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Proc-Type: 2001,MIC-CLEAR
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As filed with the Securities and Exchange
Registration No. 333-09515
Commission on August 15, 2008
Registration No. 811-02512
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4 |
Post-Effective Amendment No. 24 to REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 and Amendment to |
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |
Variable Annuity Account B (Exact Name of Registrant) of |
ING LIFE INSURANCE AND ANNUITY COMPANY (Name of Depositor) One Orange Way Windsor, Connecticut 06095-4774 (860) 580-4646 (Address and Telephone Number of Depositors Principal Office) |
Michael A. Pignatella ING One Orange Way Windsor, Connecticut 06095-4774 (860) 580-2831 (Name and Address of Agent for Service of Process) |
Copy to: John S. (Scott) Kreighbaum, Esq. ING 1475 Dunwoody Drive West Chester, PA 19380-1478 (610) 425-3404 |
Approximate Date of Proposed Public Offering: As soon as practical after the effective date of the Registration Statement It is proposed that this filing will become effective: |
[ | ] | immediately upon filing pursuant to paragraph (b) of Rule 485 | ||
[ X ] | on September 8, 2008 pursuant to paragraph (b) of Rule 485 |
If appropriate, check the following box: [ ] This post-effective amendment designates a new effective date for a previously filed post-effective amendment. Title of Securities Being Registered: Fixed or Variable Group or Individual Immediate Annuity Contract |
EXPLANATORY NOTE: Each of the Prospectus and Statement of Additional Information, dated April 28, 2008 and as supplemented, is incorporated into Parts A and B, respectively, of this amendment by reference to Post-Effective Amendment No. 23 to this Registration Statement, as filed on April 11, 2008 (Accession No. 0000836687-08-000175). This amendment further supplements the prospectus and does not otherwise delete, amend, or supersede any other information in this registration statement, as previously amended, including exhibits and undertaking. |
SUPPLEMENT Dated August 15, 2008 |
To The Prospectus Dated April 28, 2008 For |
ING Income Annuity |
Issued By ING Life Insurance and Annuity Company |
Through Its Variable Annuity Account B |
This supplement updates the prospectus and is also notice of reorganization of one of the investment portfolios available under your variable annuity contract, effective September 8, 2008. Please read it carefully and keep it with your copy of the prospectus for future reference. If you have any questions, please call our Customer Contact Center at 1-800-366-0066. The following investment portfolio is now available. Information about it is hereby added to Appendix II Description of Underlying Funds (and its name is hereby added to the list of available investment portfolios towards the front of the prospectus). |
Fund Name and | ||
Investment Adviser/Subadviser | Investment Objective | |
|
| |
ING Partners, Inc. | ||
7337 E. Doubletree Ranch Road, Scottsdale, AZ 85258 | ||
|
| |
ING Pioneer High Yield Portfolio | Seeks to maximize total return through income and capital | |
(Initial Class) | appreciation. | |
Investment Adviser: Directed Services LLC | ||
Investment Subadviser: Pioneer Investment | ||
Management, Inc. |
IMPORTANT INFORMATION REGARDING REORGANIZATION |
On March 27, 2008, the Board of Trustees of the ING VP High Yield Bond Portfolio (Class I) approved a proposal to reorganize the ING VP High Yield Bond Portfolio (Class I) with and into the ING Pioneer High Yield Portfolio (Initial Class), which was approved at a special meeting of shareholders on July 29, 2008. After the close of business on September 5, 2008, the following Disappearing Portfolio will reorganize into and become part of the following Surviving Portfolio: |
Disappearing Portfolio | Surviving Portfolio | |
|
| |
ING VP High Yield Bond Portfolio (Class I) | ING Pioneer High Yield Portfolio (Initial Class) | |
|
|
Accordingly, all references to the Disappearing Portfolio in the Prospectus are hereby deleted. Unless you provide us with alternative allocation instructions, all future allocations directed to the Disappearing Portfolio after the date of the reorganization will be automatically allocated to the Surviving Portfolio. You may give us alternative allocation instructions at any time by contacting our Customer Contact Center at 1-800-366-0066. |
IncAnn 150763 | 1 | 08/08 |
PART C - OTHER INFORMATION |
Item 24. Financial Statements and Exhibits: | ||||
(a) Financial Statements: | ||||
(1) | Incorporated by reference in Part A: | |||
Condensed Financial Information | ||||
(2) | Incorporated by reference in Part B: | |||
Consolidated Financial Statements of ING Life Insurance and Annuity Company: | ||||
- | Report of Independent Registered Public Accounting Firm | |||
- | Consolidated Statements of Operations for the years ended December 31, 2007, | |||
2006 and 2005 | ||||
- | Consolidated Balance Sheets as of December 31, 2007 and 2006 | |||
- | Consolidated Statements of Changes in Shareholders Equity for the years ended | |||
December 31, 2007, 2006 and 2005 | ||||
- | Consolidated Statements of Cash Flows for the years ended December 31, 2007, | |||
2006 and 2005 | ||||
- | Notes to Consolidated Financial Statements | |||
Financial Statements of Variable Annuity Account B: | ||||
- | Report of Independent Registered Public Accounting Firm | |||
- | Statements of Assets and Liabilities as of December 31, 2007 | |||
- | Statements of Operations for the year ended December 31, 2007 | |||
- | Statements of Changes in Net Assets for the years ended December 31, 2007 and | |||
2006 | ||||
- | Notes to Financial Statements | |||
(b) Exhibits: | ||||
(1) | Resolution establishing Variable Annuity Account B · Incorporated by reference to | |||
Post-Effective Amendment No. 6 to Registration Statement on Form N-4 (File No. | ||||
33-75986), as filed on April 22, 1996. | ||||
(2) | Not applicable. | |||
(3.1) | Standard Form of Broker-Dealer Agreement · Incorporated by reference to Post- | |||
Effective Amendment No. 32 to Registration Statement on Form N-4 (File No. 33- | ||||
81216), as filed on April 11, 2006. | ||||
(3.2) | Underwriting Agreement dated November 17, 2000 between Aetna Life Insurance | |||
and Annuity Company and Aetna Investment Services, LLC · Incorporated by | ||||
reference to Pre-Effective Amendment No. 1 to Registration Statement on Form N- | ||||
(File No. 333-49176), as filed on November 30, 2000. | ||||
(3.3) | Confirmation of Underwriting Agreement · Incorporated by reference to Post- | |||
Effective Amendment No. 32 to Registration Statement on Form N-4 (File No. 33- | ||||
81216), as filed on April 11, 2006. | ||||
(3.4) | Form of Rule 22c-2 Agreement · Incorporated herein by reference to Post-Effective | |||
Amendment No. 10 to Registration Statement on Form N-4 (File Nos. 333-115515), | ||||
as filed on April 12, 2007. | ||||
(4.1) | Variable Annuity Contract (A050SP96) · Incorporated by reference to Registration | |||
Statement on Form N-4 (File No. 333-09515), as filed on August 2, 1996. | ||||
(4.2) | Variable Annuity Contract (A050SP99) · Incorporated by reference to Post-Effective | |||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||||
filed on April 20, 1999. |
(4.3) | Endorsement SPIAE99 to Variable Annuity Contract A050SP99 · Incorporated by | |
reference to Post-Effective Amendment No. 7 to Registration Statement on Form N- | ||
4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.4) | Endorsement SPIAE-01 to Variable Annuity Contract A050SP99 · Incorporated by | |
reference to Post-Effective Amendment No. 13 to Registration Statement on Form | ||
N-4 (File No. 333-09515), as filed on April 18, 2001. | ||
(4.5) | Endorsement SPIAEVW99 to Variable Annuity Contract A050SP99 · Incorporated | |
by reference to Post-Effective Amendment No. 7 to Registration Statement on Form | ||
N-4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.6) | Endorsement SPIAEW99 to Variable Annuity Contract A050SP99 · Incorporated by | |
reference to Post-Effective Amendment No. 7 to Registration Statement on Form N- | ||
4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.7) | Endorsement SPIAEVPG99 to Variable Annuity Contract A050SP99 · Incorporated | |
by reference to Post-Effective Amendment No. 7 to Registration Statement on Form | ||
N-4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.8) | Endorsement SPIAEVMI-01 to Variable Annuity Contract A050SP99 · Incorporated | |
by reference to Post-Effective Amendment No. 13 to Registration Statement on | ||
Form N-4 (File No. 333-09515), as filed on April 18, 2001. | ||
(4.9) | Endorsement E401SP96 to Variable Annuity Contract A050SP99 · Incorporated by | |
reference to Post-Effective Amendment No. 7 to Registration Statement on Form N- | ||
4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.10) | Endorsement E403SP96 to Variable Annuity Contract A050SP99 · Incorporated by | |
reference to Post-Effective Amendment No. 7 to Registration Statement on Form N- | ||
4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.11) | Endorsement SPIA457-99 to Variable Annuity Contract A050SP99 · Incorporated | |
by reference to Post-Effective Amendment No. 7 to Registration Statement on Form | ||
N-4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.12) | Variable Annuity Contract (SPIA(GR)99) · Incorporated by reference to Post- | |
Effective Amendment No. 7 to Registration Statement on Form N-4 (File No. 333- | ||
09515), as filed on April 20, 1999. | ||
(4.13) | Variable Annuity Contract Certificate (SPIA(GR)-99CERT) · Incorporated by | |
reference to Post-Effective Amendment No. 7 to Registration Statement on Form N- | ||
4 (File No. 333-09515), as filed on April 20, 1999. | ||
(4.14) | Endorsement SPIAE(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. | ||
(4.15) | Endorsement SPIAEVW(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. | ||
(4.16) | Endorsement SPIAEW(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. | ||
(4.17) | Endorsement SPIAEVPG(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. |
(4.18) | Endorsement SPIAE401(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. | ||
(4.19) | Endorsement SPIAE403(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. | ||
(4.20) | Endorsement SPIAE457(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. | ||
(4.21) | Endorsement SPIAEIRA(GR)99 to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)-99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 7 to Registration Statement on Form N-4 (File No. 333-09515), as | ||
filed on April 20, 1999. | ||
(4.22) | Endorsement EEGTRRA-HEG(01) to Variable Annuity Contract SPIA(GR)99 and | |
Certificate SPIA(GR)99CERT · Incorporated by reference to Post-Effective | ||
Amendment No. 22 to Registration Statement on Form N-4 (File No. 33-81216), as | ||
filed on February 15, 2002. | ||
(4.23) | Endorsements ENMCHG (05/02) and ENMCHGI (05/02) for name change · | |
Incorporated by reference to Post-Effective Amendment No. 30 to Registration | ||
Statement on Form N-4 (File No. 33-75962), as filed on April 8, 2002. | ||
(5.1) | Variable Annuity Contract Application (82941 (2/99)) · Incorporated by reference to | |
Post-Effective Amendment No. 7 to Registration Statement on Form N-4 (File No. | ||
333-09515), as filed on April 20, 1999. | ||
(5.2) | Variable Annuity Contract Application for New York (82950 (2/99)) · Incorporated | |
by reference to Post-Effective Amendment No. 7 to Registration Statement on Form | ||
N-4 (File No. 333-09515), as filed on April 20, 1999. | ||
(6.1) | Restated Certificate of Incorporation (amended and restated as of January 1, 2002) of | |
ING Life Insurance and Annuity Company (formerly Aetna Life Insurance and | ||
Annuity Company) · Incorporated by reference to ING Life Insurance and Annuity | ||
Company annual report on Form 10-K (File No. 33-23376), as filed on March 28, | ||
2002. | ||
(6.2) | Amended and Restated By-Laws of ING Life Insurance and Annuity Company, | |
effective January 1, 2005 · Incorporated by reference to the ILIAC 10-Q, as filed on | ||
May 13, 2005 (File No. 033-23376, Accession No. 0001047469-05-014783). | ||
(7) | Not applicable. | |
(8.1) | Fund Participation Agreement dated June 30, 1998 by and among AIM Variable | |
Insurance Funds, Inc., A I M Distributors, Inc. and Aetna Life Insurance and | ||
Annuity Company · Incorporated by reference to Pre-Effective Amendment No. 1 to | ||
Registration Statement on Form N-4 (File No. 333-56297), as filed on August 4, | ||
1998. | ||
(8.2) | Amendment No. 1 dated October 1, 2000 to Participation Agreement dated June 30, | |
1998 by and among AIM Variable Insurance Funds (formerly AIM Variable | ||
Insurance Funds, Inc.), A I M Distributors, Inc. and Aetna Life Insurance and | ||
Annuity Company · Incorporated by reference to Post-Effective Amendment No. 24 | ||
to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 13, | ||
2001. |
(8.3) | First Amendment dated November 17, 2000 to Participation Agreement dated June | |
30, 1998 by and among AIM Variable Insurance Funds (formerly AIM Variable | ||
Insurance Funds, Inc.), A I M Distributors, Inc. and Aetna Life Insurance and | ||
Annuity Company · Incorporated by reference to Post-Effective Amendment No. 24 | ||
to Registration Statement on Form N-4 (File No. 333-01107), as filed on April 13, | ||
2001. | ||
(8.4) | Amendment dated July 12, 2002 to Participation Agreement dated as of June 30, | |
1998, as amended on October 1, 2000 and November 17, 2000 by and among AIM | ||
Variable Insurance Funds, A I M Distributors, Inc., Aetna Life Insurance Company | ||
and Annuity Company and Aetna Investment Services, LLC · Incorporated by | ||
reference to Post-Effective Amendment No. 32 to Registration Statement on Form | ||
N-4 (File No. 33-75988), as filed on April 13, 2004. | ||
(8.5) | Rule 22c-2 Agreement dated no later than April 16, 2007 and is effective as of | |
October 16, 2007 between AIM Investment Services, Inc., ING Life Insurance and | ||
Annuity Company, ING National Trust, ING USA Annuity and Life Insurance | ||
Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of | ||
New York, Security Life of Denver Insurance Company and Systematized Benefits | ||
Administrators Inc. · Incorporated by reference to Post-Effective Amendment No. | ||
50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, | ||
2007. | ||
(8.6) | Service Agreement effective June 30, 1998 between Aetna Life Insurance and | |
Annuity Company and AIM Advisors, Inc. · Incorporated by reference to Pre- | ||
Effective Amendment No. 1 to Registration Statement on Form N-4 (File No. 333- | ||
56297), as filed on August 4, 1998. | ||
(8.7) | First Amendment dated October 1, 2000 to the Service Agreement dated June 30, | |
1998 between Aetna Life Insurance and Annuity Company and AIM Advisors, Inc. · | ||
Incorporated by reference to Pre-Effective Amendment No. 1 to Registration | ||
Statement on Form N-4 (File No. 333-49176), as filed on November 30, 2000. | ||
(8.8) | Fund Participation Agreement dated as of May 1, 1998 by and among Aetna Life | |
Insurance and Annuity Company and Aetna Variable Fund, Aetna Variable Encore | ||
Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of | ||
each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its series, | ||
Aetna Variable Portfolios, Inc. on behalf of each of its series, and Aeltus Investment | ||
Management, Inc. · Incorporated by reference to Registration Statement on Form N- | ||
4 (File No. 333-56297), as filed on June 8, 1998. | ||
(8.9) | Amendment dated November 9, 1998 to Fund Participation Agreement dated as of | |
May 1, 1998 by and among Aetna Life Insurance and Annuity Company and Aetna | ||
Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced | ||
VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation | ||
Portfolios, Inc. on behalf of each of its series, Aetna Variable Portfolios, Inc. on | ||
behalf of each of its series, and Aeltus Investment Management, Inc. · Incorporated | ||
by reference to Post-Effective Amendment No. 2 to Registration Statement on Form | ||
N-4 (File No. 333-56297), as filed on December 14, 1998. |
(8.10) | Second Amendment dated December 31, 1999 to Fund Participation Agreement | |
dated as of May 1, 1998 and amended on November 9, 1998 by and among Aetna | ||
Life Insurance and Annuity Company and Aetna Variable Fund, Aetna Variable | ||
Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on | ||
behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its | ||
series, Aetna Variable Portfolios, Inc. on behalf of each of its series and Aeltus | ||
Investment Management, Inc. · Incorporated by reference to Post-Effective | ||
Amendment No. 19 to Registration Statement on Form N-4 (File No. 333-01107), as | ||
filed on February 16, 2000. | ||
(8.11) | Third Amendment dated February 11, 2000 to Fund Participation Agreement dated | |
as of May 1, 1998 and amended on November 9, 1998 and December 31, 1999 by | ||
and among Aetna Life Insurance and Annuity Company and Aetna Variable Fund, | ||
Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna | ||
GET Fund on behalf of each of its series, Aetna Generation Portfolios, Inc. on behalf | ||
of each of its series, Aetna Variable Portfolios, Inc. on behalf of each of its series and | ||
Aeltus Investment Management, Inc. · Incorporated by reference to Post-Effective | ||
Amendment No. 20 to Registration Statement on Form N-4 (File No. 333-01107), as | ||
filed on April 4, 2000. | ||
(8.12) | Fourth Amendment dated May 1, 2000 to Fund Participation Agreement dated as of | |
May 1, 1998 and amended on November 9, 1998, December 31, 1999 and February | ||
11, 2000 by and among Aetna Life Insurance and Annuity Company and Aetna | ||
Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced | ||
VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation | ||
Portfolios, Inc. on behalf of each of its series, Aetna Variable Portfolios, Inc. on | ||
behalf of each of its series and Aeltus Investment Management, Inc. · Incorporated | ||
by reference to Post-Effective Amendment No. 20 to Registration Statement on | ||
Form N-4 (File No. 333-01107), as filed on April 4, 2000. | ||
(8.13) | Fifth Amendment dated February 27, 2001 to Fund Participation Agreement dated as | |
of May 1, 1998 and amended on November 9, 1998, December 31, 1999, February | ||
11, 2000 and May 1, 2000 by and among Aetna Life Insurance and Annuity | ||
Company and Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income | ||
Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, | ||
Aetna Generation Portfolios, Inc. on behalf of each of its series, Aetna Variable | ||
Portfolios, Inc. on behalf of each of its series and Aeltus Investment Management, | ||
Inc. · Incorporated by reference to Post-Effective Amendment No. 24 to Registration | ||
Statement on Form N-4 (File No. 333-01107), as filed on April 13, 2001. | ||
(8.14) | Sixth Amendment dated as of June 19, 2001 to Fund Participation Agreement dated | |
as of May 1, 1998 and amended on November 9, 1998, December 31, 1999, | ||
February 11, 2000, May 1, 2000 and February 27, 2001 among Aetna Life Insurance | ||
and Annuity Company, Aeltus Investment Management, Inc. and Aetna Variable | ||
Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced VP, Inc., | ||
Aetna GET Fund, on behalf of each of its series, Aetna Generations Portfolios, Inc. | ||
on behalf of each of its series, and Aetna Variable Portfolios, Inc. on behalf of each | ||
of its series · Incorporated by reference to Post-Effective Amendment No. 32 to | ||
Registration Statement on Form N-4 (File No. 33-75988), as filed on April 13, 2004. |
(8.15) | Service Agreement effective as of May 1, 1998 between Aeltus Investment | |
Management, Inc. and Aetna Life Insurance and Annuity Company in connection | ||
with the sale of shares of Aetna Variable Fund, Aetna Variable Encore Fund, Aetna | ||
Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its | ||
series, Aetna Generation Portfolios, Inc. on behalf of each of its series, and Aetna | ||
Variable Portfolios, Inc. on behalf of each of its series · Incorporated by reference to | ||
Registration Statement on Form N-4 (File No. 333-56297), as filed on June 8, 1998. | ||
(8.16) | Amendment dated November 4, 1998 and effective as of October 15, 1998 to Service | |
Agreement effective as of May 1, 1998 between Aeltus Investment Management, | ||
Inc. and Aetna Life Insurance and Annuity Company in connection with the sale of | ||
shares of Aetna Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, | ||
Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna | ||
Generation Portfolios, Inc. on behalf of each of its series, and Aetna Variable | ||
Portfolios, Inc. on behalf of each of its series · Incorporated by reference to Post- | ||
Effective Amendment No. 2 to Registration Statement on Form N-4 (File No. 333- | ||
56297), as filed on December 14, 1998. | ||
(8.17) | Second Amendment dated February 11, 2000 to Service Agreement effective as of | |
May 1, 1998 and amended on November 4, 1998 between Aeltus Investment | ||
Management, Inc. and Aetna Life Insurance and Annuity Company in connection | ||
with the sale of shares of Aetna Variable Fund, Aetna Variable Encore Fund, Aetna | ||
Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of each of its | ||
series, Aetna Generation Portfolios, Inc. on behalf of each of its series and Aetna | ||
Variable Portfolios, Inc. on behalf of each of its series · Incorporated by reference to | ||
Post-Effective Amendment No. 20 to Registration Statement on Form N-4 (File No. | ||
333-01107), as filed on April 4, 2000. | ||
(8.18) | Third Amendment dated May 1, 2000 to Service Agreement effective as of May 1, | |
1998 and amended on November 4, 1998 and February 11, 2000 between Aeltus | ||
Investment Management, Inc. and Aetna Life Insurance and Annuity Company in | ||
connection with the sale of shares of Aetna Variable Fund, Aetna Variable Encore | ||
Fund, Aetna Income Shares, Aetna Balanced VP, Inc., Aetna GET Fund on behalf of | ||
each of its series, Aetna Generation Portfolios, Inc. on behalf of each of its series and | ||
Aetna Variable Portfolios, Inc. on behalf of each of its series · Incorporated by | ||
reference to Post-Effective Amendment No. 20 to Registration Statement on Form | ||
N-4 (File No. 333-01107), as filed on April 4, 2000. | ||
(8.19) | Fourth Amendment dated as of June 26, 2001 to Service Agreement with Investment | |
Advisor effective as of May 1, 1998, as amended on November 4, 1998, February | ||
11, 2000 and May 1, 2000 between Aeltus Investment Management, Inc. and Aetna | ||
Life Insurance and Annuity Company in connection with the sale of shares of Aetna | ||
Variable Fund, Aetna Variable Encore Fund, Aetna Income Shares, Aetna Balanced | ||
VP, Inc., Aetna GET Fund on behalf of each of its series, Aetna Generation | ||
Portfolios, Inc. on behalf of each of its series and Aetna Variable Portfolios, Inc. on | ||
behalf of each of its series · Incorporated by reference to Post-Effective Amendment | ||
No. 32 to Registration Statement on Form N-4 (File No. 33-75988), as filed on April | ||
13, 2004. | ||
(8.20) | Fund Participation Agreement dated February 1, 1994 and amended on December | |
15, 1994, February 1, 1995, May 1, 1995, January 1, 1996 and March 1, 1996 | ||
between Aetna Life Insurance and Annuity Company, Variable Insurance Products | ||
Fund and Fidelity Distributors Corporation · Incorporated by reference to Post- | ||
Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 33- | ||
75964), as filed on February 11, 1997. |
(8.21) | Fifth Amendment dated as of May 1, 1997 to the Fund Participation Agreement | |
dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May | ||
1, 1995, January 1, 1996 and March 1, 1996 between Aetna Life Insurance and | ||
Annuity Company, Variable Insurance Products Fund and Fidelity Distributors | ||
Corporation · Incorporated by reference to Post-Effective Amendment No. 30 to | ||
Registration Statement on Form N-4 (File No. 33-34370), as filed on September 29, | ||
1997. | ||
(8.22) | Sixth Amendment dated as of November 6, 1997 to the Fund Participation | |
Agreement dated February 1, 1994 and amended on December 15, 1994, February 1, | ||
1995, May 1, 1995, January 1, 1996, March 1, 1996 and May 1, 1997 between Aetna | ||
Life Insurance and Annuity Company, Variable Insurance Products Fund and | ||
Fidelity Distributors Corporation · Incorporated by reference to Post-Effective | ||
Amendment No. 16 to Registration Statement on Form N-4 (File No. 33-75964), as | ||
filed on February 9, 1998. | ||
(8.23) | Seventh Amendment dated as of May 1, 1998 to the Fund Participation Agreement | |
dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May | ||
1, 1995, January 1, 1996, March 1, 1996, May 1, 1997 and November 6, 1997 | ||
between Aetna Life Insurance and Annuity Company, Variable Insurance Products | ||
Fund and Fidelity Distributors Corporation · Incorporated by reference to | ||
Registration Statement on Form N-4 (File No. 333-56297), as filed on June 8, 1998. | ||
(8.24) | Eighth Amendment dated December 1, 1999 to Fund Participation Agreement dated | |
February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, | ||
1995, January 1, 1996, March 1, 1996, May 1, 1997, November 6, 1997 and May 1, | ||
1998 between Aetna Life Insurance and Annuity Company, Variable Insurance | ||
Products Fund and Fidelity Distributors Corporation · Incorporated by reference to | ||
Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File No. | ||
333-01107), as filed on February 16, 2000. | ||
(8.25) | Ninth Amendment dated as of August 15, 2007 to the Fund Participation Agreement | |
dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May | ||
1, 1995, January 1, 1996, March 1, 1996, May 1, 1997, November 6, 1997 and May | ||
1, 1998 between ING Life Insurance and Annuity Company (formerly known as | ||
Aetna Life Insurance and Annuity Company), Variable Insurance Products Fund and | ||
Fidelity Distributors Corporation · Incorporated by reference to Post-Effective | ||
Amendment No. 46 to Registration Statement on Form N-4 (File No. 333-01107), as | ||
filed on February 15, 2008. | ||
(8.26) | Rule 22c-2 Agreement dated no later than April 16, 2007 and is effective as of | |
October 16, 2007 between Fidelity Distributors Corporation, ING Life Insurance and | ||
Annuity Company, ING National Trust, ING USA Annuity and Life Insurance | ||
Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of | ||
New York, Security Life of Denver Insurance Company and Systematized Benefits | ||
Administrators Inc. · Incorporated by reference to Post-Effective Amendment No. | ||
50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, | ||
2007. | ||
(8.27) | Fund Participation Agreement dated February 1, 1994 and amended on December | |
15, 1994, February 1, 1995, May 1, 1995, January 1, 1996 and March 1, 1996 | ||
between Aetna Life Insurance and Annuity Company, Variable Insurance Products | ||
Fund II and Fidelity Distributors Corporation · Incorporated by reference to Post- | ||
Effective Amendment No. 12 to Registration Statement on Form N-4 (File No. 33- | ||
75964), as filed on February 11, 1997. |
(8.28) | Fifth Amendment dated as of May 1, 1997 to the Fund Participation Agreement | |
dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May | ||
1, 1995, January 1, 1996 and March 1, 1996 between Aetna Life Insurance and | ||
Annuity Company, Variable Insurance Products Fund II and Fidelity Distributors | ||
Corporation · Incorporated by reference to Post-Effective Amendment No. 30 to | ||
Registration Statement on Form N-4 (File No. 33-34370), as filed on September 29, | ||
1997. | ||
(8.29) | Sixth Amendment dated as of January 20, 1998 to the Fund Participation Agreement | |
dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May | ||
1, 1995, January 1, 1996, March 1, 1996 and May 1, 1997 between Aetna Life | ||
Insurance and Annuity Company, Variable Insurance Products Fund II and Fidelity | ||
Distributors Corporation · Incorporated by Reference to Post-Effective Amendment | ||
No. 7 to Registration Statement on Form S-6 (File No. 33-75248), as filed on | ||
February 24, 1998. | ||
(8.30) | Seventh Amendment dated as of May 1, 1998 to the Fund Participation Agreement | |
dated February 1, 1994 and amended on December 15, 1994, February 1, 1995, May | ||
1, 1995, January 1, 1996, March 1, 1996, May 1, 1997 and January 20, 1998 between | ||
Aetna Life Insurance and Annuity Company, Variable Insurance Products Fund II | ||
and Fidelity Distributors Corporation · Incorporated by reference to Registration | ||
Statement on Form N-4 (File No. 333-56297), as filed on June 8, 1998. | ||
(8.31) | Eighth Amendment dated December 1, 1999 to Fund Participation Agreement dated | |
February 1, 1994 and amended on December 15, 1994, February 1, 1995, May 1, | ||
1995, January 1, 1996, March 1, 1996, May 1, 1997, January 20, 1998 and May 1, | ||
1998 between Aetna Life Insurance and Annuity Company, Variable Insurance | ||
Products Fund II and Fidelity Distributors Corporation · Incorporated by reference | ||
to Post-Effective Amendment No. 19 to Registration Statement on Form N-4 (File | ||
No. 333-01107), as filed on February 16, 2000. | ||
(8.32) | Letter Agreement dated May 16, 2007 and effective July 2, 2007 between ING Life | |
Insurance and Annuity Company, Variable Insurance Products Fund, Variable | ||
Insurance Products Fund I, Variable Insurance Products Fund II, Variable Insurance | ||
Product Fund V and Fidelity Distributors Corporation · Incorporated by reference to | ||
Post-Effective Amendment No. 51 to the Registration Statement on Form N-4 (File | ||
No. 033-75962), as filed on July 27, 2007. | ||
(8.33) | Service Agreement effective as of June 1, 2002 by and between Fidelity Investments | |
Institutional Operations Company, Inc. and ING Financial Advisers, LLC · | ||
Incorporated by reference to Post-Effective Amendment No. 33 to Registration | ||
Statement on Form N-4 (File No. 33-75988), as filed on August 5, 2004. | ||
(8.34) | Service Contract effective as of June 1, 2002 by and between Directed Services, Inc., | |
ING Financial Advisers, LLC, and Fidelity Distributors Corporation · Incorporated | ||
by reference to Post-Effective Amendment No. 33 to Registration Statement on | ||
Form N-4 (File No. 33-75988), as filed on August 5, 2004. | ||
(8.35) | Participation Agreement dated as of November 28, 2001 among Portfolio Partners, | |
Inc., Aetna Life Insurance and Annuity Company and Aetna Investment Services, | ||
LLC · Incorporated by reference to Post-Effective Amendment No. 30 to | ||
Registration Statement on Form N-4 (File No. 33-75962), as filed on April 8, 2002. |
(8.36) | Amendment dated March 5, 2002 between Portfolio Partners, Inc. (to be renamed | |
ING Partners, Inc. effective May 1, 2002), Aetna Life Insurance and Annuity | ||
Company (to be renamed ING Life Insurance and Annuity Company effective May | ||
1, 2002) and Aetna Investment Services LLC (to be renamed ING Financial | ||
Advisers, LLC) to Participation Agreement dated November 28, 2001 · Incorporated | ||
by reference to Post-Effective Amendment No. 30 to Registration Statement on | ||
Form N-4 (File No. 33-75962), as filed on April 8, 2002. | ||
(8.37) | Amendment dated May 1, 2003 between ING Partners, Inc., ING Life Insurance and | |
Annuity Company and ING Financial Advisers, LLC to the Participation Agreement | ||
dated as of November 28, 2001 and subsequently amended on March 5, 2002 · | ||
Incorporated by reference to Post-Effective Amendment No. 28 to Registration | ||
Statement on Form N-4 (File No. 33-75988), as filed on April 10, 2003. | ||
(8.38) | Amendment dated November 1, 2004 to the Participation Agreement between ING | |
Partners, Inc., ING Life Insurance and Annuity Company and ING Financial | ||
Advisers, LLC dated as of November 28, 2001 and subsequently amended on March | ||
5, 2002 and May 1, 2003 · Incorporated by reference to Post-Effective Amendment | ||
No. 20 to Registration Statement on Form N-1A (File No. 333-32575), as filed on | ||
April 1, 2005. | ||
(8.39) | Amendment dated April 29, 2005 to the Participation Agreement between ING | |
Partners, Inc., ING Life Insurance and Annuity Company and ING Financial | ||
Advisers, LLC dated as of November 28, 2001 and subsequently amended on March | ||
5, 2002, May 1, 2003 and November 1, 2004 · Incorporated by reference to Post- | ||
Effective Amendment No. 32 to Registration Statement on Form N-4 (File No. 33- | ||
81216), as filed on April 11, 2006. | ||
(8.40) | Amendment dated August 31, 2005 to the Participation Agreement between ING | |
Partners, Inc., ING Life Insurance and Annuity Company and ING Financial | ||
Advisers, LLC dated November 28, 2001 and subsequently amended on March 5, | ||
2002, May 1, 2003, November 1, 2004 and April 29, 2005 · Incorporated by | ||
reference to Post-Effective Amendment No. 32 to Registration Statement on Form | ||
N-4 (File No. 33-81216), as filed on April 11, 2006. | ||
(8.41) | Amendment dated December 7, 2005 to the Participation Agreement between ING | |
Partners, Inc., ING Life Insurance and Annuity Company and ING Financial | ||
Advisers, LLC dated as of November 28, 2001 and subsequently amended on | ||
March 5, 2002, May 1, 2003, November 1, 2004, April 29, 2005, and August 31, | ||
2005 · Incorporated by reference to Post-Effective Amendment No. 32 to | ||
Registration Statement on Form N-4 (File No. 33-81216), as filed on April 11, | ||
2006. | ||
(8.42) | Shareholder Servicing Agreement (Service Class Shares) dated as of November 27, | |
2001 between Portfolio Partners, Inc. and Aetna Life Insurance and Annuity | ||
Company · Incorporated by reference to Post-Effective Amendment No. 30 to | ||
Registration Statement on Form N-4 (File No. 33-75962), as filed on April 8, 2002. | ||
(8.43) | Amendment dated March 5, 2002 between Portfolio Partners, Inc. (to be renamed | |
ING Partners, Inc. effective May 1, 2002) and Aetna Life Insurance and Annuity | ||
Company (to be renamed ING Life Insurance and Annuity Company effective May | ||
1, 2002) to the Shareholder Servicing Agreement dated November 27, 2001 · | ||
Incorporated by reference to Post-Effective Amendment No. 30 to Registration | ||
Statement on Form N-4 (File No. 33-75962), as filed on April 8, 2002. |
(8.44) | Amendment dated May 1, 2003 by and between ING Partners, Inc. and ING Life | |
Insurance and Annuity Company to the Shareholder Servicing Agreement (Service | ||
Class Shares) dated November 27, 2001, as amended on March 5, 2002 · | ||
Incorporated by reference to Post-Effective Amendment No. 28 to Registration | ||
Statement on Form N-4 (File No. 33-75988), as filed on April 10, 2003. | ||
(8.45) | Form of Amendment dated November 1, 2004 to the Shareholder Servicing | |
Agreement (Service Class Shares) by and between ING Partners, Inc. and ING Life | ||
Insurance and Annuity Company dated November 27, 2001, as amended on March 5, | ||
2002 and May 1, 2003 · Incorporated by reference to Post-Effective Amendment | ||
No. 20 to Registration Statement on Form N-4 (File No.333-09515), as filed on April | ||
13, 2006. | ||
(8.46) | Amendment dated April 29, 2005 to the Shareholder Servicing Agreement (Service | |
Class Shares) by and between ING Partners, Inc. and ING Life Insurance and | ||
Annuity Company dated November 27, 2001, and amended on March 5, 2002, May | ||
1, 2003 and November 1, 2004 · Incorporated by reference to Post-Effective | ||
Amendment No. 32 to Registration Statement on Form N-4 (File No. 33-81216), as | ||
filed on April 11, 2006. | ||
(8.47) | Form of Amendment dated December 7, 2005 to the Shareholder Servicing | |
Agreement (Service Class Shares) by and between ING Partners, Inc. and ING Life | ||
Insurance and Annuity Company dated November 27, 2001, and amended on March | ||
5, 2002, May 1, 2003, November 1, 2004 and April 29, 2005 · Incorporated by | ||
reference to Post-Effective Amendment No. 20 to Registration Statement on Form | ||
N-4 (File No.333-09515), as filed on April 13, 2006. | ||
(8.48) | Rule 22c-2 Agreement dated no later than April 16, 2007 is effective October 16, | |
2007 between ING Funds Services, LLC, ING Life Insurance and Annuity | ||
Company, ING National Trust, ING USA Annuity and Life Insurance Company, | ||
ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, | ||
Security Life of Denver Insurance Company and Systematized Benefits | ||
Administrators Inc. · Incorporated by reference to Post-Effective Amendment No. | ||
50 to Registration Statement on Form N-4 (File No. 033-75962), as filed on June 15, | ||
2007. | ||
(9) | Opinion and Consent of Counsel, attached. | |
(10) | Consent of Independent Registered Public Accounting Firm, attached. | |
(11) | Not applicable. | |
(12) | Not applicable. | |
(13.1) | Powers of Attorney · Incorporated by reference to Post-Effective Amendment No. | |
23 to Registration Statement on Form N-4 (File No. 333-09515) as filed on April 11, | ||
2008. | ||
(13.2) | Authorization for Signatures · Incorporated by reference to Post-Effective | |
Amendment No. 5 to Registration Statement on Form N-4 (File No. 33-75986), as | ||
filed on April 12, 1996. |
Item 25. | Directors and Officers of the Depositor* |
Name and Principal Business Address | Positions and Offices with Depositor | |
Richard T. Mason1 | President | |
Thomas J. McInerney1 | Director and Chairman | |
Kathleen A. Murphy1 | Director | |
Catherine H. Smith1 | Director and Senior Vice President | |
Bridget M. Healy2 | Director | |
Robert G. Leary2 | Director | |
David A. Wheat3 | Director, Executive Vice President and Chief Financial | |
Officer | ||
Steven T. Pierson3 | Senior Vice President and Chief Accounting Officer | |
Sue A. Collins1 | Senior Vice President and Chief Actuary | |
Boyd G. Combs3 | Senior Vice President, Tax | |
Valerie G. Brown3 | Senior Vice President | |
Shaun P. Mathews4 | Senior Vice President | |
David S. Pendergrass3 | Senior Vice President and Treasurer | |
Stephen J. Preston5 | Senior Vice President | |
Daniel H. Hanlon1 | Senior Vice President | |
Brian D. Comer1 | Senior Vice President | |
Louis E Bachetti | Vice President | |
581 Main Street, 4th Fl. | ||
Woodbridge, NJ 07095 | ||
Pamela Mulvey Barcia1 | Vice President | |
Ronald R. Barhorst1 | Vice President | |
Bradley E. Barks3 | Vice President | |
M. Bishop Bastien9 | Vice President | |
Jeoffrey A. Block6 | Vice President |
Dianne Bogoian1 | Vice President | |
Mary A. Broesch5 | Vice President and Actuary | |
Kevin P. Brown1 | Vice President | |
Robert P. Browne3 | Vice President, Investments | |
Anthony V. Camp1 | Vice President | |
Kevin L. Christensen6 | Vice President | |
Nancy D. Clifford1 | Vice President | |
Monte J. Combe7 | Vice President | |
Patricia M. Corbett6 | Vice President | |
Kimberly Curley7 | Vice President and Actuary | |
Karen Czizik7 | Vice President | |
William Delahanty3 | Vice President | |
J. Randolph Dobo7 | Vice President | |
Michael C. Eldredge1 | Vice President | |
Joseph Elmy3 | Vice President, Tax | |
Patricia L. Engelhardt1 | Vice President | |
William A. Evans4 | Vice President | |
Ronald E. Falkner1 | Vice President, Corporate Real Estate | |
Daniel J. Foley | Vice President, Investments | |
259 N Radnor-Chester Rd., Suite 205 | ||
Radnor, PA 19087 | ||
John P. Foley3 | Vice President, Investments | |
Molly A. Garrett1 | Vice President | |
Robert A. Garrey1 | Vice President | |
Lisa S. Gilarde1 | Vice President | |
Saskia M. Goedhart1 | Vice President | |
Brian K. Haendiges1 | Vice President |
Terry D. Harrell10 | Vice President | |
Steven J. Haun6 | Vice President | |
June P. Howard3 | Vice President | |
William S. Jasien | Vice President | |
12701 Fair Lakes Circle, Ste. 470 | ||
Fairfax, VA 22033 | ||
David A. Kelsey1 | Vice President | |
Kenneth E. Lacy3 | Vice President | |
Richard K. Lau5 | Vice President and Actuary | |
Frederick C. Litow3 | Vice President | |
Laurie A. Lombardo1 | Vice President | |
William L. Lowe1 | Vice President | |
Alan S. Lurty5 | Vice President | |
Christopher P. Lyons3 | Vice President, Investments | |
Gilbert E. Mathis3 | Vice President, Investments | |
Gregory R. Michaud3 | Vice President, Investments | |
Gregory J. Miller1 | Vice President | |
Paul L. Mistretta3 | Vice President | |
Maurice M. Moore3 | Vice President, Investments | |
Brian J. Murphy1 | Vice President | |
Michael J. Murphy5 | Vice President | |
Todd E. Nevenhoven6 | Vice President | |
Deborah J. Prickett6 | Vice President | |
Srinivas D. Reddy1 | Vice President | |
Robert A. Richard1 | Vice President | |
Linda E. Senker5 | Vice President, Compliance | |
Spencer T. Shell3 | Vice President, Assistant Treasurer and Assistant Secretary |
Frank W. Snodgrass | Vice President | |
9020 Overlook Blvd. | ||
Brentwood, TN 37027 | ||
Libby J. Soong1 | Vice President and Chief Compliance Officer | |
Christina M. Starks | Vice President | |
2000 21st Avenue NW | ||
Minot, North Dakota 58703 | ||
Carl Steinhilber1 | Vice President | |
Sandra L. Stokley6 | Vice President | |
Alice Su5 | Vice President and Actuary | |
Lisa A. Thomas1 | Vice President and Appointed Actuary | |
Eugene M. Trovato1 | Vice President | |
Mary A. Tuttle7 | Vice President | |
William J. Wagner7 | Vice President | |
Kurt W. Wassenar3 | Vice President, Investments | |
Christopher R. Welp6 | Vice President | |
Michellen A. Wildin7 | Vice President | |
Matthew L. Condos1 | Actuary | |
Scott N. Shepherd1 | Actuary | |
Joy M. Benner8 | Secretary | |
Edward Attarian5 | Assistant Secretary | |
Eric G. Banta7 | Assistant Secretary | |
Jane A. Boyle1 | Assistant Secretary | |
Diana R. Cavender8 | Assistant Secretary | |
Maria C. Foster8 | Assistant Secretary | |
Linda H. Freitag3 | Assistant Secretary | |
Daniel F. Hinkel3 | Assistant Secretary | |
Joseph D. Horan3 | Assistant Secretary |
Megan A. Huddleston1 | Assistant Secretary | |||
Rita J. Kummer3 | Assistant Secretary | |||
Susan A. Masse1 | Assistant Secretary | |||
Terri W. Maxwell3 | Assistant Secretary | |||
James M. May, III3 | Assistant Secretary | |||
Melissa Ann ODonnell8 | Assistant Secretary | |||
Randall K. Price7 | Assistant Secretary | |||
Patricia M. Smith1 | Assistant Secretary | |||
John F. Todd1 | Assistant Secretary | |||
Susan M. Vega8 | Assistant Secretary | |||
Diane I. Yell | Assistant Secretary | |||
100 Washington Square | ||||
Minneapolis, MN 55401 | ||||
Glenn A. Black3 | Tax Officer | |||
Terry L. Owens3 | Tax Officer | |||
James H. Taylor3 | Tax Officer | |||
* | These individuals may also be directors and/or officers of other affiliates of the Company. |
1 | The principal business address of these directors and these officers is One Orange Way Windsor, | |
Connecticut 06095. | ||
2 | The principal business address of these directors is 230 Park Avenue, New York, New York 10169. | |
3 | The principal business address of these directors and these officers is 5780 Powers Ferry Road, | |
N.W., Atlanta, Georgia 30327. | ||
4 | The principal business address of these officers is 10 State House Square, Hartford, Connecticut | |
06103. | ||
5 | The principal business address of these officers is 1475 Dunwoody Drive, West Chester, | |
Pennsylvania 19380-1478. | ||
6 | The principal business address of these officers is 909 Locust Street, Des Moines, Iowa 50309. | |
7 | The principal business address of these officers is 1290 Broadway, Denver, Colorado 80203. | |
8 | The principal business address of these officers is 20 Washington Avenue South, Minneapolis, | |
Minnesota 55401. | ||
9 | The principal business address of these officers is 980 Ninth Street-ING, Sacramento, California | |
95814. | ||
10 | The principal business address of these officers is 7695 N. High Street, Columbus, Ohio, 43235. |
Item 26. Persons Controlled by or Under Common Control with the Depositor or Registrant Incorporated herein by reference to Item 26 in Post-Effective Amendment No. 10 to Registration Statement on Form N-4 for Variable Annuity Account C of ING Life Insurance and Annuity Company (File No. 333-105479), as filed with the Securities and Exchange Commission on April 11, 2008. Item 27. Number of Contract Owners As of July 31, 2008 there were 2,291 individuals holding interests in variable annuity contracts funded through Variable Annuity Account B of ING Life Insurance and Annuity Company. Item 28. Indemnification Section 33-779 of the Connecticut General Statutes (CGS) provides that a corporation may provide indemnification of or advance expenses to a director, officer, employee or agent only as permitted by Sections 33-770 to 33-778, inclusive, of the CGS. Reference is hereby made to Section 33-771(e) of the CGS regarding indemnification of directors and Section 33-776(d) of CGS regarding indemnification of officers, employees and agents of Connecticut corporations. These statutes provide in general that Connecticut corporations incorporated prior to January 1, 1997 shall, except to the extent that their certificate of incorporation expressly provides otherwise, indemnify their directors, officers, employees and agents against liability (defined as the obligation to pay a judgment, settlement, penalty, fine, including an excise tax assessed with respect to an employee benefit plan, or reasonable expenses incurred with respect to a proceeding) when (1) a determination is made pursuant to Section 33-775 that the party seeking indemnification has met the standard of conduct set forth in Section 33-771 or (2) a court has determined that indemnification is appropriate pursuant to Section 33-774. Under Section 33- 775, the determination of and the authorization for indemnification are made (a) by two or more disinterested directors, as defined in Section 33-770(3); (b) by special legal counsel; (c) by the shareholders; or (d) in the case of indemnification of an officer, agent or employee of the corporation, by the general counsel of the corporation or such other officer(s) as the board of directors may specify. Also, Section 33-772 with Section 33-776 provide that a corporation shall indemnify an individual who was wholly successful on the merits or otherwise against reasonable expenses incurred by him in connection with a proceeding to which he was a party because he is or was a director, officer, employee, or agent of the corporation. Pursuant to Section 33-771(d), in the case of a proceeding by or in the right of the corporation or with respect to conduct for which the director, officer, agent or employee was adjudged liable on the basis that he received a financial benefit to which he was not entitled, indemnification is limited to reasonable expenses incurred in connection with the proceeding against the corporation to which the individual was named a party. Section 33-777 of the statute does specifically authorize a corporation to procure indemnification insurance on behalf of an individual who was a director, officer, employee or agent of the corporation. Consistent with the statute, ING Groep N.V. maintains an umbrella insurance policy with an international insurer. The policy covers ING Groep N.V. and any company in which ING Groep N.V. has controlling interest of 50% or more. This would encompass the principal underwriter as well as the depositor. The policy provides for the following types of coverage: errors and omissions, directors and officers, employment practices, fiduciary and fidelity. Section 20 of the ING Financial Advisers, LLC Limited Liability Company Agreement executed as of November 28, 2000 provides that ING Financial Advisers, LLC will indemnify certain persons against any loss, damage, claim or expenses (including legal fees) incurred by such person if he is made a party or is threatened to be made a party to a suit or proceeding because he was a member, officer, director, employee or agent of ING Financial Advisers, LLC, as long as he acted in good faith on behalf of ING |
Financial Advisers, LLC and in a manner reasonably believed to be within the scope of his authority. An additional condition requires that no person shall be entitled to indemnity if his loss, damage, claim or expense was incurred by reason of his gross negligence or willful misconduct. This indemnity provision is authorized by and is consistent with Title 8, Section 145 of the General Corporation Law of the State of Delaware. Item 29. Principal Underwriter (a) In addition to serving as the principal underwriter for the Registrant, ING Financial Advisers, LLC also acts as the principal underwriter for ING Partners, Inc. (a management investment company registered under the Investment Company Act of 1940 (1940 Act)). Additionally, ING Financial Advisers, LLC acts as the principal underwriter for Variable Life Account B of ING Life Insurance and Annuity Company (ILIAC), Variable Life Account C of ILIAC, Variable Annuity Account C of ILIAC, Variable Annuity Account I of ILIAC and Variable Annuity Account G of ILIAC (separate accounts of ILIAC registered as unit investment trusts under the 1940 Act). ING Financial Advisers, LLC is also the principal underwriter for (i) Separate Account N of ReliaStar Life Insurance Company (RLIC) (a separate account of RLIC registered as a unit investment trust under the 1940 Act.), (ii) ReliaStar Select Variable Account of ReliaStar Life Insurance Company (a separate account of RLIC registered as a unit investment trusts under the 1940 Act), (iii) MFS ReliaStar Variable Account (a separate account of RLIC registered as a unit investment trusts under the 1940 Act), (iv) Northstar Variable Account (a separate account of RLIC registered as a unit investment trusts under the 1940 Act) (v) ReliaStar Life Insurance Company of New York Variable Annuity Funds A, B, C (a management investment company registered under the 1940 Act), (vi) ReliaStar Life Insurance Company of New York Variable Annuity Funds D, E, F, G, H, I (a management investment company registered under the 1940 Act), (vii) ReliaStar Life Insurance Company of New York Variable Annuity Funds M, P, and Q (a management investment company registered under the1940 Act), and (viii) ReliaStar Life Insurance Company of New York Variable Annuity Funds M P (a management investment company registered under the1940 Act). (b) The following are the directors and officers of the Principal Underwriter: |
Name and Principal Business Address | Positions and Offices with Principal Underwriter | |
Ronald R. Barhorst | Director and President | |
4225 Executive Square | ||
La Jolla, CA 92037 | ||
Brian D. Comer1 | Director and Senior Vice President | |
William L. Lowe1 | Director and Senior Vice President | |
Kathleen A. Murphy1 | Senior Vice President | |
Boyd G. Combs2 | Senior Vice President, Tax | |
William Jasien3 | Senior Vice President | |
Louis E. Bachetti | Senior Vice President | |
581 Main Street, 4th Fl. | ||
Woodbridge, NJ 07095 | ||
Daniel H. Hanlon1 | Senior Vice President |
Pamela Mulvey Barcia1 | Vice President | |
Robert H. Barley1 | Vice President | |
M. Bishop Bastien | Vice President | |
980 Ninth Street | ||
Sacramento, CA 95814 | ||
Nancy B. Bocella1 | Vice President | |
Dianne C. Bogoian1 | Vice President | |
J. Robert Bolchoz | Vice President | |
Columbia, SC | ||
David A. Brounley1 | Vice President | |
Anthony V. Camp, Jr.1 | Vice President | |
Mary Kathleen Carey-Reid1 | Vice President | |
Nancy D. Clifford1 | Vice President | |
William P. Elmslie | Vice President | |
New York, NY | ||
Joseph J. Elmy2 | Vice President, Tax | |
Brian K. Haendiges1 | Vice President | |
Bernard P. Heffernon | Vice President | |
10740 Nall Ave., Ste. 120 | ||
Overland Park, KS 66211 | ||
David Kelsey1 | Vice President | |
Christina Lareau1 | Vice President | |
George D. Lessner | Vice President | |
Richardson, Texas | ||
Katherine E. Lewis | Vice President | |
2675 N Mayfair Road, Ste. 501 | ||
Milwaukee, WI 53226 | ||
David J. Linney | Vice President | |
2900 N. Loop W., Ste. 180 | ||
Houston, TX 77092 | ||
Frederick C. Litow2 | Vice President | |
Mark R. Luckinbill | Vice President | |
2841 Plaza Place, Ste. 210 | ||
Raleigh, NC 27612 |
Richard T. Mason | Vice President | |
440 S. Warren St., Ste. 702 | ||
Syracuse, NY 13202 | ||
Scott T. Neeb | Vice President | |
4600 Ulster Street | ||
Denver, CO 80237 | ||
David Pendergrass2 | Vice President and Treasurer | |
Ethel Pippin1 | Vice President | |
Michael J. Pise1 | Vice President | |
Srinivas D. Reddy1 | Vice President | |
Deborah Rubin3 | Vice President | |
Todd Smiser | Vice President and Assistant Secretary | |
2525 Cabot Drive, Suite 100 | ||
Lisle, IL 60532 | ||
Frank W. Snodgrass | Vice President | |
150 4th Ave., N., Ste. 410 | ||
Nashville, TN 37219 | ||
Libby Joy Soong1 | Chief Compliance Officer | |
Christina M. Starks | Vice President | |
2000 21st Avenue NW | ||
Minot, ND 58703 | ||
S. Bradford Vaughan, Jr. | Vice President | |
601 Union St., Ste. 810 | ||
Seattle, WA 98101 | ||
Forrest R. Wilson | Vice President | |
2202 N. Westshore Blvd. | ||
Tampa, FL 33607 | ||
Judeen T. Wrinn1 | Vice President | |
Nancy S. Stillman1 | Assistant Vice President | |
Richard E. Gelfand | Chief Financial Officer | |
1475 Dunwoody Drive | ||
West Chester, PA 19380-1478 | ||
Joy M. Benner4 | Secretary | |
Diana R. Cavender4 | Assistant Secretary | |
Randall K. Price4 | Assistant Secretary | |
John F. Todd1 | Assistant Secretary |
Susan M. Vega4 | Assistant Secretary | |
Glenn A. Black2 | Tax Officer | |
Terry L. Owens2 | Tax Officer | |
James H. Taylor2 | Tax Officer |
1 | The principal business address of these directors and these officers is One Orange Way, Windsor, | |
Connecticut 06095-4774. | ||
2 | The principal business address of these officers is 5780 Powers Ferry Road, N.W., Atlanta, Georgia | |
30327. | ||
3 | The principal business address of these officers is 12701 Fair Lakes Circle, Suite 470, Fairfax, | |
Virginia 22033. | ||
4 | The principal business address of these officers is 20 Washington Avenue South, Minneapolis, | |
Minnesota 55401. |
(c) Compensation to Principal Underwriter during last fiscal year: | ||||||||
(1) | (2) | (3) | (4) | (5) | ||||
Net Underwriting | Compensation on | |||||||
Name of Principal | Discounts and | Redemption or | Brokerage | |||||
Underwriter | Commissions | Annuitization | Commissions | Compensation* | ||||
ING Financial | $2,666,060.62 | |||||||
Advisers, LLC |
* Reflects compensation paid to ING Financial Advisers, LLC attributable to regulatory and operating expenses associated with the distribution of all registered variable annuity products issued by Variable Annuity Account B of ING Life Insurance and Annuity Company during 2007. Item 30. Location of Accounts and Records All accounts, books and other documents required to be maintained by Section 31(a) of the 1940 Act and the rules under it relating to the securities described in and issued under this Registration Statement are maintained by ING Life Insurance and Annuity Company at One Orange Way, Windsor, Connecticut 06095-4774 and at ING Americas at 5780 Powers Ferry Road, Atlanta, Georgia 30327-4390 and at 1475 Dunwoody Drive, West Chester, Pennsylvania 19380-1478. Item 31. Management Services Not applicable Item 32. Undertakings Registrant hereby undertakes: (a) to file a post-effective amendment to this registration statement on Form N-4 as frequently as is necessary to ensure that the audited financial statements in the registration statement are never more than sixteen months old for as long as payments under the variable annuity contracts may be accepted; |
(b) to include as part of any application to purchase a contract offered by a prospectus which is part of this registration statement on Form N-4, a space that an applicant can check to request a Statement of Additional Information; and (c) to deliver any Statement of Additional Information and any financial statements required to be made available under this Form N-4 promptly upon written or oral request. |
The Company hereby represents that it is relying upon and complies with the provisions of Paragraphs (1) through (4) of the SEC Staffs No-Action Letter dated November 28, 1988 with respect to language concerning withdrawal restrictions applicable to plans established pursuant to Section 403(b) of the Internal Revenue Code. See American Counsel of Life Insurance; SEC No-Action Letter, [1988 WL 1235221 *13 (S.E.C.)] Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of 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 of 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. ING Life Insurance and Annuity Company represents that the fees and charges deducted under the contracts covered by this registration statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by the insurance company. |
SIGNATURES |
As required by the Securities Act of 1933, and the Investment Company Act of 1940, the Registrant, Variable Annuity Account B of ING Life Insurance and Annuity Company, certifies that it meets the requirements of Securities Act Rule 485(b) for effectiveness of this Post-Effective Amendment to its Registration Statement on Form N-4 (File No. 333-09515) and has duly caused this Post-Effective Amendment to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of West Chester, Commonwealth of Pennsylvania, on this 15th day of August 2008. |
VARIABLE ANNUITY ACCOUNT B OF | ||
ING LIFE INSURANCE AND ANNUITY COMPANY | ||
(Registrant) | ||
By: | ING LIFE INSURANCE AND ANNUITY COMPANY | |
(Depositor) | ||
By: | Richard T. Mason* | |
| ||
Richard T. Mason | ||
President | ||
By: | /s/ John S. Kreighbaum | |
| ||
John S. (Scott) Kreighbaum as | ||
Attorney-in Fact |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 24 to the Registration Statement has been signed by the following persons in the capacities indicated on August 15, 2008. |
Signatures | Officer Titles | |
|
||
Richard T. Mason* | President | |
(Principal Executive Officer) | ||
|
||
Thomas J. McInerney* | Director and Chairman | |
|
||
Kathleen A. Murphy* | Director | |
|
||
Catherine H. Smith* | Director and Senior Vice President | |
|
||
Bridget M. Healy* | Director | |
|
||
Robert G. Leary* | Director |
|
||
David A. Wheat* | Director, Executive Vice President and Chief | |
Financial Officer | ||
|
||
Steven T. Pierson* | Senior Vice President and Chief Accounting Officer |
By: | /s/ John S. Kreighbaum | |
| ||
John S. (Scott) Kreighbaum as | ||
Attorney-in-Fact |
*Executed by John S. (Scott) Kreighbaum on behalf of those indicated pursuant to Powers of Attorney. |
VARIABLE ANNUITY ACCOUNT B | ||||
EXHIBIT INDEX | ||||
ITEM | EXHIBIT | PAGE # | ||
(9) | Opinion and Consent of Counsel | EX-99.B9 | ||
(10) | Consent of Independent Registered Public Accounting Firm | EX-99.B10 |
[ING STATIONERY] |
August 15, 2008 |
Members of the Board of Directors ING Life Insurance and Annuity Company 1475 Dunwoody Drive West Chester, PA 19380-1478 Ladies and Gentlemen: |
In my capacity as Counsel for ING Life Insurance and Annuity Company (the Company), I have examined the Registration Statement on Form N-4 in connection with the registration under the Securities Act of 1933, as amended to the date hereof, of an indefinite number of units of interest in Variable Annuity Account B of the Company (the Account). I am familiar with the proceedings taken and proposed to be taken in connection with the authorization, issuance and sale of units. Based upon my examination and upon my knowledge of the corporate activities relating to the Account, it is my opinion that: |
(1) | The Company was organized in accordance with the laws of the State of Connecticut and | |
is a duly authorized stock life insurance company under the laws of Connecticut and the | ||
laws of those states in which the Company is admitted to do business; | ||
(2) | The Account is a validly established separate investment account of the Company; | |
(3) | Under Connecticut law, the portion of the assets to be held in the Account equals the | |
reserve and other liabilities for variable benefits under variable annuity contracts to be | ||
issued by the Account, and such assets are not chargeable with liabilities arising out of | ||
any other business the Company conducts; | ||
(4) | The units and the variable annuity contracts will, when issued and sold in the manner | |
described in the registration statement, be legal and binding obligations of the Company | ||
and will be legally and validly issued, fully paid, and non-assessable. |
I hereby consent to the filing of this opinion as an exhibit to the registration statement. |
Sincerely, |
/s/ John S. Kreighbaum John S. (Scott) Kreighbaum Counsel 1475 Dunwoody Drive West Chester, PA 19380-1478 Tel: 610-425-3404 Fax: 610-425-3520 |
Exhibit 99-B.10 Consent of Ernst and Young LLP, Independent Registered Public Accounting Firm We consent to the reference to our firm under the caption Independent Registered Public Accounting Firm and to the use of our report dated March 25, 2008, with respect to the consolidated financial statements of ING Life Insurance and Annuity Company as of December 31, 2007 and 2006, and for each of the three years in the period ended December 31, 2007, and to the use of our report dated March 21, 2008, with respect to the statements of assets and liabilities of Variable Annuity Account B of ING Life Insurance and Annuity Company as of December 31, 2007, and the related statements of operations and changes in net assets for the periods disclosed in the financial statements, incorporated by reference in Post-Effective Amendment No. 24 to the Registration Statement (Form N-4 No. 333-09515) and the related Prospectus and Statement of Additional Information of Variable Annuity Account B of ING Life Insurance and Annuity Company. |
/s/ Ernst & Young LLP |
Atlanta, Georgia August 14, 2008 |