surrender charges.
ANNUITANT: The person on whose life monthly annuity payments depend.
ANNUITY: A contract purchased from an insurance company that offers
tax-deferred growth of the purchase payment until earnings are withdrawn.
CASH SURRENDER VALUE: The market adjusted value less any applicable surrender
charge. On the last day of a guarantee period, the cash surrender value is the
accumulation value.
CODE: The Internal Revenue Code of 1986, as amended.
CONTRACT: A deferred annuity contract, or a certificate showing your interest
under a group annuity contract, that permits you to accumulate money for
retirement or a similar long-term goal by making a purchase payment. A
contract provides for a lifetime or other forms of payments beginning at a
specified time in the future.
CONTRACT ANNIVERSARY: The same day and month as the contract date each year
that the contract remains in force.
CONTRACT DATE: The effective date of the contract as designated in the
contract.
CURRENT INTEREST RATE: The applicable interest rate contained in a schedule of
rates established by us at our discretion from time to time for various
guarantee periods.
INITIAL GUARANTEE PERIOD: The period during which the initial guarantee rate
will be credited.
INITIAL GUARANTEE RATE: The rate of interest credited to the purchase payment
during the initial guarantee period.
MARKET ADJUSTED VALUE: The accumulation value increased or decreased by the
market adjusted value formula, on any date before the end of the guarantee
period.
MARKET VALUE ADJUSTMENT: The market adjusted value minus the accumulation
value.
OWNER: The person or entity to whom the contract is issued.
PURCHASE PAYMENT: Payment made to RiverSource Life for a contract.
QUALIFIED ANNUITY: A contract that you purchase to fund one of the following
tax-deferred retirement plans that is subject to applicable federal law and
any rules of the plan itself:
o Individual Retirement Annuities (IRAs) under Section 408(b) of the Code
o Roth IRAs under Section 408A of the Code
o Simplified Employee Pension IRA (SEP) plans under Section 408(k) of the
Code
o Plans under Section 401(k) of the Code
o Custodial and investment only plans under Section 401(a) of the Code
o Tax-Sheltered Annuities (TSAs) under Section 403(b) of the Code
A qualified annuity will not provide any necessary or additional tax deferral
if it is used to fund a retirement plan that is already tax deferred.
All other contracts are considered NONQUALIFIED ANNUITIES.
RENEWAL DATE: The first day of a renewal guarantee period. It will always be
on a contract anniversary.
RENEWAL GUARANTEE PERIOD: A renewal guarantee period will begin at the end of
each guarantee period.
RENEWAL GUARANTEE RATE: The rate of interest credited to the renewal value
during the renewal guarantee period as set at our discretion.
RENEWAL VALUE: The accumulation value at the end of the current guarantee
period.
RIVERSOURCE LIFE: In this prospectus, "we," "us" and "RiverSource Life" refer
to RiverSource Life Insurance Company and "you" and "yours" refer to an owner
who has been issued a contract.
SETTLEMENT: The application of contract value to provide annuity payments. If
the settlement date is not the last day of a guarantee period, we apply the
market adjusted value of the contract. On the last day of a guarantee period,
we apply the accumulation value of the contract.
SETTLEMENT DATE: The date on which annuity payments are to begin.
WRITTEN REQUEST: A request in writing signed by you and delivered to us at our
home office.
4 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
DESCRIPTION OF CONTRACTS
GENERAL
This prospectus describes interests in qualified and nonqualified group and
individual market value annuity contracts offered by RiverSource Life to the
general public.
As described in this prospectus, the contracts have an interest rate
guaranteed by RiverSource Life that we credit to a purchase payment in the
contract when the purchase payment stays in the contract to its renewal date.
We credit (compound) interest daily to achieve a stated annual effective rate,
based on a 365-day year. We do not pay interest on leap days (Feb. 29).
Surrenders prior to the renewal date are subject to a market value adjustment,
a surrender charge (if applicable), income taxes, and a 10% IRS tax penalty if
withdrawn prior to age 59 1/2.
APPLICATION AND PURCHASE PAYMENT
We no longer offer new contracts. However, you have the option to renew
existing contracts. For individuals age 90 and younger, the maximum purchase
payment is $1,000,000 without prior approval. This limit applies in total to
all RiverSource Life annuities you own. Once we apply a purchase payment to a
contract, we do not permit any additional purchase payment under the contract.
We will return an improperly completed application, along with the
corresponding purchase payment, five business days after we receive it.
A payment is credited to a contract on the date we receive a properly
completed application at our home office along with the purchase payment.
Interest is earned the next day. RiverSource Life then issues a contract and
confirms the purchase payment in writing.
RIGHT TO CANCEL
State or federal law may give you the right to cancel the contract within a
specific period of time after receipt of the contract and receive a refund of
the entire purchase payment. For revocation to be effective, mailing or
delivery of notice of cancellation must be made in writing to our home office
at the following address: RiverSource Life Insurance Company, 70100 Ameriprise
Financial Center, Minneapolis, MN 55474.
GUARANTEE PERIODS
You select the duration of the guarantee period from among those durations we
offer when we receive your application and payment. The duration selected will
determine the guaranteed interest rate and the purchase payment (less
surrenders made and less applicable premium taxes, if any) will earn interest
at this guaranteed interest rate during the entire guarantee period. Interest
is credited to your annuity daily. All interest rates we quote are effective
annual interest rates. This refers to the rate that results after interest has
compounded daily for a full year. In other words, the interest you earn each
day earns interest itself the next day, assuming you do not withdraw it. (At
the end of a year, assuming you have made no withdrawals, your interest
earnings will equal your guaranteed rate multiplied by your contract value at
the beginning of the year.)
The example below shows how we will credit interest during the guarantee
period. For the purpose of this example, we have made the assumptions as
indicated.
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 5
EXAMPLE OF GUARANTEED RATE OF ACCUMULATION
Beginning account value: $50,000
Guaranteed period: 10 years
Guaranteed rate: 4% annual effective rate
INTEREST CREDITED TO THE CUMULATIVE INTEREST
YEAR ACCOUNT DURING YEAR CREDITED TO THE ACCOUNT ACCUMULATION VALUE
1 $2,000.00 $ 2,000.00 $52,000.00
2 2,080.00 4,080.00 54,080.00
3 2,163.20 6,243.20 56,243.20
4 2,249.73 8,492.93 58,492.93
5 2,339.72 10,832.65 60,832.65
6 2,433.31 13,265.95 63,265.95
7 2,530.64 15,796.59 65,796.59
8 2,631.86 18,428.45 68,428.45
9 2,737.14 21,165.59 71,165.59
10 2,846.62 24,012.21 74,012.21
Guaranteed accumulation value at the end of 10 years is:
$50,000 + $24,012.21 = $74,012.21
NOTE: THIS EXAMPLE ASSUMES NO SURRENDERS OF ANY AMOUNT DURING THE ENTIRE
TEN-YEAR PERIOD. A MARKET VALUE ADJUSTMENT APPLIES AND A SURRENDER CHARGE MAY
APPLY TO ANY INTERIM SURRENDER (SEE "SURRENDERS"). THE HYPOTHETICAL INTEREST
RATES ARE ONLY ILLUSTRATIONS. THEY DO NOT PREDICT FUTURE INTEREST RATES TO BE
DECLARED UNDER THE CONTRACT. ACTUAL INTEREST RATES DECLARED FOR ANY GIVEN TIME
MAY BE MORE OR LESS THAN THOSE SHOWN.
RENEWAL GUARANTEE PERIODS: At the end of any guarantee period, a renewal
guarantee period will begin. We will notify you in writing about the renewal
guarantee periods available before the renewal date. This written notification
will not specify the interest rate for the renewal value. You may elect in
writing, during the 30-day period before the end of the guarantee period, a
renewal guarantee period of a different duration from among those we offer at
that time. If you do not make an election, we will automatically apply the
renewal value to a guarantee period of one year. In no event may renewal
guarantee periods extend beyond the settlement date then in effect for the
contract. For example, if the annuitant is age 82 at the end of a guarantee
period and the settlement date for the annuitant is age 85, a three-year
guarantee period is the maximum guarantee period that you may choose under the
contract. The renewal value will then earn interest at a guaranteed interest
rate that we have declared for this duration. We may declare new schedules of
guaranteed interest rates as often as daily.
At the beginning of any renewal guarantee period, the renewal value will be
the accumulation value at the end of the guarantee period just ending. We
guarantee the renewal value with our general assets. This amount will earn
interest for the renewal guarantee period at the then applicable guaranteed
interest rate for the period selected. This rate may be higher or lower than
the previous guaranteed interest rate.
At your written request, we will notify you of the renewal guarantee rates for
the periods then available. You also may call us to ask about renewal
guarantee rates.
ESTABLISHMENT OF GUARANTEED INTEREST RATES: We will know the guaranteed
interest rate for a chosen guarantee period at the time we receive a purchase
payment or you renew an accumulation value. We will send a confirmation that
will show the amount and the applicable guaranteed interest rate. The minimum
guaranteed interest rate for renewal values is 3% per year. The rate on
renewal values will be equal to or greater than the rate credited on new
comparable purchase payments at that time.
The interest rates that RiverSource Life will declare as guaranteed rates in
the future are determined by us at our discretion. We will determine the rates
based on various factors including, but not limited to the interest rate
environment, returns earned on investments backing these annuities (see
"Investments by RiverSource Life"), product design, competition, and
RiverSource Life's revenues and expenses. WE CANNOT PREDICT NOR CAN WE
GUARANTEE FUTURE GUARANTEED INTEREST RATES ABOVE THE 3% RATE.
SURRENDERS
GENERAL: Subject to certain tax law and retirement plan restrictions noted
below, you may make total and partial surrenders under a contract at any time.
For all surrenders, we will reduce the accumulation value by the amount
surrendered on the surrender date and that amount will be payable to the
owner. We will also reduce the accumulation value by any applicable surrender
charge. We will either reduce or increase the accumulation value by any market
value adjustment applicable to the surrender. RiverSource Life will, on
request, inform you of the amount payable in a total or partial surrender.
6 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
Any total or partial surrender may be subject to tax and tax penalties.
Surrenders from certain tax qualified annuities also may be subject to 20%
income tax withholding. (See "Taxes".)
TAX-SHELTERED ANNUITIES: The contract is not intended for use in connection
with an employer sponsored 403(b) plan that is subject to the Employee
Retirement Income Security Act of 1974, as amended (ERISA). In the event that
the employer either by affirmative election or inadvertent action causes
contributions under a plan that is subject to ERISA to be made to this
contract, we will not be responsible for any obligations and requirements
under ERISA and the regulations thereunder. You should consult with your
employer to determine whether your 403(b) plan is subject to ERISA.
The employer must comply with certain nondiscrimination requirements for
certain types of contributions under a TSA contract to be excluded from
taxable income. You should consult your employer to determine whether the
nondiscrimination rules apply to you.
The Code imposes certain restrictions on your right to receive early
distributions from a TSA:
o Distributions attributable to salary reduction contributions (plus
earnings) made after Dec. 31, 1988, or to transfers or rollovers from
other contracts, may be made from the TSA only if:
-- you are at least age 59 1/2;
-- you are disabled as defined in the Code;
-- you severed employment with the employer who purchased the
contract; or
-- the distribution is because of your death.
o If you encounter a financial hardship (as provided by the Code), you may
be eligible to receive a distribution of all contract values
attributable to salary reduction contributions made after Dec. 31, 1988,
but not the earnings on them.
o Even though a distribution may be permitted under the above rules, it
may be subject to IRS taxes and penalties (see "Taxes").
o The above restrictions on distributions do not affect the availability
of the amount credited to the contract as of Dec. 31, 1988. The
restrictions also do not apply to transfers or exchanges of contract
value within the contract, or to another registered variable annuity
contract or investment vehicle available through the employer.
PARTIAL SURRENDERS: Unless we agree otherwise, the minimum amount you may
surrender is $250. You cannot make a partial surrender if it would reduce the
accumulation value of your annuity to less than $2,000.
You may request the net check amount you wish to receive. We will determine
how much accumulation value needs to be surrendered to yield the net check
amount after any applicable market value adjustments and surrender charge
deductions.
You may make a partial surrender request not exceeding $100,000 by telephone.
We have the authority to honor any telephone partial surrender request
believed to be authentic and will use reasonable procedures to confirm that
they are. This includes asking identifying questions and tape recording calls.
As long as reasonable procedures are followed, neither RiverSource Life nor
its affiliates will be liable for any loss resulting from fraudulent requests.
At times when the volume of telephone requests is unusually high, we will take
special measures to ensure that your call is answered as promptly as possible.
We will not allow a telephone surrender request within 30 days of a phoned-in
address change.
TOTAL SURRENDERS: We will compute the value of your contract at the next close
of business after we receive your request for a complete surrender. We may ask
you to return the contract.
PAYMENT ON SURRENDER: We may defer payment of any partial or total surrender
for a period not exceeding six months from the date we receive your notice of
surrender or the period permitted by state insurance law, if less. Only under
extraordinary circumstances will we defer a surrender payment more than seven
days, and if we defer payment for more than 30 days, we will pay annual
interest of at least 3% on the amount deferred. While all circumstances under
which we could defer payment upon surrender may not be foreseeable at this
time, such circumstances could include, for example, our inability to
liquidate assets due to a general financial crisis. If we intend to withhold
payment more than 30 days, we will notify you in writing.
NOTE: We will charge you a fee if you request express mail delivery or that
payment be wired to your bank. For instructions, please contact your sales
representative.
Any partial surrenders you take under your contract will reduce your
accumulation value. As a result, the value of your death benefit will also be
reduced. In addition, surrenders you are required to take to satisfy RMDs
under the Code may reduce the value of your death benefit (see "Taxes -
Qualified Annuities - Required minimum distributions").
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 7
SURRENDER CHARGE
We may assess a surrender charge on any total or partial surrender taken prior
to the eighth contract anniversary unless the surrender occurs on the last day
of a guarantee period. We will base the amount of the surrender charge on the
length of the guarantee period. The table below shows the maximum amount of
the surrender charge.
SURRENDER CHARGE PERCENTAGE:
GUARANTEE CONTRACT YEARS AS MEASURED FROM THE BEGINNING OF A GUARANTEE PERIOD
PERIOD 1 2 3 4 5 6 7 8
1 year 1%
2 years 2 1%
3 years 3 2 1%
4 years 4 3 2 1%
5 years 5 4 3 2 1%
6 years 6 5 4 3 2 1%
7 years 7 6 5 4 3 2 1%
8 years 8 7 6 5 4 3 2 1%
9 years 8 7 6 5 4 3 2 1
10 years 8 7 6 5 4 3 2 1
To determine the surrender charge on the initial guarantee period, in the
"Guarantee period" column find the number of years for the guarantee period
you have chosen. The row that period is in reflects the schedule of surrender
charges during that period. For example, a 5-year guarantee period has a 5%
surrender charge in the first contract year, a 4% charge in the second, a 3%
charge in the third, a 2% charge in the fourth, and a 1% charge in the fifth.
For renewal guarantee periods, we will base the surrender charge on the lesser
of:
o the length of the new guarantee period; or
o the number of years remaining until the eighth contract anniversary.
In our example, if a contract owner chose an initial guarantee period of five
years and later a renewal guarantee period of four years, the surrender charge
schedule for that renewal guarantee period would be three years long. That is
because there are only three years remaining until the eighth contract
anniversary (8 - 5 = 3), and three years is less than the four-year length of
the new guarantee period. The surrender charge percentages would be:
CONTRACT YEAR SURRENDER CHARGE
1 5%
2 4
3 3
4 2
5 1*
6 3
7 2
8 1
9+ 0
* 0% on last day of fifth contract year.
There will never be any surrender charges after the eighth contract
anniversary.
Also, after the first contract anniversary, surrender charges will not apply
to surrenders of amounts totalling up to 10% of the accumulation value as of
the last contract anniversary.
8 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
SURRENDER CHARGE CALCULATION: If there is a surrender charge, we calculate it
as:
(A - B) X P
where: A = market adjusted value surrendered
B = the lesser of A or 10% of accumulation value on last contract
anniversary not already taken as a partial surrender this contract
year. (Before the first contract anniversary, B does not apply.)
P = applicable surrender charge percentage
For an illustration of a partial surrender and applicable surrender charges,
see Appendix A.
SURRENDER CHARGE UNDER ANNUITY PAYMENT PLAN E: Under this payment plan, you
can choose to take a full surrender at any time after one year of payments.
The amount you can surrender is the present value of any remaining payments.
The discount rate we use in calculating the present value is based on the
annual effective interest rate for then-current payment amounts for immediate
annuities with the same purchase amount and remaining term length plus 1.5%.
The surrender charge equals the net present value of the remaining payments
(determined after we apply the discount rate) multiplied by a surrender charge
percentage. This percentage is 5% in payment year two decreasing by 1% per
year until it is 0% in payment year seven and thereafter. This feature is not
available in all states. Please contact your sales representative for
availability.
WAIVER OF SURRENDER CHARGE: We will assess no surrender charge:
o on the last day of a guarantee period;
o after the eighth contract anniversary;
o after the first contract anniversary for surrenders of amounts totalling
up to 10% of the contract accumulation value as of the last contract
anniversary;
o upon the death of the annuitant or owner; or
o upon the application of the market adjusted value to provide annuity
payments under an annuity payment plan, unless an Annuity Payment Plan E
is later surrendered. (If the application occurs on a renewal date,
there will be no surrender charge or market value adjustment, and the
full accumulation value will be applied under an annuity payment plan.)
In some cases, such as when an employer makes this annuity available to
employees, we may expect to incur lower sales and administrative expenses or
perform fewer services due to the size of the group, the average contribution
and the use of group enrollment procedures. Then we may be able to reduce or
eliminate surrender charges. However, we expect this to occur infrequently.
MARKET VALUE ADJUSTMENT
We guarantee the accumulation value, including the interest credited, if the
contract is held until the end of the guarantee period. However, we will apply
a market value adjustment if a surrender occurs prior to the end of the
guarantee period. The market adjusted value also affects settlements under an
annuity payment plan occurring at any time other than the last day of a
guarantee period.
The market adjusted value is your accumulation value (purchase payment plus
interest credited minus surrenders and surrender charges) adjusted by a
formula. The market adjusted value reflects the relationship between the
guaranteed interest rate on your contract and the interest rate we are
crediting on new or renewal Guaranteed Term Annuity contracts with guarantee
periods that are the same as the time remaining in your guarantee period.
The market adjusted value is sensitive to changes in current interest rates.
The difference between your accumulation value and market adjusted value on
any day will depend on our current schedule of guaranteed interest rates on
that day, the time remaining in your guarantee period and your guaranteed
interest rate.
Upon surrender your market adjusted value may be greater than your contract's
accumulation value, equal to it or less than it depending on how the
guaranteed interest rate on your contract compares to the interest rate of a
new Guaranteed Term Annuity for the same number of years as the guarantee
period remaining on your contract.
Before we look at the market adjusted value formula, it may help to look in a
general way at how comparing your contract's guaranteed rate and the rate for
a new contract affects your market adjusted value.
RELATIONSHIP BETWEEN YOUR CONTRACT'S GUARANTEED RATE AND NEW CONTRACT FOR THE
SAME NUMBER OF YEARS AS THE GUARANTEED PERIOD REMAINING ON YOUR CONTRACT:
IF YOUR ANNUITY RATE IS: YOUR MARKET ADJUSTED VALUE WILL BE:
less than the new annuity rate +.25% less than your accumulation value
equal to the new annuity rate +.25% equal to your accumulation value
greater than the new annuity rate +.25% greater than your accumulation value
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 9
GENERAL EXAMPLES
ASSUME:
o You purchase a contract and choose a guarantee period of 10 years.
o We guarantee an interest rate of 4.5% annually for your 10-year
guarantee period.
o After three years you decide to surrender your contract. In other words,
you decide to surrender your contract when you have seven years left in
your guarantee period.
Remember that your market adjusted value depends partly on the interest rate
of a new Guaranteed Term Annuity for the same number of years as the guarantee
period remaining on your contract. In this case, that is seven years.
EXAMPLE 1: Remember that your contract is earning 4.5%. Assume that new
contracts that we offer with a seven-year guarantee period are earning 5.0%.
We add 0.25% to the 5.0% rate to get 5.25%. Your contract's 4.5% rate is less
than the 5.25% rate and, as reflected in the table above, your market adjusted
value will be less than your accumulation value.
EXAMPLE 2: Remember again that your contract is earning 4.5%, and assume that
new contracts that we offer with a seven-year guarantee period are earning
4.0%. We add 0.25% to the 4.0% rate we are paying on new contracts, which
equals 4.25%, and compare that number to the 4.5% you are earning on your
contract. In this example, your contract's 4.5% rate is greater than the 4.25%
rate, and, as reflected in the table above, your market adjusted value will be
greater than your accumulation value. To determine that adjustment precisely,
you will have to use the formula described below.
As shown in the table headed "Surrender charge percentage," when your
guarantee period is 10 years and you have begun your fourth contract year from
the beginning of the guarantee period, your surrender charge percentage is 5%.
In either of our two examples, a 5% surrender charge would be deducted from
the market adjusted value.
The precise market adjusted value formula is as follows:
MARKET ADJUSTED VALUE = (RENEWAL VALUE)
-------------------------------------
(1 + iMvi) (TO THE POWER OF (N + t))
Renewal value = The accumulation value at the end of the current guarantee
period
iMvi = The current interest rate offered for a new Guaranteed Term
Annuity +.0025
N = The number of complete contract years to the end of the current
guarantee period
t = The fraction of the contract year remaining to the end of the
contract year
(for example, if 180 days remain in a 365-day contract year,
it would be .493)
The current interest rate we offer on the Guaranteed Term Annuity will change
periodically at our discretion. It is the rate we are then paying on purchase
payments and renewals paid under this class of contracts for guarantee period
durations equaling the remaining guarantee period of the contract to which the
formula is being applied. If the remaining guarantee period is a number of
complete years, we will use the specific complete year guarantee rate. If the
remaining guarantee period is less than one year, we will use the one year
guarantee rate. If the remaining guarantee period is a number of complete
years plus fractional years, we will determine the rate by straight line
interpolation between the two years' rates. For example, if the remaining
guarantee period duration is 8.5 years, and the current guaranteed interest
rate for eight years is 4% and nine years is 5%, RiverSource Life will use a
guaranteed interest rate of 4.5%.
MARKET VALUE ADJUSTMENT FORMULA:
Market value adjustment = Market adjusted value less accumulation value
For an illustration showing an upward and downward adjustment, see Appendix B.
10 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
PREMIUM TAXES
Certain state and local governments impose premium taxes on us (up to 3.5%).
These taxes depend upon the state of residence or the state in which the
contract was sold. Currently, we deduct any applicable premium taxes when
annuity payments begin, but we reserve the right to deduct this tax at other
times such as when you make purchase payments or when you surrender your
contract.
DEATH BENEFIT PRIOR TO SETTLEMENT
If you or the annuitant die before the settlement date, the death benefit
payable to the beneficiary will equal the accumulation value. We will
determine the accumulation value as of the date our death claim requirements
are fulfilled. We pay interest, if any, at a rate no less than required by
law. If requested, we will mail payment to the named beneficiary within seven
days after our death claim requirements are fulfilled. If there is no named
beneficiary, then the default provisions of your contract will apply.
NONQUALIFIED ANNUITIES
If your spouse is sole beneficiary and you die before the settlement date,
your spouse may keep the contract as owner. To do this your spouse must,
within 60 days after our death claim requirements are fulfilled, give us
written instructions to keep the contract in force.
If your beneficiary is not your spouse, we will pay the beneficiary in a lump
sum unless you give us other written instructions. Generally, we must fully
distribute the death benefit within five years of your death. However, the
beneficiary may receive payments under any annuity payment plan available
under this contract if:
o the beneficiary asks us in writing within 60 days after our death claim
requirements are fulfilled; and
o payments begin no later than one year after your death, or other date
permitted by the IRS; and
o the payment period does not extend beyond the beneficiary's life or life
expectancy.
QUALIFIED ANNUITIES
o SPOUSE BENEFICIARY: If you have not elected an annuity payment plan, and
if your spouse is the sole beneficiary, your spouse may either elect to
treat the contract as his or her own or elect an annuity payment plan or
another plan agreed to by us. If your spouse elects a payment plan, the
payments must begin no later than the year in which you would have
reached age 70 1/2. If you attained age 70 1/2 at the time of death,
payments must begin no later than Dec. 31 of the year following the year
of your death.
o NON-SPOUSE BENEFICIARY: If you have not elected an annuity payment plan,
and if death occurs prior to the year you would have attained age
70 1/2, the beneficiary may elect to receive payments from the contract
over a five year period. If your beneficiary does not elect a five year
payment period, or if your death occurs after attaining age 70 1/2, we
will pay the beneficiary in a lump sum unless the beneficiary elects to
receive payments under any payment plan available under this contract
if:
-- the beneficiary asks us in writing within 60 days after our death
claim requirements are fulfilled; and
-- payments begin no later than one year following the year of your
death; and
-- the payment period does not extend beyond the beneficiary's life
or life expectancy.
o ANNUITY PAYMENT PLAN: If you elect an annuity payment plan, the payments
to your beneficiary will continue pursuant to the annuity payment plan
you elect.
DEATH BENEFIT PAYMENT IN A LUMP SUM: We may pay all or part of the death
benefit to your beneficiary in a lump sum under either a nonqualified or
qualified annuity. We will pay the death benefit by check unless your
beneficiary has chosen to have the death benefit payment directly deposited
into a checking account.
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 11
THE ANNUITY PAYMENT PERIOD
ELECTING THE SETTLEMENT DATE AND FORM OF ANNUITY
When we process your application, we will establish the settlement date to the
maximum age or date as specified below. You can also select a date within the
maximum limits. Your selected date can align with your actual retirement from
a job, or it can be a different date, depending on your needs and goals and on
certain restrictions. You can also change the date, provided you send us
written instructions at least 30 days before annuity payments begin.
FOR NONQUALIFIED ANNUITIES AND ROTH IRAS, the settlement date cannot be later
than the latest of:
o the contract anniversary nearest the annuitant's 85th birthday; or
o the tenth contract anniversary.
FOR QUALIFIED ANNUITIES EXCEPT ROTH IRAS, to comply with IRS regulations, the
settlement date generally must be:
o for IRAs, by April 1 of the year following the calendar year when the
annuitant reaches age 70 1/2; or
o for all other qualified annuities, by April 1 of the year following the
calendar year when the annuitant reaches age 70 1/2 or, if later,
retires (except that 5% business owners may not select a settlement date
that is later than April 1 of the year following the calendar year when
they reach age 70 1/2).
If you satisfy your RMDs in the form of partial surrenders from this contract,
annuity payments can start as late as the contract anniversary nearest the
annuitant's 85th birthday or the tenth contract anniversary, if later.
ANNUITY PAYMENTS: The first payment will be made as of the settlement date.
Once annuity payments have started for an annuitant, no surrender of the
annuity benefit can be made for the purpose of receiving a lump sum in lieu of
payments except under Annuity Payment Plan E.
DEATH AFTER SETTLEMENT DATE: If you or the annuitant dies after the settlement
date, the amount payable to the beneficiary, if any, will continue as provided
in the annuity payment plan then in effect.
ANNUITY PAYMENT PLANS
There are different ways to receive annuity payments. We call these plans. You
may select one of these plans, or another payment arrangement to which we
agree, by giving us written notice at least 30 days before the settlement
date.
You may ask us to apply the market adjusted value (less applicable premium
taxes, if any) on the settlement date under any of the annuity plans described
below, but in the absence of an election, we will apply the market adjusted
value on the settlement date under Plan B to provide a life annuity with 120
monthly payments certain.
If the amount to be applied to an annuity plan is not at least $2,000 or if
payments are to be made to other than a natural person, we have the right to
make a lump sum payment of the cash surrender value. If a lump sum payment is
from a qualified annuity (except an IRA, Roth IRA or SEP), 20% income tax
withholding may apply.
o PLAN A: This provides monthly annuity payments for the lifetime of the
annuitant. We will not make payments after the annuitant dies.
o PLAN B: This provides monthly annuity payments for the lifetime of the
annuitant with a guarantee by us that payments will be made for a period
of at least five, ten or 15 years. You must select the period.
o PLAN C: This provides monthly annuity payments for the lifetime of the
annuitant with a guarantee by us that payments will be made for a
certain number of months. We determine the number of months by dividing
the market adjusted value applied under this plan by the amount of the
monthly annuity payment.
o PLAN D: We call this a joint and survivor life annuity. Monthly payments
will be paid while both the annuitant and a joint annuitant are living.
When either the annuitant or joint annuitant dies, we will continue to
make monthly payments until the death of the surviving annuitant. We
will not make payments after the death of the second annuitant.
o PLAN E: This provides monthly fixed dollar annuity payments for a period
of years that you elect. The period of years may be no less than 10 nor
more than 30. At any time after one year of payments, you can elect to
have us determine the present value of any remaining payments and pay it
to you in a lump sum. The discount rate we use in the calculation is
based on the annual effective interest rate for then-current payment
amounts for immediate annuities with the same purchase amount and
remaining term length plus 1.5% (see "Description of Contracts --
Surrender Charge -- Surrender charge under Annuity Payment Plan E"). A
10% IRS penalty tax could apply if you make a surrender (see "Taxes").
This feature is not available in all states. Please contact your sales
representative for availability.
Other annuity payment plan options may be available.
12 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
The contract provides for annuity payment plans on a fixed basis only. The
amount of the annuity payment will depend on:
o the market adjusted value (less any applicable premium tax not
previously deducted) on the settlement date;
o the annuity table we are then using for annuity settlements (never less
than the table guaranteed in the contract);
o the annuitant's age; and
o the annuity payment plan selected.
The tables for Plans A, B, C and D are based on the "1983 Individual Annuitant
Mortality Table A" and an assumed rate of 4% per year. The table for Plan E is
based on an interest rate of 4%. RiverSource Life may, at our discretion, if
mortality appears more favorable and interest rates justify, apply other
tables that will result in higher monthly payments.
ANNUITY PAYMENT PLAN REQUIREMENTS FOR QUALIFIED ANNUITIES: If you elect an
annuity payment plan from your qualified annuity, it must comply with certain
IRS regulations governing RMDs. In general, your annuity payment plan will
meet these regulations if it meets the incidental distribution benefit
requirements, if any, and the payments are made:
o in equal or substantially equal payments over a period not longer than
the life of the annuitant or over the life of the annuitant or
designated beneficiary; or
o in equal or substantially equal payments over a period not longer than
the life expectancy of the annuitant or over the life expectancy of the
annuitant and designated beneficiary; or
o over a period certain not longer than the life expectancy of the
annuitant or over the life expectancy of the annuitant and designated
beneficiary.
AMENDMENT, DISTRIBUTION AND ASSIGNMENT OF CONTRACTS
AMENDMENT OF CONTRACTS
We reserve the right to amend the contracts to meet the requirements of
applicable federal or state laws or regulations. We will notify you in writing
of any such amendments.
DISTRIBUTION OF CONTRACTS
RiverSource Distributors, Inc. ("RiverSource Distributors"), our affiliate,
serves as the principal underwriter and general distributor of the contract.
Its offices are located at 70100 Ameriprise Financial Center, Minneapolis, MN
55474. RiverSource Distributors is a wholly-owned subsidiary of Ameriprise
Financial, Inc.
SALES OF THE CONTRACT
The contracts are continuously offered to the public through an affiliated
broker-dealer that is registered with the SEC and a member of the NASD. We and
RiverSource Distributors have a selling agreement with the selling firm. The
selling agreement authorizes the selling firm to offer the contract to the
public. We pay the selling firm (or an affiliated insurance agency)
commissions for contracts its sales representatives sell. The selling firm may
be required to return sales commissions under certain circumstances including,
but not limited to your cancellation of a contract.
PAYMENTS TO THE SELLING FIRM
Under the selling agreement, we pay time-of-sale commissions of up to 6% of
purchase payments on the contract as well as service/trail commissions of up
to 0.125% based on annual total accumulation value of the contract for as long
as the contract remains in effect. We also may pay a temporary additional
sales commission of up to 1% of purchase payments on the contract for a period
of time we select.
From time to time and in accordance with applicable laws and regulations, we
may also pay or provide the selling firm with various cash and non-cash
promotional incentives including, but not limited to bonuses, short-term sales
incentive payments, marketing allowances, costs associated with sales
conferences and educational seminars and sales recognition awards.
SOURCES OF PAYMENTS TO THE SELLING FIRM
We pay the commissions and other compensation described above from our assets.
Our assets include revenues we receive from fees and expenses that you will
pay when buying, owning and surrendering the contract and revenues we receive
from other contracts and policies we sell and other businesses we conduct.
You do not directly pay the commissions and other compensation described above
as the result of a specific charge or deduction under the contract. However,
you may pay part of all of the commissions and other compensation described
above indirectly through fees and expenses we collect from you in connection
with your contract, including surrender charges.
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 13
POTENTIAL CONFLICTS OF INTEREST
The compensation payment arrangement with the selling firm can potentially:
o give the selling firm a heightened financial incentive to sell the
contract offered in this prospectus over another investment with lower
compensation to the selling firm.
o cause the selling firm to encourage its sales representatives to sell
you the contract offered in this prospectus instead of selling you other
alternative investments that may result in lower compensation to the
selling firm.
PAYMENTS TO SALES REPRESENTATIVES
A portion of the payments made to the selling firm may be passed on to its
sales representatives in accordance with its internal compensation programs.
Those programs may also include other types of cash and non-cash compensation
and other benefits. Ask your sales representative for further information
about what your sales representative and the selling firm for which he or she
works may receive in connection with your purchase of a contract.
ASSIGNMENT OF CONTRACTS
You may change ownership of your annuity at any time by completing a change of
ownership form we approve and sending it to our home office. No change of
ownership will be binding on us until we receive and record it. If you have a
qualified annuity, the contract may not be sold, assigned, transferred,
discounted or pledged as collateral for a loan or as security for the
performance of an obligation or for any other purpose except as required or
permitted by the Code; provided, however, that if the owner is a trust or
custodian, or an employer acting in a similar capacity, ownership of a
contract may be transferred to the annuitant.
TAXES
Generally, under current law, your contract has a tax-deferral feature. This
means any increase in the value of your contract is taxable to you only when
you receive a payment or surrender (see detailed discussion below). Any
portion of the annuity payments and any surrenders you request that represent
ordinary income normally are taxable. We will send you a tax information
reporting form for any year in which we made a taxable distribution according
to our records. Roth IRAs may grow and be distributed tax free if you meet
certain distribution requirements. We will send you a tax information
reporting form for any year in which we made a distribution according to our
records.
NONQUALIFIED ANNUITIES
ANNUITY PAYMENTS: Generally, a portion of each payment will be ordinary income
and subject to tax, and a portion of each payment will be considered a return
of part of your investment and will not be taxed. All amounts you receive
after your investment in the contract is fully recovered will be subject to
tax. Under Annuity Payment Plan A: where the annuitant dies before your
investment in the contract is fully recovered, the remaining portion of the
unrecovered investment may be available as a federal income tax deduction to
the owner for the last taxable year. Under all other annuity payment plans,
where the annuity payments end before your investment in the contract is fully
recovered, the remaining portion of the unrecovered investment may be
available as a federal income tax deduction to the taxpayer for the tax year
in which the payments end. (See "Annuity Payment Plans.") Tax law requires
that all nonqualified deferred annuity contracts issued by the same company
(and possibly its affiliates) to the same owner during a calendar year be
taxed as a single, unified contract when you take distributions from any one
of those contracts.
SURRENDERS: If you surrender part of your nonqualified annuity before your
annuity payments begin, your surrender payment will be taxed to the extent
that the value of your contract immediately before the surrender exceeds the
investment in the contract. If you surrender all of your nonqualified annuity
before your annuity payments begin, your surrender payment will be taxed to
the extent that the cash surrender value immediately before the surrender
exceeds the investment in the contract. You also may have to pay a 10% IRS
penalty for surrenders you make before reaching age 59 1/2 unless certain
exceptions apply. Tax law requires that all nonqualified deferred annuity
contracts issued by the same company (and possibly its affiliates) to the same
owner during a calendar year be taxed as a single, unified contract when you
take distributions from any one of those contracts.
WITHHOLDING: If you receive taxable income as a result of an annuity payment
or a surrender, we may deduct withholding against the taxable income portion
of the payment. Any withholding represents a prepayment of your tax due for
the year. You take credit for these amounts on your annual income tax return.
As long as you've provided us with a valid Social Security Number or Taxpayer
Identification Number, you can elect not to have any withholding occur.
If the payment is part of an annuity payment plan, we generally compute the
amount of withholding using payroll tables. You may provide us with a
statement of how many exemptions to use in calculating the withholding.
If the distribution is any other type of payment (such as a partial or full
surrender) we compute withholding using 10% of the taxable portion.
14 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
The withholding requirements differ if we deliver the payment outside the
United States and/or you are a non-resident alien.
Some states also may impose withholding requirements similar to the federal
withholding described above. If this should be the case, we may deduct state
withholding from the payment.
DEATH BENEFITS TO BENEFICIARIES: The death benefit under a contract is not
exempt from estate (federal or state) or income taxes. Any amount your
beneficiary receives that represents deferred earnings within the contract is
taxable as ordinary income to the beneficiary in the year he or she receives
the payments.
ANNUITIES OWNED BY CORPORATIONS, PARTNERSHIPS OR TRUSTS: For nonqualified
annuities, any annual increase in the value of annuities held by such entities
(nonnatural persons) generally will be treated as ordinary income received
during that year. However, if the trust was set up for the benefit of a
natural person only, the income will generally remain tax deferred.
PENALTIES: In general, if you receive amounts from your contract (or, if
applicable, from the plan) before reaching age 59 1/2, you may have to pay a
10% IRS penalty on the amount includable in your ordinary income. However,
this penalty will not apply to any amount received:
o because of your death or, in the event of nonnatural ownership, the
death of the annuitant;
o because you become disabled (as defined in the Code);
o if the distribution is part of a series of substantially equal periodic
payments, made at least annually, over your life or life expectancy (or
joint lives or life expectancies of you and your beneficiary);
o if it is allocable to an investment before Aug. 14, 1982; or
o if annuity payments begin before the first contract anniversary.
TRANSFER OF OWNERSHIP: If you transfer a nonqualified annuity without
receiving adequate consideration, the transfer is a gift and also may be
treated as a surrender for federal income tax purposes. If the gift is a
currently taxable event for income tax purposes, the original owner will be
taxed on the amount of deferred earnings at the time of the transfer and also
may be subject to the 10% IRS penalty discussed earlier. In this case, the new
owner's investment in the contract will be the accumulation value of the
contract at the time of the transfer. In general, this rule does not apply to
transfers between spouses or former spouses. Please consult your tax advisor
for further details.
COLLATERAL ASSIGNMENT: If you assign or pledge your contract as collateral for
a loan, earnings on purchase payments you made after Aug. 13, 1982 will be
taxed to you like a surrender and you may have to pay a 10% IRS penalty.
QUALIFIED ANNUITIES
When your contract is used to fund a retirement plan that is already tax
deferred under the Code, the contract will not provide any necessary or
additional tax deferral for that retirement plan. If your contract is used to
fund an employer sponsored plan, your rights to benefits may be subject to the
terms and conditions of the plan regardless of the terms of the contract.
Adverse tax consequences may result if you do not ensure that contributions,
distributions and other transactions under the contract comply with the law.
Qualified annuities have minimum distribution rules that govern the timing and
amount of distributions. You should refer to your retirement plan or adoption
agreement, or consult a tax advisor for more information about these
distribution rules.
ANNUITY PAYMENTS: Under a qualified annuity, except a Roth IRA, the entire
payment generally is includable as ordinary income and is subject to tax
unless: (1) the contract is an IRA to which you made non-deductible
contributions; or (2) you rolled after-tax dollars from a retirement plan into
your IRA, or (3) the contract is used to fund a retirement plan and you or
your employer have contributed after-tax dollars.
ANNUITY PAYMENTS FROM ROTH IRAs: In general, the entire payment from a Roth
IRA can be free from income and penalty taxes if you have attained age 59 1/2
and met the five year holding period.
SURRENDERS: Under a qualified annuity, except a Roth IRA, the entire surrender
will generally be includable as ordinary income and is subject to tax unless:
(1) the contract is an IRA to which you made non-deductible contributions; or
(2) you rolled after-tax dollars from a retirement plan into your IRA, or (3)
the contract is used to fund a retirement plan and you or your employer have
contributed after-tax dollars.
SURRENDERS FROM ROTH IRAs: In general, the entire payment from a Roth IRA can
be free from income and penalty taxes if you have attained age 59 1/2 and met
the five year holding period.
REQUIRED MINIMUM DISTRIBUTIONS: Retirement plans are subject to required
withdrawals called required minimum distributions (RMDs) generally beginning
at age 70 1/2. In addition, a new tax regulation, effective for RMDs
calculated in 2006 and after, may cause the RMDs for some contracts with
certain death benefits to increase. RMDs may reduce the value of certain death
benefits. You should consult your tax advisor for an explanation of the
potential tax implications to you.
WITHHOLDING FOR IRAs, ROTH IRAs, AND SEPs: If you receive taxable income as a
result of an annuity payment or a surrender, we may deduct withholding against
the taxable income portion of the payment. Any withholding represents a
prepayment of your tax due for the year. You take credit for these amounts on
your annual income tax return. As long as you've provided us with a valid
Social Security Number or Taxpayer Identification Number, you can elect not to
have any withholding occur.
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 15
If the payment is part of an annuity payment plan, we generally compute the
amount of withholding using payroll tables. You may provide us with a
statement of how many exemptions to use in calculating the withholding. If the
distribution is any other type of payment (such as a partial or full
surrender) we compute withholding using 10% of the taxable portion.
The withholding requirements differ if we deliver payment outside the United
States and/or you are a non-resident alien.
Some states also may impose withholding requirements similar to the federal
withholding described above. If this should be the case, we may deduct state
withholding from the payment.
WITHHOLDING FOR ALL OTHER QUALIFIED ANNUITIES: If you receive directly all or
part of the contract value from a qualified annuity, mandatory 20% federal
income tax withholding (and possibly state income tax withholding) generally
will be imposed at the time the payment is made from the plan. Any withholding
represents a prepayment of your tax due for the year. You take credit for
these amounts on your annual income tax return. This mandatory withholding
will not be imposed if:
o instead of receiving the distribution check, you elect to have the
distribution rolled over directly to an IRA or another eligible plan;
o the payment is one in a series of substantially equal periodic payouts,
made at least annually, over your life or life expectancy (or the joint
lives or life expectancies of you and your designated beneficiary) or
over a specified period of ten years or more;
o the payment is an RMD as defined under the Code;
o the payment is made on account of an eligible hardship; or
o the payment is a corrective distribution.
In the above situations, the distribution is subject to optional 10%
withholding. We will withhold 10% of the distribution amount unless you elect
otherwise.
Payments made to a surviving spouse instead of being directly rolled over to
an IRA also may be subject to mandatory 20% income tax withholding.
State withholding also may be imposed on taxable distributions.
DEATH BENEFITS TO BENEFICIARIES: The entire death benefit generally is taxable
as ordinary income to the beneficiary in the year he or she receives the
payments from the qualified annuity. If, under your 401(k) plan the purchase
payment was made by you or on your behalf with after-tax contributions to your
contract or if you made non-deductible contributions to a traditional IRA, the
portion of any distribution from the contract that represents after-tax
contributions is not taxable as ordinary income to your beneficiary. You are
responsible for keeping all records tracking your non-deductible contributions
to an IRA. Death benefits under a Roth IRA generally are not taxable as
ordinary income to the beneficiary if certain distribution requirements are
met.
PENALTIES: In general, if you receive amounts from your contract (or, if
applicable, from the plan) before reaching age 59 1/2, you may have to pay a
10% IRS penalty on the amount includable in your ordinary income. However,
this penalty generally will not apply to any amount received:
o because of your death;
o because you become disabled (as defined in the Code);
o if the distribution is part of a series of substantially equal periodic
payments, made at least annually, over your life or life expectancy (or
joint lives or life expectancies of you and your beneficiary);
o if the distribution is made following severance from employment during
the calendar year in which you attain age 55 (TSAs and contracts funding
401(a) and 401(k) plans only); or
o to pay certain medical or education expenses.
COLLATERAL ASSIGNMENT: You may not assign or pledge a qualified annuity as
collateral for a loan.
IMPORTANT: Our discussion of federal tax laws is based upon our understanding
of current interpretations of these laws. Federal tax laws or current
interpretations of them may change. For this reason and because tax
consequences are complex and highly individual and cannot always be
anticipated, you should consult a tax advisor if you have any questions about
taxation of your contract.
TAX QUALIFICATION: We intend that the contract qualify as an annuity for
federal income tax purposes. To that end, the provisions of the contract are
to be interpreted to ensure or maintain such tax qualification, in spite of
any other provisions of the contract. We reserve the right to amend the
contract to reflect any clarifications that may be needed or are appropriate
to maintain such qualification or to conform the contract to any applicable
changes in the tax qualification requirements. We will send you a copy of any
amendments.
16 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
THE COMPANY
BUSINESS
We issue the contracts. We are a stock life insurance company organized in
1957 under the laws of the state of Minnesota and are located at 70100
Ameriprise Financial Center, Minneapolis, MN 55474. We are a wholly-owned
subsidiary of Ameriprise Financial, Inc.
We conduct a conventional life insurance business. We are licensed to do
business in 49 states, the District of Columbia and American Samoa. Our
primary products currently include fixed and variable annuity contracts and
life insurance policies.
INVESTMENTS BY RIVERSOURCE
RiverSource Life must invest its assets in its general account in accordance
with requirements established by applicable state laws regarding the nature
and quality of investments that life insurance companies may make and the
percentage of their assets that they may commit to any particular type of
investment. In general, these laws permit investments, within specified limits
and subject to certain qualifications, in federal, state, and municipal
obligations, corporate bonds, asset-backed securities, preferred and common
stocks, real estate mortgages, real estate and certain other investments. All
claims by purchasers of the contracts, and other general account products,
will be funded by the general account.
We hold amounts you allocate to the GPAs in a "nonunitized" separate account
we have established under the Minnesota Insurance Code. This separate account
provides an additional measure of assurance that we will make full payment of
amounts due under the GPAs. State insurance law prohibits us from charging
this separate account with liabilities of any other separate account or of our
general business. We own the assets of this separate account as well as any
favorable investment performance of those assets. You do not participate in
the performance of the assets held in this separate account. We guarantee all
benefits relating to your value in the GPAs. This guarantee is based on the
continued claims-paying ability of the company.
We intend to construct and manage the investment portfolio relating to these
market value annuity contracts in such a way as to minimize the impact of
fluctuations by interest rates. We seek to achieve this by constructing a
portfolio of assets with a price sensitivity to interest rate changes (i.e.,
price duration) that is similar to the price duration of the corresponding
portfolio of liabilities.
Our investment strategy will incorporate the use of a variety of debt
instruments having price durations tending to match the applicable guaranteed
interest periods. These instruments include, but are not necessarily limited
to, the following:
o Securities issued by the U.S. government or its agencies or
instrumentalities, which issues may or may not be guaranteed by the U.S.
government;
o Debt securities that have an investment grade, at the time of purchase,
within the four highest grades assigned by the nationally recognized
rating agencies or are rated in the two highest grades by the National
Association of Insurance Commissioners;
o Debt instruments that are unrated, but which are deemed by RiverSource
Life to have an investment quality within the four highest grades;
o Other debt instruments, which are rated below investment grade, limited
to 15% of assets at the time of purchase; and
o Real estate mortgages, limited to 30% of portfolio assets at the time of
acquisition.
In addition, options and futures contracts on fixed income securities will be
used from time to time to achieve and maintain appropriate investment and
liquidity characteristics on the overall asset portfolio.
While this information generally describes our investment strategy, we are not
obligated to follow any particular strategy except as may be required by
federal law and Minnesota and other state insurance laws.
LEGAL PROCEEDINGS
RiverSource Life is involved in the normal course of business in legal and
regulatory proceedings, or regulatory requests for information, concerning
matters arising in connection with the conduct of our general business
activities as well as generally applicable to business practices in the
insurance industry. From time to time, we receive requests for information
from, or have been subject to examination by, the SEC, National Association of
Securities Dealers and several state authorities concerning our business
activities and practices, generally including the sales and product or service
features of, disclosures pertaining to, trading practices related to,
compensation paid to us or to others with respect to, and the suitability of
our annuity and insurance products. We have cooperated with and will continue
to cooperate with the applicable regulators regarding their inquiries and
examinations.
RiverSource Life is involved in other proceedings concerning matters arising
in connection with the conduct of their respective business activities.
RiverSource Life believes that it is not a party to, nor are any of its
properties the subject of, any pending legal, arbitration or regulatory
proceedings that would have a material adverse effect on its consolidated
financial condition, results of operations or liquidity. However, it is
possible that the outcome of any such proceedings could have a material
adverse impact on results of operations in any particular reporting period as
the proceedings are resolved.
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 17
ADDITIONAL INFORMATION
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
To the extent and only to the extent that any statement in a document
incorporated by reference into this prospectus is modified or superseded by a
statement in this prospectus or in a later-filed document, such statement is
hereby deemed so modified or superseded and not part of this prospectus. The
Annual Report on Form 10-K for the year ended Dec. 31, 2006 previously filed
by RiverSource Life with the SEC under the Securities Exchange Act of 1934
(1934 Act) is incorporated by reference into this prospectus. To access this
document, see "SEC Filings" under "Investor Relations" at www.ameriprise.com.
RiverSource Life will furnish you without charge a copy of any or all of the
documents incorporated by reference into this prospectus, including any
exhibits to such documents which have been specifically incorporated by
reference. We will do so upon receipt of your written or oral request. You can
contact RiverSource Life at the telephone number and address listed on the
first page of this prospectus.
AVAILABLE INFORMATION
This prospectus is part of a registration statement we file with the SEC.
Additional information on RiverSource Life and on this offering is available
in the registration statement. You can obtain copies of these materials at the
SEC's Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. You
can obtain information on the operation of the Public Reference Room by
calling the SEC at 1-800-SEC-0330. The SEC also maintains an Internet site
that contains reports, proxy information statements and other information
regarding issuers that file electronically with the SEC. This prospectus,
other information about the contract and other information incorporated by
reference are available on the EDGAR Database on the SEC's Internet site at
(http://www.sec.gov).
INDEMNIFICATION
Insofar as indemnification for liabilities arising under the Securities Act of
1933 (1933 Act) may be permitted to directors and officers or persons
controlling RiverSource Life pursuant to the foregoing provisions, we have
been informed that in the opinion of the SEC such indemnification is against
public policy as expressed in the 1933 Act and is therefore unenforceable.
18 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
APPENDIX A
PARTIAL SURRENDER ILLUSTRATION
Involving a surrender charge and a market value adjustment
ANNUITY ASSUMPTIONS
Single payment $10,000
Guarantee period 10 years
Guarantee rate (ig) 4% effective annual yield
END OF CONTRACT YEAR
ACCUMULATION VALUES
CONTRACT YEAR SURRENDER CHARGE % IF NO SURRENDERS
1 8% $ 10,400.00
2 7 10,816.00
3 6 11,248.64
4 5 11,698.59
5 4 12,166.53
6 3 12,653.19
7 2 13,159.32
8 1 13,685.69
9 0 14,233.12
10 0 14,802.44
PARTIAL SURRENDER ASSUMPTIONS
On the first day of your fourth contract year you request a partial surrender
of:
Example I -- $2,000 of your accumulation value
Example II -- A $2,000 net surrender check
You may surrender 10% of $11,248.64 (end of third contract year accumulation
value) without surrender charge but subject to a market value adjustment --
this is $1,124.86
The excess market adjusted value surrendered is subject to both a 5% (fourth
contract year) surrender charge and a market value adjustment.
The current rate applicable for new sales and renewals = 3%
The current rate applicable for new sales and renewals +.0025(iMvi) = 3.25%
The number of full years left in your guarantee period (N) = 7
The number of fractional years left in your guarantee period (t) = 0
EXAMPLE I -- $2,000 of accumulation value surrendered
WHAT WILL BE YOUR MARKET VALUE ADJUSTMENT AMOUNT?
The market adjusted value of your $2,000 partial surrender will be:
RENEWAL VALUE OF ACCUMULATION VALUE SURRENDERED
-----------------------------------------------
(1 + iMvi) (TO THE POWER OF(N + T))
$2,000 (1 + ig)(TO THE POWER OF 7)
= -------------------------------------
(1 + iMvi)(TO THE POWER OF 7)
$2,000 (1.04)(TO THE POWER OF 7)
= ------------------------------------
(1.0325)(TO THE POWER OF 7)
= $2,103.94
The market value adjustment = the market adjusted value surrendered less the
accumulation value surrendered
$2,103.94 - $2,000 = $103.94
(NOTE: THIS MARKET VALUE ADJUSTMENT IS POSITIVE. IN OTHER CASES THE MARKET
VALUE ADJUSTMENT MAY BE NEGATIVE.)
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 19
WHAT WILL BE YOUR SURRENDER CHARGE AMOUNT?
The surrender charge will be 5% multiplied by the excess of the market
adjusted value over the accumulation value that may be surrendered without
surrender charge:
($2,103.94 - $1,124.86) x .05 = $48.95
WHAT NET AMOUNT WILL YOU RECEIVE?
Your contract's accumulation value will decrease by $2,000 and we will send
you a check for:
Accumulation value surrendered $ 2,000.00
Market value adjustment 103.94
Less surrender charge (48.95)
----------
Net surrender amount $ 2,054.99
EXAMPLE II-- $2,000 net surrender check requested
WHAT WILL BE THE ACCUMULATION VALUE SURRENDERED?
Tell us if you want a specific net surrender check amount. We will work
backwards using an involved formula to determine how much accumulation value
must be surrendered to result in a net check to you for a specific amount. For
a $2,000 net check to you, the formula results in $1,944.98 of accumulation
value to be surrendered.
WHAT WILL BE YOUR MARKET VALUE ADJUSTMENT AMOUNT?
The market adjusted value is:
RENEWAL VALUE OF ACCUMULATION VALUE SURRENDERED
-----------------------------------------------
(1 + iMvi)(TO THE POWER OF (N + T))
$1,944.98 (1 + ig)(TO THE POWER OF 7)
= -----------------------------------------
(1 + iMvi)(TO THE POWER OF 7)
$1,944.98 (1.04)(TO THE POWER OF 7)
= --------------------------------------
(1.0325)(TO THE POWER OF 7)
= $2,046.06
The market value adjustment = the market adjusted value surrendered less the
accumulation value surrendered
$2,046.06 - $1,944.98 = $101.08
(NOTE: THIS MARKET VALUE ADJUSTMENT IS POSITIVE. IN OTHER CASES THE MARKET
VALUE ADJUSTMENT MAY BE NEGATIVE.)
WHAT WILL BE YOUR SURRENDER CHARGE AMOUNT?
The surrender charge will be 5% multiplied by the excess of the market
adjusted value over the accumulation value that may be surrendered without
surrender charge:
($2,046.06 - $1,124.86) x .05 = $46.06
WHAT NET AMOUNT WILL YOU RECEIVE?
Your contract's accumulation value will decrease by $1,944.98 and we will send
you a check for:
Accumulation value surrendered $ 1,944.98
Market value adjustment 101.08
Less surrender charge (46.06)
----------
Net surrender amount $ 2,000.00
20 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
APPENDIX B
MARKET VALUE ADJUSTMENT ILLUSTRATION
ANNUITY ASSUMPTIONS
Single payment $50,000
Guarantee period 10 years
Guarantee rate 4% effective annual yield
MARKET VALUE ADJUSTMENT ASSUMPTIONS: These examples show how the market value
adjustment may affect your contract values. The surrenders in these examples
occur one year after the contract date. There are no previous surrenders.
The accumulation value at the end of one year is $52,000. If there aren't any
surrenders, the renewal value at the end of the 10-year guarantee period will
be $74,012.21.
We base the market value adjustment on the rate we are crediting (at the time
of your surrender) on new contracts with the same length guarantee period as
the time remaining in your guarantee period. After one year, you have nine
years left of your 10-year guarantee period.
Example I shows a downward market value adjustment. Example II shows an upward
market value adjustment. These examples do not show the surrender charge (if
any) that would be calculated separately after the market value adjustment.
Surrender charge calculations are shown in Appendix A.
MARKET ADJUSTED VALUE FORMULA:
(RENEWAL VALUE)
MARKET ADJUSTED VALUE = -----------------------------------
(1 + iMvi)(TO THE POWER OF (N + t))
Renewal value = The accumulation value at the end of the current
guarantee period
iMvi = The current interest rate offered for new contract sales
and renewals for the number of years remaining in the
guarantee period +.0025
N = The number of complete contract years to the end of the
current guarantee period
t = The fraction of the contract year remaining to the end of
the contract year
EXAMPLE I -- Downward market value adjustment
A surrender results in a downward market value adjustment when interest rates
have increased. Assume after one year, we are now crediting 4.5% for a new
contract with a nine-year guarantee period. If you fully surrender, the market
adjusted value would be:
RENEWAL VALUE
-----------------------------------
(1 + iMvi)(TO THE POWER OF (N + t))
$74,012.21
= ------------------------------
(1 + .0475)(TO THE POWER OF 9)
= $48,743.54
The market value adjustment is a $3,256.46 reduction of the accumulation
value:
($3,256.46) = $48,743.54 - $52,000
If you surrendered half of your contract instead of all, the market adjusted
value of the surrendered portion would be one-half that of the full surrender:
$37,006.11
$24,371.77 = ------------------------------
(1 + .0475)(TO THE POWER OF 9)
RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS 21
EXAMPLE II -- Upward market value adjustment
A surrender results in an upward market value adjustment when interest rates
have decreased more than .25%. Assume after one year, we are now crediting
3.5% for a new contract with a nine-year guarantee period. If you fully
surrender, the market adjusted value would be:
RENEWAL VALUE
-----------------------------------
(1 + iMvi)(TO THE POWER OF (N + t))
$74,012.21
= ------------------------------
(1 + .0375)(TO THE POWER OF 9)
= $53,138.64
The market value adjustment is a $1,138.64 increase of the accumulation value:
$1,138.64 = $53,138.64 - $52,000
If you surrendered half of your contract instead of all, the market adjusted
value of the surrendered portion would be one-half that of the full surrender:
$37,006.11
$26,569.32 = ------------------------------
(1 + .0375)(TO THE POWER OF 9)
22 RIVERSOURCE GUARANTEED TERM ANNUITY - PROSPECTUS
RIVERSOURCE [LOGO](SM)
ANNUITIES
RiverSource Life Insurance Company
70100 Ameriprise Financial Center
Minneapolis, MN 55474
(800) 862-7919
RiverSource Distributors, Inc. (Distributor), Member NASD. Insurance and
annuity products are issued by RiverSource Life Insurance Company. Both
companies are affiliated with Ameriprise Financial Services, Inc.
(C) 2007 Ameriprise Financial, Inc. All rights reserved.
S-6401 W (5/07)
PART II.
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 13. Other Expenses of Issuance and Distribution
The expenses of the issuance and distribution of the interests in the
RiverSource Account MGA (previously IDS Life Account MGA) of RiverSource Life
Insurance Company (previously IDS Life Insurance Company) to be registered,
other than commissions on sales of the Contracts, are to be borne by the
registrant.
Item 14. Indemnification of Directors and Officers
The amended and restated By-Laws of the depositor provide that the depositor
will indemnify, to the fullest extent now or hereafter provided for or permitted
by law, each person involved in, or made or threatened to be made a party to,
any action, suit, claim or proceeding, whether civil or criminal, including any
investigative, administrative, legislative, or other proceeding, and including
any action by or in the right of the depositor or any other corporation, or any
partnership, joint venture, trust, employee benefit plan, or other enterprise
(any such entity, other than the depositor, being hereinafter referred to as an
"Enterprise"), and including appeals therein (any such action or process being
hereinafter referred to as a "Proceeding"), by reason of the fact that such
person, such person's testator or intestate (i) is or was a director or officer
of the depositor, or (ii) is or was serving, at the request of the depositor, as
a director, officer, or in any other capacity, or any other Enterprise, against
any and all judgments, amounts paid in settlement, and expenses, including
attorney's fees, actually and reasonably incurred as a result of or in
connection with any Proceeding, except as provided below.
No indemnification will be made to or on behalf of any such person if a judgment
or other final adjudication adverse to such person establishes that such
person's acts were committed in bad faith or were the result of active and
deliberate dishonesty and were material to the cause of action so adjudicated,
or that such person personally gained in fact a financial profit or other
advantage to which such person was not legally entitled. In addition, no
indemnification will be made with respect to any Proceeding initiated by any
such person against the depositor, or a director or officer of the depositor,
other than to enforce the terms of this indemnification provision, unless such
Proceeding was authorized by the Board of Directors of the depositor. Further,
no indemnification will be made with respect to any settlement or compromise of
any Proceeding unless and until the depositor has consented to such settlement
or compromise.
The depositor may, from time to time, with the approval of the Board of
Directors, and to the extent authorized, grant rights to indemnification, and to
the advancement of expenses, to any employee or agent of the depositor or to any
person serving at the request of the depositor as a director or officer, or in
any other capacity, of any other Enterprise, to the fullest extent of the
provisions with respect to the indemnification and advancement of expenses of
directors and officers of the depositor.
Insofar as indemnification for liability arising under the Securities Act of
1933 (the "Act") may be permitted to directors, officers and controlling persons
of the depositor or the registrant pursuant to the foregoing provisions, or
otherwise, the registrant has been advised that in the opinion of the Securities
and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event that a claim
for indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
Item 15. Recent Sales of Unregistered Securities
Not Applicable.
Item 16. (A) Exhibits
1. Form of Principal Underwriter Agreement for RiverSource Life
Insurance Company Variable Annuities and Variable Life
Insurance filed electronically as Exhibit 3.1 to the
Initial Registration Statement on Form N-4 for RiverSource
Variable Annuity Account (previously American Enterprise
Variable Annuity Account), RiverSource Signature(SM) Select
Variable Annuity and RiverSource Signature(SM) Variable
Annuity, on or about Jan. 2, 2007, is incorporated by
reference.
2.1 Articles of Merger of IDS Life Insurance Company and American
Enterprise Life Insurance Company dated March 16, 2006, is
filed electronically herewith.
2.2 Articles of Merger of IDS Life Insurance Company and American
Partners Life Insurance Company dated March 17, 2006, is
filed electronically herewith.
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 Certificate of Amendment of Certificate of
Incorporation of IDS Life Insurance Company dated June 22,
2006, filed electronically as Exhibit 27(f)(1) to
Post-Effective Amendment No. 28 to Registration Statement
No. 333-69777 is incorporated by reference.
3.3 Copy of Amended and Restated By-Laws of RiverSource Life
Insurance Company filed electronically as Exhibit 27(f)(2)
to Post-Effective Amendment No. 28 to Registration Statement
No. 333-69777 is incorporated by reference.
3.4 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.
3.5 Unanimous Written Consent of the Board of Directors In
Lieu of a Meeting for IDS Life Insurance Company, adopted
Dec. 8, 2006 for the Re-designation of the Separate Accounts
to Reflect Entity Consolidation and Rebranding filed
electronically as Exhibit 27(a)(6) to Post-Effective
Amendment No. 28 to Registration Statement No. 333-69777 is
incorporated by reference.
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 4.5 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.
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 Form of Traditional IRA or SEP-IRA Annuity Endorsement (form
131061) filed electronically as Exhibit 4.14 to Post-Effective
Amendment No. 17 to Registration Statement No. 33-28976 is
incorporated herein by reference.
4.15 Form of Roth IRA Annuity Endorsement (form 131062) filed
electronically as Exhibit 4.15 to Post-Effective Amendment No.
17 to Registration Statement No. 33-28976 is incorporated
herein by reference.
4.16 Form of Simple IRA Annuity Endorsement (form 131063) filed
electronically as Exhibit 4.13 to Post-Effective Amendment
No. 14 to Registration Statement No. 333-79311, is
incorporated by reference.
4.17 Form of TSA Endorsement (form 131068), filed electronically
as Exhibit 4.17 to Post-Effective Amendment No. 2 to
Registration Statement No. 333-79311, is incorporated by
reference.
4.18 Form of Deferred Annuity Contract for Retirement Advisor
Advantage Plus (form 1043A) filed electronically as Exhibit
4.15 to IDS Life Variable Account 10 Post-Effective Amendment
No. 21 to Registration Statement No. 333-79311, filed on or
about Jan. 23, 2004, is incorporated by reference.
4.19 Form of Deferred Annuity Contract for Retirement Advisor
Select Plus (form 131041A) filed electronically as Exhibit
4.16 to IDS Life Variable Account 10 Post-Effective Amendment
No. 21 to Registration Statement No. 333-79311, filed on or
about Jan. 23, 2004, is incorporated by reference.
4.20 Form of Guarantee Period Accounts Rider filed electronically
as Exhibit 4.24 to IDS Life Variable Account 10 Post-Effective
Amendment No. 25 to Registration Statement No. 333-79311,
filed on or about June 2, 2004, is incorporated by reference.
4.21 Form of Deferred Annuity Contract for RiverSource Retirement
Advisor 4 Advantage (form 131101) filed electronically as
Exhibit 4.17 to IDS Life Variable Account 10 Post-Effective
Amendment No. 40 to Registration Statement No. 333-79311,
filed on or about June 5, 2006, is incorporated by reference.
4.22 Form of Deferred Annuity Contract for RiverSource Retirement
Advisor 4 Select Variable Annuity (form 131102) filed
electronically as Exhibit 4.18 to IDS Life Variable Account 10
Post-Effective Amendment No. 40 to Registration Statement No.
333-79311, filed on or about June 5, 2006 is incorporated by
reference.
4.23 Form of Deferred Annuity Contract for RiverSource Retirement
Advisor Access Variable Annuity (form 131103) filed
electronically as Exhibit 4.19 to IDS Life Variable Account 10
Post-Effective Amendment No. 40 to Registration Statement No.
333-79311, filed on or about June 5, 2006 is incorporated by
reference.
5. Opinion of Counsel regarding legality of Contracts is filed
electronically herewith.
6.-20. Not Applicable.
21. Copy of List of Subsidiaries filed electronically as Exhibit
22 to Post-Effective Amendment No. 8 to Registration Statement
No. 33-28976 is incorporated herein by reference.
22. Not Applicable.
23. Consent of Independent Registered Public Accounting Firm is
filed electronically herewith.
24. Power of Attorney to sign Amendments to this Registration
Statement, dated Jan. 2, 2007 is filed electronically
herewith.
25.-99. Not Applicable
Item 17. Undertakings
A. The Registrant undertakes:
(1) to file, during any period in which offers or sales are being
made, a post-effective amendment to this Registration
Statement:
(i) to include any prospectus required by Section
10(a)(3) of the Securities Act of 1933,
(ii) to reflect in the prospectus any facts or events
arising after the effective date of the Registration
Statement (or the most recent post-effective
amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the
information set forth in the Registration Statement,
(iii) to include any material information with respect to
the plan of distribution not previously disclosed in
the Registration Statement or any material change to
such information in the Registration Statement,
(2) that, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment
shall be deemed to be a new Registration Statement relating to
the securities offered therein, and the offering of such
securities at that time may be deemed to be the initial bona
fide offering thereof,
(3) that all post-effective amendments will comply with the
applicable forms, rules and regulations of the Commission in
effect at the time such post-effective amendments are filed,
and
(4) to remove from registration by means of a post-effective
amendment any of the securities being registered which remain
unsold at the termination of the offering.
B. The Registrant represents that it is relying upon the no-action assurance
given to the American Council of Life Insurance (pub. avail. Nov. 28,
1988). Further, the Registrant represents that it has complied with the
provisions of paragraphs (1) - (4) of the no-action letter.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant,
RiverSource Life Insurance Company has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized in
the City of Minneapolis, and State of Minnesota on the 24th day of April,
2007.
RiverSource Life Insurance Company
---------------------------------------
(Registrant)
By /s/ Timothy V. Bechtold*
------------------------------------
Timothy V. Bechtold
President
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities indicated
on the 24th day of April, 2007.
Signature Title
/s/ Gumer C. Alvero* Director and Executive Vice
- ------------------------------------ President - Annuities
Gumer C. Alvero
/s/ Timothy V. Bechtold* Director and President
- ------------------------------------
Timothy V. Bechtold
/s/ Brian J. McGrane* Director, Executive Vice
- ------------------------------------ President and Chief Financial
Brian J. McGrane Officer
/s/ Kevin E. Palmer* Director, Vice President and
- ------------------------------------ Chief Actuary
Kevin E. Palmer
/s/ Mark E. Schwarzmann* Chairman of the Board and
- ------------------------------------ Chief Executive Officer
Mark E. Schwarzmann (Chief Executive Officer)
/s/ Bridget M. Sperl* Executive Vice President -
- ------------------------------------ Client Services
Bridget M. Sperl
/s/ David K. Stewart* Vice President and Controller
- ------------------------------------ (Principal Accounting Officer)
David K. Stewart
* Signed pursuant to Power of Attorney dated Jan. 2, 2007 filed
electronically herewith as Exhibit 24 to Registrant's Post-Effective
Amendment No. 8, by:
/s/ Rodney J. Vessels
- ----------------------
Rodney J. Vessels
Assistant General Counsel