485BPOS 1 final.htm REGISTRATION STATEMENT final.htm - Generated by SEC Publisher for SEC Filing
As filed with the Securities and Exchange  Registration No. 333-162593 
Commission on December 15, 2010  Registration No. 811-02512 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM N-4
 
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.  [ ] 
Post-Effective Amendment No. 2  [X] 
 
  REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 
Amendment No.  [X] 
(Check appropriate box or boxes.)
 
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 Depositor’s Principal Office)
 
Nicholas Morinigo, Esq.
ING
1475 Dunwoody Drive
West Chester, PA 19380-1478
(610) 425-3447
(Name and Address of Agent for Service of Process)
 
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 (check appropriate box): 
[ X ]  immediately upon filing pursuant to paragraph (b) of Rule 485 
[  ]  on (date) pursuant to paragraph (b) of Rule 485 
[  ]  60 days after filing pursuant to paragraph (a)(1) of Rule 485 
[  ]  on (date) pursuant to paragraph (a)(1) 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:   
Modified Single Premium Deferred Variable Annuity Contract 

 


                                                               PART A and PART B

EXPLANATORY NOTE: Each of the Prospectus and Statement of Additional Information, dated April
30, 2010 and as supplemented, is incorporated into Parts A and B, respectively, of this amendment by
reference to Post-Effective Amendment No. 1 to this Registration Statement, as filed on April 07, 2010
(Accession No. 0000836687-10-000099). 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 December 15, 2010
To the Prospectus Dated April 30, 2010
 
ING Select Opportunities
Issued By ING Life Insurance and Annuity Company 
 
Through Its Variable Annuity Account B

 

This supplement updates the prospectus. Please read this supplement 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 1-888-854-5950. 

 

  Beginning on December 20, 2010, contracts will no longer be available for purchase. Accordingly,
Additional Premiums will not be accepted after the close of business on December 17, 2010. These
changes will have no impact on our obligations to you or the guarantees under your existing contract.

Select Opportunities - SEOP-10  12-15-2010 

 


                                                                      PART C - OTHER INFORMATION

Item 24.  Financial Statements and Exhibits 
    Financial Statements: 
 
      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, 2009, 
        2008 and 2007 
      -  Consolidated Balance Sheets as of December 31, 2009 and 2008 
      -  Consolidated Statements of Changes in Shareholder’s Equity for the years ended 
        December 31, 2009, 2008 and 2007 
      -  Consolidated Statements of Cash Flows for the years ended December 31, 2009, 
        2008 and 2007 
      -  Notes to Financial Statements 
      Incorporated by reference in Part B: 
      Financial Statements of Variable Annuity Account B: 
      -  Report of Independent Registered Public Accounting Firm 
      -  Statements of Assets and Liabilities as of December 31, 2009 
      -  Statements of Operations for the year ended December 31, 2009 
      -  Statements of Changes in Net Assets for the years ended December 31, 2009 and 
        2008 
      -  Notes to Financial Statements 
 
  (b)  Exhibits   
    (1)  Distribution Agreement between ING Life Insurance and Annuity Company on behalf 
      of Variable Annuity Account B and Directed Services, LLC, dated December 2, 2009 
      (Incorporated herein by reference to Pre-effective Amendment No. 1 to Registration 
      Statement on Form S-1, File No. 333-162140, as filed on December 31, 2009). 
    (1.2)  Resolution establishing Variable Annuity Account B (“Registrant”). (Incorporated by 
      reference to Post-Effective Amendment No. 6 to the 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 herein by reference to Post- 
      Effective Amendment No. 32 to Registration Statement on Form N-4, File No. 33- 
      81216, as filed on April 22, 1996.) 
    (3.2)  Underwriting Agreement dated November 17, 2006, between ING Life Insurance and 
      Annuity Company and ING Financial Advisers, LLC. (Incorporated herein by reference 
      to Post-Effective Amendment No. 34 to Registration Statement on Form N-4, File No. 
      33-75996, as filed on December 20, 2006.) 
    (3.3)  Confirmation of Underwriting Agreement. (Incorporated herein 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.) 
    (4.1)  Modified Single Premium Deferred Variable Annuity Contract (IU-IA-4017). 
      (Incorporated herein by reference to Initial Registration Statement on Form N-4; File 
      No. 333-162593, as filed on October 20, 2009). 
    (4.2)  IRA Endorsement (IU-RA-4024). (Incorporated by reference to Pre-Effective 
      Amendment No. 1 to Registration Statement on Form N-4/A, File No. 333-162593, as 
      filed on February 25, 2010). 
    (4.3)  Roth IRA Endorsement (IU-RA-4022), (Incorporated herein by reference to Pre- 
      effective Amendment No. 1 to Registration Statement on Form S-1, File No. 333- 
      162140, as filed on December 31, 2009). 
    (4.4)  Annuity Commencement Date Endorsement (IU-RA-4029), attached. 

 


(5.1)  Modified Single Premium Deferred Variable Annuity Contract Application (153504) 
  (12-14-2009), (Incorporated by reference to Pre-Effective Amendment No. 1 to 
  Registration Statement on Form N-4/A, File No. 333-162593, as filed on February 25, 
  2010). 
(5.2)  Modified Single Premium Deferred Variable Annuity Contract Application (153504) 
  (03-15-2010), (Incorporated by reference to Post-Effective Amendment No. 1 to 
  Registration Statement on Form N-4, File No. 333-162593, as filed on April 07, 2010). 
(5.3)  Modified Single Premium Deferred Variable Annuity Contract Application (153504) 
  (04-30-2010), (Incorporated by reference to Post-Effective Amendment No. 1 to 
  Registration Statement on Form N-4, File No. 333-162593, as filed on April 07, 2010). 
(6.1)  Restated Certificate of Incorporation (amended and restated as of October 1, 2007) of 
  ING Life Insurance and Annuity Company. (Incorporated herein by reference to ING 
  Life Insurance and Annuity Company Annual Report on Form 10-K, File No. 33- 
  23376, as filed on March 31, 2008.) 
(6.2)  Amended and Restated By-Laws of ING Life Insurance and Annuity Company, 
  effective October 1, 2007. (Incorporated herein by reference to the ING Life Insurance 
  and Annuity Company annual report on form 10-K, File No. 33-23376, as filed on 
  March 31, 2008.) 
(7)  Not Applicable. 
(8.1)  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 herein by reference to Initial Registration Statement on 
  Form N-4, File No. 333-56297, as filed on June 8, 1998.) 
(8.2)  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 herein by reference to Post- 
  Effective Amendment No. 2 on Form N-4, File No. 333-56297, as filed on December 
  14, 1998.) 
(8.3)  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 herein by reference to Post-Effective Amendment No. 
  19 on Form N-4, File No. 333-01107, as filed on February 16, 2000.) 
(8.4)  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 herein by reference to Post-Effective 
  Amendment No. 20 on Form N-4, File No. 333-01107, as filed on April 4, 2000.) 

 


(8.5)  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 herein by reference to Post- 
  Effective Amendment No. 20 on Form N-4, File No. 333-01107, as filed on April 4, 
  2000.) 
(8.6)  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 herein by 
  reference to Post-Effective Amendment No. 24 on Form N-4, File No. 333-01107, as 
  filed on April 13, 2001.) 
(8.7)  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, 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 herein by reference to Post-Effective Amendment No. 32 on Form N-4, 
  File No. 33-75988, as filed on April 13, 2004.) 
(8.8)  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 herein by reference to Initial 
  Registration Statement on Form N-4, File No. 333-56297, as filed on June 8, 1998.) 
(8.9)  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 herein 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 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 herein 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.) 

 


(8.11)  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 herein 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 as of June 26, 2001, to Service Agreement effective as of May 
  1, 1998, and 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 
  herein by reference to Post-Effective Amendment No. 32 to Registration Statement on 
  Form N-4, File No. 033-75988, as filed on April 13, 2004.) 
(8.13)  Fund Participation Agreement dated April 30, 2003, among ING Life Insurance and 
  Annuity Company, The GCG Trust (renamed effective May 1, 2003, ING Investors 
  Trust) and Directed Services, Inc. (Incorporated herein by reference to Post-effective 
  Amendment No. 54 to Registration Statement on Form N-1A, File No. 033-23512, as 
  filed on August 1, 2003.) 
(8.14)  Amendment dated October 9, 2006 to the Participation Agreement dated April 30, 2003 
  among ING Life Insurance and Annuity Company, ING Investors Trust and Directed 
  Services, Inc. (Incorporated by reference to Post-Effective Amendment No. 47 to 
  Registration Statement on Form N-4 (File No. 033-75962), a filed on November 21, 
  2006.) 
(8.15)  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 herein 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)  Authorization for Signatures. (Incorporated herein by reference to Post-Effective 
  Amendment No. 5 to Registration Statement on Form N-4, File No. 33-75986, as filed 
  on April 2, 1996.) 
(14)  Powers of Attorney, attached. 

 

Item 25  Directors and Officers of the Depositor   
Name    Principal Business Address  Positions and Offices with Depositor 
Thomas J. McInerney  One Orange Way  Director and Chairman 
    Windsor, CT 06095-4774   
Catherine H. Smith  One Orange Way  President and Director 
    Windsor, CT 06095-4774   
Ewout L. Steenbergen  230 Park Avenue  Director, Executive Vice President and 
    New York, NY 10169  Chief Financial Officer 

 


Name  Principal Business Address  Positions and Offices with Depositor 
Michael S. Smith  1475 Dunwoody Drive  Director 
  West Chester, PA 19380   
Robert G. Leary  230 Park Avenue  Director 
  New York, NY 10169   
Donald W. Britton  5780 Powers Ferry Road, NW  Director 
  Atlanta, GA 30327-4390   
Lynne R. Ford  230 Park Avenue  Director and Executive Vice President 
  New York, NY 10169   
Boyd G. Combs  5780 Powers Ferry Road, NW  Senior Vice President, Tax 
  Atlanta, GA 30327-4390   
Brian D. Comer  One Orange Way  Senior Vice President 
  Windsor, CT 06095-4774   
Ralph Ferraro  One Orange Way  Senior Vice President 
  Windsor, CT 06095-4774   
Mark B. Kaye  1475 Dunwoody Drive  Senior Vice President 
  West Chester, PA 19380   
Richard T. Mason  One Orange Way  Senior Vice President 
  Windsor, CT 06095-4774   
Timothy Matson  One Orange Way  Senior Vice President 
  Windsor, CT 06095-4774   
Shawn P. Matthews  10 State House Square  Senior Vice President 
  Hartford, CT 06103   
Prakash Shimpi  230 Park Avenue  Senior Vice President 
  New York, NY 10169   
David S. Pendergrass  5780 Powers Ferry Road, NW  Senior Vice President and Treasurer 
  Atlanta, GA 30327-4390   
Steven T. Pierson  5780 Powers Ferry Road, NW  Senior Vice President and Chief 
  Atlanta, GA 30327-4390  Accounting Officer 
Brian Baranowski  One Orange Way  Vice President and Chief Compliance 
  Windsor, CT, 06095-4774  Officer 
Carol Stern  601 Thirteenth Street, NW  Vice President and Chief Compliance 
  Washington DC 20005  Officer 
Joy M. Benner  20 Washington Avenue South  Secretary 
  Minneapolis, MN 55401   

 

Item 26. Persons Controlled by or Under Common Control with the Depositor or Registrant
Incorporated herein by reference to Item 28 in Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-6 for Security Life Separate Account L1 of Security Life of
Denver Insurance Company (File No. 333-168047), as filed with the Securities and Exchange
Commission on October 6, 2010.

Item 27. Number of Contract Owners
As of November 30, 2010, there are10 qualified contract owners and 7 non-qualified contract owners.


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. 
 
  A corporation may procure indemnification insurance on behalf of an individual who is or was a director 
  of the corporation. Consistent with the laws of the State of Connecticut, ING America Insurance 
  Holdings, Inc. maintains Professional Liability and fidelity bond insurance policies issued by an 
  international insurer. The policies cover ING America Insurance Holdings, Inc. and any company in 
  which ING America Insurance Holdings, Inc. has a controlling financial interest of 50% or more. These 
  policies include the principal underwriter, as well as, the depositor and any/all assets under the care, 
  custody and control of ING America Insurance Holdings, Inc. and/or its subsidiaries. The policies 
  provide for the following types of coverage: errors and omissions/professional liability, employment 
  practices liability and fidelity/crime. 
 
 
Item 29.  Principal Underwriter 
  (a)  In addition to the Registrant, Directed Services LLC serves as principal underwriter for all 
    contracts issued by ING USA Annuity and Life Insurance Company through its Separate 
    Accounts A, B and EQ and Alger Separate Account A and ReliaStar Life Insurance 
    Company of New York through its Separate Account NY-B. Also, Directed Services 
    LLC serves as investment advisor to ING Investors Trust and ING Partners, Inc. 
 
  (b)  The following information is furnished with respect to the principal officers and directors of 
    Directed Services LLC, the Registrant’s Distributor. 

 

Name  Principal Business Address  Positions and Offices with Underwriter 
 
Ann H. Hughes  1475 Dunwoody Drive, Floor 2B  President and Director 
  West Chester, PA 19380-1478   
 
Shaun P. Mathews  10 State House Square  Executive Vice President 
  Hartford, CT 06103   
 
William L. Lowe  One Orange Way  Director 
  Windsor, CT 06095   

 


Name  Principal Business Address  Positions and Offices with Underwriter 
 
Richard E. Gelfand  1475 Dunwoody Drive  Chief Financial Officer 
  West Chester, PA 19380-1478   
 
Kimberly A. Anderson  7337 E Doubletree Ranch Road,  Senior Vice President 
  Scottsdale, AZ 85258   
 
Michael J. Roland  7337 E Doubletree Ranch Road,  Senior Vice President 
  Scottsdale, AZ 85258   
 
Stanley D. Vyner  230 Park Avenue, 13th Floor  Senior Vice President 
  New York, NY 10169   
 
William D. Wilcox  One Orange Way  Chief Compliance Officer 
  Windsor, CT 06095   
 
Joseph M. O’Donnell  7337 E Doubletree Ranch Road  Investment Advisor Chief Compliance Officer 
  Scottsdale, AZ 85258  and Senior Vice President 
 
Julius A. Drelick, III  7337 E Doubletree Ranch Road  Vice President 
  Scottsdale, AZ 85258   
 
William A. Evans  10 State House Square  Vice President 
  Hartford, CT 06103   
 
Heather H. Hackett  230 Park Avenue, 13th Floor  Vice President 
  New York, NY 10169   
 
Jody Hrazanek  230 Park Avenue, 13th Floor  Vice President 
  New York, NY 10169   
 
Todd R. Modic  7337 E Doubletree Ranch Road  Vice President 
  Scottsdale, AZ 85258   
 
Jason R. Rausch  230 Park Avenue, 13th Floor  Vice President 
  New York, NY 10169   
 
Paul L. Zemsky  230 Park Avenue, 13th Floor  Vice President 
  New York, NY 10169   
 
David S. Pendergrass  5780 Powers Ferry Road  Vice President and Treasurer 
  Atlanta, GA 30327-4390   
 
Spencer T. Shell  5780 Powers Ferry Road  Vice President and Assistant Treasurer 
  Atlanta, GA 30327-4390   
 
Joy M. Benner  20 Washington Avenue South  Secretary 
  Minneapolis, MN 55401   
 
Randall K. Price  20 Washington Avenue South  Assistant Secretary 
  Minneapolis, MN 55401   
 
Susan M. Vega  20 Washington Avenue South  Assistant Secretary 
  Minneapolis, MN 55401   

 


Name  Principal Business Address  Positions and Offices with Underwriter 
 
G. Stephen Wastek  7337 E Doubletree Ranch Road  Assistant Secretary 
  Scottsdale, AZ 85258   
 
Bruce Kuennen  1475 Dunwoody Drive  Attorney-in-Fact 
  West Chester, PA 19380-1478   

 

(c)  Compensation from January 1, 2009 to December 31, 2009:     
 
    2009 Net       
    Underwriting       
Name of Principal  Discounts and  Compensation  Brokerage   
Underwriter  Commission  on Redemption  Commissions  Compensation 
Directed Services LLC  $465  $0  $0  $0 

 

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, CT 06095-4774 
  and ING Americas at 5780 Powers Ferry Road, Atlanta, GA 30327-4390 and 1475 Dunwoody Drive, 
  West Chester, PA 19380-1478. 
 
 
Item 31.  Management Services 
  Not Applicable. 
 
Item 32.  Undertakings 
  Registrant hereby undertakes: 
  (i)  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; 
  (ii)  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 or a post card or similar written communication affixed to or included 
    in the Prospectus that the applicant can remove to send for a Statement of Additional Information; 
    and 
  (iii)  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 account meets the definition of a “separate account” under federal securities law.

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, expenses expected
to be incurred, and the risks assumed by ING Life Insurance and Annuity Company.


The Depositor and Registrant rely on SEC regulation.


                                                                                        SIGNATURES

  As required by the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant, ING Life
Insurance and Annuity Company, Variable Annuity Account B, certifies that it meets all the requirements for
effectiveness of this Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly
caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the
undersigned, duly authorized, in the City of West Chester, Commonwealth of Pennsylvania, on the 15th day of
December, 2010.

By:  VARABLE ANNUITY ACCOUNT B 
  (REGISTRANT) 
 
By:  ING LIFE INSURANCE AND ANNUITY COMPANY 
  (DEPOSITOR) 
 
By:   _______________
  Catherine H. Smith* 
  President (Principal Executive Officer) 
 
By:  /s/ Nicholas Morinigo 
  Nicholas Morinigo as 
  Attorney-in-Fact 

 

  As required by the Securities Act of 1933, this Pre-Effective Amendment to the Registration Statement has been
signed by the following persons in the capacities indicated on December 15, 2010.

Signatures  Titles 
 
President and Director 
Catherine H. Smith*  (principal executive officer) 
 
 
Director and Chairman 
Thomas J. McInerney*   
 
 
  Director, Executive Vice President and Chief Financial Officer 
Ewout L. Steenbergen*   
 
 
  Senior Vice President and Chief Accounting Officer 
Steven T. Pierson*   
 
 
  Director 
Donald W. Britton*   
 
 
  Director 
Robert G. Leary*   
 
 
  Director 
Michael S. Smith*   

 


Signatures  Titles 
 
  Director and Executive Vice President 
Lynne R. Ford*   
 
 
By: /s/ Nicholas Morinigo   
Nicholas Morinigo as   
Attorney-in-Fact   

 

*Executed by Nicholas Morinigo on behalf of those indicated pursuant to Powers of Attorney.


  EXHIBIT INDEX   
ITEM  EXHIBIT  PAGE # 
24(b)(4.4)  Annuity Commencement Date Endorsement (IU-RA-4029)  EX-9.B4.4 
24(b)(9)  Opinion and Consent of Counsel  EX-99.B9 
24(b)(10)  Consent of Independent Registered Public Accounting Firm  EX-99.B10 
24(b)(14)  Powers of Attorney  EX-99.B14