Supplement Dated December 6, 1999*
                   to the prospectus Dated September 15, 1999
         of the American Express Retirement Advisor Variable AnnuitySM
                                S-6467 A (9/99)


The following information applies to contracts purchased in the state of Oregon.

1.   The following bullet point is added to the "The Contract in Brief" section
     of the prospectus under the "Buying Your Contract" heading:

     o Purchase payments are limited and may not be paid after the third
       contract anniversary.

2.   The following sentence is added to the "Buying Your Contract" section of
     the prospectus under the "Purchase payments" heading:

     Purchase payments are limited and may not be paid after the third contract
     anniversary.

3.   The following bullet point is added to the "Charges" section of the
     prospectus under the "Waiver of surrender charges" heading:

     o amounts surrendered after the tenth contract anniversary.

4.   The ten-year surrender charge schedule is not available under contracts
     purchased in Oregon. Any reference in this prospectus to the ten-year
     surrender schedule, and any contract features or benefits associated with
     the ten-year surrender charge schedule, are deleted. In addition, contracts
     purchased in Oregon are only eligible for a 1% purchase payment credit if
     the initial purchase payment is at least $100,000. Please see p. 30 of the
     prospectus for additional information.











S-6467-41 A (12/99)
*Valid until next prospectus update.