Ameriprise Financial Supplemental Retirement Plan

AMERIPRISE FINANCIAL SUPPLEMENTAL RETIREMENT PLAN

Restated as Amended Through January 1, 2007

I. HISTORY AND EFFECTIVE DATES OF THE PLAN

A. History and Purpose

The Ameriprise Financial Supplemental Retirement Plan (the "Plan") was adopted by Ameriprise Financial, Inc. effective October 1, 2005. The Plan is hereby amended and restated in its entirety effective January 1, 2007. The Plan is intended to supplement retirement benefits provided under the Ameriprise Financial Retirement Plan, the Ameriprise Financial 401(k) Plan (for pay periods ending prior to December 31, 2006), and any other retirement and savings plans sponsored by the Company, for a select group of management or highly compensated individuals. The Plan is intended to be and shall be construed and operated as a "top-hat plan" under Sections 201(2), 301(a)(3), and 401(a)(1) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and Section 2520.104-23 of the United States Department of Labor Regulations.

B. Effective Date

This Ameriprise Financial Supplemental Retirement Plan became effective October 1, 2005.

Effective as of the close of business on September 30, 2005, the American Express Company effectuated the distribution of all of the outstanding securities of Ameriprise Financial, Inc. to the shareholders of the American Express Company in a tax-free spin-off under the Code (the "Spin-Off"). On that date, the Company ceased to be a participating employer in the American Express Company92s tax-qualified retirement plans and the components of such plans covering Company participants were transferred to new plans established by the Company in a transaction that complied with Section 414(l) of the Code. In connection with this transaction, the component of the American Express Company Supplemental Retirement Plan (the "AXP Plan") covering Company participants was similarly transferred to the Company. Effective as of the close of business on September 30, 2005, the Company and its subsidiaries ceased to be participating companies, and employees and retirees of the Company and its subsidiaries ceased to be participants, in the AXP Plan.

The Plan is hereby amended to discontinue contributions to Participants in excess of the limits under the 401(k) Plan for pay periods ending on or after January 1, 2007, and to reflect certain other design changes.






C. Transition Rules

(1) Opening Account Balances and Participation. Unless otherwise expressly set forth herein, the account balance as of the close of business on September 30, 2005 of any individual who had accumulated benefits under the AXP Plan, the responsibility for which was transferred to the Company pursuant to the Employee Benefits Agreement by and between the American Express Company and the Company (the "EBA"), shall be the account balance such Participant had in the AXP Plan immediately before the Spin-Off. For purposes of this transition rule only, "Participant" shall include individuals with accrued benefits under the AXP Plan, the responsibility for which was transferred to the Company under the EBA. A Participant who became an Employee of the Company and Participant under the Plan shall accrue benefits and receive distributions of such benefits, including benefits accrued under the AXP Plan, as set forth below in the Plan. A Participant who had accrued benefits under the AXP Plan, but did not become an Employee of the Company accruing additional benefits under the Plan, shall have benefits solely as set forth in, and shall receive payments from the Company solely in accordance with, the terms of the AXP Plan as in effect on September 30, 2005.

(2) Plan Elections and Designations. Notwithstanding anything herein to the contrary and in accordance with the requirements of the EBA, all beneficiary designations, deferral election forms, investment elections, payment form elections, and qualified domestic relations orders creating rights for alternate payees in effect under the AXP Plan as of September 30, 2005 shall be deemed to be effective with respect to the Plan. For purposes of this Section, investment elections relating to the American Express Company Stock Fund under the AXP Plan shall be deemed to apply to the Company Stock Fund under the Plan.

(3) Calculation of Limitations. Notwithstanding anything herein to the contrary, for purposes of calculating the Section 415 Limitations and the Section 401(a)(17) Limitation, compensation and benefits accrued under the AXP Plan (and the underlying AXP qualified retirement plans) and/or while a Participant was employed by the American Express Company or its affiliates during 2005 shall be taken into consideration under the Plan for the 2005 Plan Year.

II. DEFINITIONS

As used in the Plan, the following terms have the meanings indicated below:

A. "Administrator" means the Compensation and Benefits Committee, including any individual(s) to whom the Compensation and Benefits Committee delegates authority under the Plan, or such other committee or individual(s) authorized to act as the Administrator by the Compensation and Benefits Committee.

B. "Affiliate" means any corporation or other trade or business under common control with the Company, as further defined in the Company92s Qualified Retirement Plans.

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C. "Beneficiary" means the individual or entity designated by the Participant in accordance with procedures established by the Administrator to receive benefits under the Plan in the event of the Participant92s death.

D. "Change in Control" has the meaning given such term in the Ameriprise Financial 2005 Incentive Compensation Plan, as amended.

E. "Code" means the Internal Revenue Code of 1986, as amended, together with official interpretations, guidance, or regulations issued thereunder.

F. "Company" means Ameriprise Financial, Inc. and any of its subsidiaries and Affiliates which have become participating employers in a Qualified Retirement Plan.

G. "Compensation" means, with respect to excess benefits calculated with reference to a particular Qualified Retirement Plan, "Compensation" as defined in the applicable Qualified Retirement Plan, as the context implies, provided that the Compensation and Benefits Committee may, in its discretion, designate additional or different items, such as the value of certain equity awards, as Compensation for purposes of one or more of the benefits provided under the Plan.

H. "Compensation and Benefits Committee" means the Compensation and Benefits Committee of Ameriprise Financial, Inc.92s Board of Directors, or such successor committee as may be designated by Ameriprise Financial, Inc.92s Board of Directors.

I. "Deferral Plan" means the Ameriprise Financial Deferred Compensation Plan, or any similar or successor non-qualified plan for the deferral of compensation in accordance with Section 409A.

J. "Defined Termination" has the meaning given such term in the Senior Executive Severance Plan.

K. "Employee" means an elected or appointed officer of the Company or any other individual the Administrator identifies as an employee of the Company, and whose compensation is reported on a Form W-2, regardless of whether the use of such form is subsequently determined to be erroneous.

L. "Insiders" means such Participants who are or may be required to file reports under Section 16(a) of the Securities Exchange Act of 1934, as amended, with respect to equity securities of Ameriprise Financial, Inc.

M. "401(k) Plan" means the Ameriprise Financial 401(k) Plan, as amended.

N. "Participant" means an eligible Employee who accrues benefits under the Plan.

O. "Plan Year" means the calendar year with reference to which benefits are determined under the Plan.

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P. "Qualified Retirement Plan" means the Retirement Plan and the 401(k) Plan, as the context may imply.

Q. "Retirement Plan" means the Ameriprise Financial Retirement Plan, as amended.

R. "Section 401(a)(17) Limitation" refers to the limitation on the dollar amount of Compensation which may be taken into account under the Qualified Retirement Plans under Section 401(a)(17) of the Code.

S. "Section 409A" means Section 409A of the Code, as amended, together with official interpretations, guidance, or regulations issued thereunder.

T. "Section 415 Limitations" refer to the limitations on benefits for defined benefit pension plans and defined contribution plans which are imposed by Section 415 of the Code.

U. "Senior Executive Severance Plan" means the Ameriprise Financial Senior Executive Severance Plan, as amended.

III. ADMINISTRATION

A. The Plan shall be administered by the Administrator. The Administrator shall have full power, authority and discretion to interpret, construe and administer the Plan, and such interpretation and construction thereof and actions taken thereunder shall be binding on all persons for the purposes so stated by the Administrator.

B. The Administrator may correct any defect, supply any omission or reconcile any inconsistency in the Plan in the manner and to the extent the Administrator deems necessary or desirable. Any decision of the Administrator in the administration of the Plan shall be final and conclusive and binding upon all Participants and Beneficiaries.

IV. ELIGIBILITY TO PARTICIPATE IN THE PLAN

A. Participation in the Plan shall be limited to Employees who meet the requirements of Section IV(B)(1) and (2) below, and shall automatically occur for such Employees, provided that the Administrator may designate, on a case-by-case basis, Employees or categories of Employees who shall not be eligible to participate in all or any portion of the Plan.

B. To become a Participant in the Plan, an Employee must:

(1) be a participant under a Qualified Retirement Plan maintained by the Company. Participation by an Employee in a Qualified Retirement Plan shall be determined pursuant to and in accordance with the eligibility criteria applicable under such Qualified Retirement Plan; and

(2) for the relevant Plan Year:

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(a) be credited with Compensation earned from the Company in an amount in excess of the applicable Code Section 401(a)(17) Limitation or accrue benefits under a Qualified Retirement Plan in excess of the Section 415 Limitation; or

(b) have deferred Compensation under a Deferral Plan and be classified as a level " Grade Band 50" personnel or greater (as such classification is defined by the Compensation and Benefits Committee from time-to-time); provided, however, that the Compensation and Benefits Committee may, in its sole discretion, set a different required pay level or grade for participation in the Plan.

V. BENEFITS UNDER THE PLAN

A. Benefits Under the Retirement Plan

For purposes of this Section V(A), capitalized terms not otherwise defined herein shall have the same meaning set forth in the Retirement Plan.

(1) Benefits in Excess of Limits Under the Retirement Plan

(a) If a Participant is a participant under the Retirement Plan, other than a terminated participant, the Company shall establish a book reserve account to be determined as follows:

(i) Initial Book Reserve Account Balance. A Participant92s initial book reserve account balance shall be zero unless the Participant was a participant in the AXP Plan. A Participant who was a participant in the AXP Plan shall have an initial book reserve account balance equal to his or her book reserve account balance in the AXP Plan on September 30, 2005.

(ii) Contribution Credits. There shall be credited to a Participant92s book reserve account, in accordance with Section V(D), an amount equal to the excess, if any, of: (x) the Contribution Credits that would have been credited to a Participant92s Defined Benefit Account Balance under the Retirement Plan for the Plan Year if the Plan92s definition of Compensation was used, the Section 401(a)(17) Limitation was ignored, and the Participant had not elected or been required to defer the receipt of any Compensation through non-qualified deferrals pursuant to a Deferral Plan, over (y) the actual Contribution Credits credited to the Participant92s Defined Benefit Account Balance under the Retirement Plan for the Plan Year. In the event a Participant terminates from service as a result of a disability, as determined under the Retirement Plan, this Section V(A)(1)(ii) will apply as if the Section 401(a)(17)

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Limitation and Section 415 Limitations applied to the deemed Compensation considered by the Retirement Plan.

(b) Certain Participants, as determined by the Company in its sole discretion, may be deemed to have rendered five (5) additional Years of Service under the Plan. For each such Participant, subject to such terms and conditions as the Company may impose upon such benefits by special agreement with such Participant (in the event of a conflict with this paragraph, such special agreement shall control), an additional amount shall be credited to the Participant92s book reserve account equal to the excess, if any of: (x) the total cumulative Contribution Credits that would have been credited to the Participant92s book reserve account under Section V(A)(1)(a) had the Participant rendered such additional Years of Service under the Retirement Plan, over (y) the actual total cumulative Contribution Credits credited to the Participant92s book reserve account under Section V(A)(1)(a) as of the date the Employee is eligible for such benefits under the Plan. Subject to the terms of the special agreement with each such Participant, such amounts shall be calculated and credited in accordance with Section V(D) under procedures to be determined from time to time by the Administrator and consistently applied to similarly situated Employees. Unless otherwise determined by the Administrator or agreed in a special agreement with the Participant, amounts credited under this Section V(A)(1)(b) shall be subject to five (5) year vesting, and such amounts shall be forfeited by the Participant if the Participant92s service with the Company terminates for any reason other than death or disability (as defined in the Retirement Plan) before five (5) years of actual service have been rendered to the Company by such Participant.

(c) The formula of the benefits for a Plan Year under this Section V(A)(1) shall be determined by the Administrator and applied in a uniform manner for all similarly situated Employees.

(2) Benefits Restricted to Vested Portion

The benefits credited under this Section V(A) at the time of distribution to a Participant shall be restricted to a Participant92s vested portion. Unless otherwise expressly provided in the Plan, a Participant92s vested portion shall be determined under the vesting provisions of the Retirement Plan. Any non-vested portion of amounts credited to a Participant hereunder shall be forfeited.

(3) Additional Accounts

The Administrator may, in its sole and exclusive discretion, establish additional book reserve accounts from time to time. The procedures to reflect and credit increases, decreases, interest, dividends, and other income, gains and losses shall be determined by the Administrator in its sole and exclusive discretion.

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B. Benefits in Excess of Limits Under the 401(k) Plan

For purposes of this Section V(B), capitalized terms not otherwise defined herein shall have the same meaning set for ...