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ING Life Insurance and Annuity Company

One Orange Way, Windsor, Connecticut 06095-4774

Depositor’s Telephone Number, including Area Code: (860) 580-2831

Michael A. Pignatella, Counsel
ING US Legal Services
One Orange Way, C1S, Windsor, Connecticut 06095-4774
(Name and Address of Agent for Service)

Title of Securities Being Registered: Group Deferred Variable Annuity Contracts

The Registrant hereby amends this Registration Statement on such date or dates as may be
necessary to delay its effective date until the Registrant shall file a further amendment which
specifically states that this Registration Statement shall thereafter become effective in
accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement
shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may
determine.

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED.

ING Life Insurance and Annuity Company

Variable Annuity Account C

ING Educator’s Direct

CONTRACT PROSPECTUS – ____________, 2008

Contracts. The contracts described in this prospectus are group deferred variable annuity contracts issued by ING
Life Insurance and Annuity Company (the Company). They are intended to be used as funding vehicles for certain
types of retirement plans that qualify for beneficial tax treatment and/or provide current income reduction under
certain sections of the Internal Revenue Code of 1986, as amended (Tax Code). Enrollment in the contract through
your retirement plan is only available electronically, through our Internet enrollment system.

Why Reading This Prospectus is Important. Before you participate in a contract through your retirement plan, you
should read this prospectus. It provides facts about the contract and its investment options. Plan sponsors (generally
your employer or a trust) should read this prospectus to help determine if the contract is appropriate for their plan.
Keep this document for future reference.

Table of Contents . . . page 3

Investment Options. The contracts offer variable investment options. When we establish your account(s), the
contract holder, or you if permitted by the plan, instructs us to direct account dollars to any of the available options.
Some investment options may be unavailable through certain contracts and plans, or in some states. These funds are
structured as fund of funds that invest directly in shares of underlying funds. See “Fees -- Fund Fees and Expenses”
for additional information.

The Funds

ING Solution Income Portfolio (Class S)	ING Solution 2035 Portfolio (Class S)
ING Solution 2015 Portfolio (Class S)	ING Solution 2045 Portfolio (Class S)
ING Solution 2025 Portfolio (Class S)

Variable Investment Options. These options are called subaccounts. The subaccounts are within Variable Annuity
Account C (the separate account), a separate account of the Company. Each subaccount invests in one of the mutual
funds (funds) listed above. Earnings on amounts invested in a subaccount will vary depending upon the performance
and fees of its underlying fund. You do not invest directly in or hold shares of the funds.

Compensation. The contract is designed for direct sales only, and therefore we do not pay any direct compensation
to registered representatives. However, sales of the contract may benefit certain representatives and Company
employees. See “Contract Distribution” for further information.

Risks Associated with Investing in the Funds. Information about the risks of investing in the funds is located in the
“Investment Options” section of this prospectus on page 8, and in each fund prospectus. Read this prospectus in
conjunction with the fund prospectuses, and retain the fund prospectuses for future reference.

Getting Additional Information. You may obtain the _________, 2008 Statement of Additional Information (SAI)
free of charge by indicating your request on your enrollment materials, by calling the Company at 1-800-262-3862
or by writing us at the address listed in the “Contract Overview - Questions: Contacting the Company” section of
this prospectus. You may also obtain an SAI for any of the funds by calling that number. This prospectus, the SAI
and other information about the separate account may be obtained by accessing the Securities and Exchange
Commission (SEC) web site, http://www.sec.gov. Copies of this information may also be obtained, after paying a
duplicating fee, by contacting the SEC Public Reference Branch. Information on the operations of the SEC Public
Reference Branch may be obtained by calling 1-202-551-8090 or 1-800-SEC-0330, e-mailing publicinfo@sec.gov
or by writing to SEC Public Reference Branch, 100 F Street NE, Room 1580, Washington, D.C. 20549. When
looking for information regarding the contracts offered through this prospectus, you may find it useful to use the
number assigned to the registration statement under the Securities Act of 1933. This number is 333-_____. The SAI
table of contents is listed on page 33 of this prospectus. The SAI is incorporated into this prospectus by reference.

Additional Disclosure Information. Neither the SEC, nor any state securities commission, has approved or
disapproved the securities offered through this prospectus or passed on the accuracy or adequacy of this prospectus.
Any representation to the contrary is a criminal offense. We do not intend for this prospectus to be an offer to sell or
a solicitation of an offer to buy these securities in any state that does not permit their sale. We have not authorized
anyone to provide you with information that is different from that contained in this prospectus.

PRO.________-08

TABLE OF CONTENTS

Contract Overview:	4
Who’s Who
The Contract and Your Retirement Plan
Contract Rights
Contract Facts
Questions: Contacting the Company (sidebar)
Sending Forms and Written Requests in Good Order (sidebar)
Contract Phases: Accumulation Phase, Income Phase	5

Fee Table	6
Condensed Financial Information	8
Variable Annuity Account C	8
The Company	8
Investment Options	9
Transfers	11
Contract Purchase and Participation	14
Contract Ownership and Rights	15
Right to Cancel	16
Fees	16
Your Account Value	17
Withdrawals	20
Loans	21
Systematic Distribution Options	21
Death Benefit	22
The Income Phase	23
Contract Distribution	25
Taxation	25
Other Topics	31
Performance Reporting -- Voting Rights -- Contract Modification -- Legal Matters and Proceedings -- Payment
Delay or Suspension -- Transfer of Ownership; Assignment -- Account Termination -- Intent to Confirm Quarterly
Contents of the Statement of Additional Information	33
Appendix I -- Participant Appointment of Employer as Agent Under an Annuity Contract	34
Appendix II -- Fund Descriptions	35

PRO._________-08

		CONTRACT OVERVIEW
Questions: Contacting the
Company. Contact the		The following is a summary. Please read each section of this prospectus for
Company by writing or calling		additional information.
us at the following:
		Who’s Who
ING		You (the participant): The individual who participates in the contract through
USFS Customer Service		a retirement plan.
Defined Contribution
Administration		Plan Sponsor: The sponsor of your retirement plan. Generally, your employer
P.O. Box 990063		or a trust.
Hartford, CT 06199-0063
1-800-262-3862
		Contract Holder: The person to whom we issue the contract. Generally, the
Sending forms and written		plan sponsor or a trust. We may also refer to the contract holder as the contract
requests in good order.		owner.
If you are writing to change		We (the Company): ING Life Insurance and Annuity Company. We issue the
your beneficiary, request a		contract.
withdrawal, or for any other
purpose, contact the Company to		For greater detail please review “Contract Ownership and Rights” and
learn what information is
required in order for the request		“Contract Purchase and Participation.”
to be in “good order.” By
contacting us, we can provide
you with the appropriate		The Contract and Your Retirement Plan
administrative form for your		Retirement Plan (plan): A plan sponsor has established a plan for you. This
requested transaction.		contract is offered as a funding option for that plan. We are not a party to the
Generally, a request is		plan.
considered to be in “good order”
when it is signed, dated and		Plan Type: We refer to the plan by the Tax Code section under which it
made with such clarity and		qualifies. For example: a “403(b) plan” is a plan that qualifies for tax treatment
completeness that we are not		under Tax Code section 403(b).
required to exercise any
discretion in carrying it out.		Use of an Annuity Contract in your Plan. Under the federal tax laws,
		earnings on amounts held in annuity contracts are generally not taxed until they
We can only act upon written		are withdrawn. However, in the case of a qualified retirement account (such as
requests that are received in		a 403(b) or Roth 403(b) retirement plan), an annuity contract is not necessary
good order.		to obtain this favorable tax treatment and does not provide any tax benefits
		beyond the deferral already available to the tax qualified account itself.
		Annuities do provide other features and benefits (such as the option of lifetime
		income phase options at established rates) that may be valuable to you. You
		should consider your alternatives, taking into account the additional fees and
		expenses you may incur in an annuity. See “Contract Purchase and
		Participation.”
		Contract Rights
		Rights under the contract, and who may exercise those rights, may vary by plan
		type. Also, while the contract may reserve certain rights for the contract holder,
		the contract holder may permit you to exercise those rights through the plan.

PRO._________-08

Contract Facts

Free Look/Right to Cancel: Contract holders may cancel the contract no later than 10 days after they receive the
contract (or a longer period if required by state law). Participants may cancel their participation in the contract no
later than 10 days after they receive evidence of participation in the contract (or a longer period if required by state
law). See “Right to Cancel.”

Death Benefit: A beneficiary may receive a benefit in the event of your death during both the accumulation and
income phases. The availability of a death benefit during the income phase depends upon the income phase payment
option selected. See “Death Benefit” and “The Income Phase.”

Withdrawals: During the accumulation phase, the contract holder, or you if permitted by the plan, may withdraw
all or part of your account value. The Tax Code may impose restrictions on withdrawals from plans, which may
vary. In addition, the contract holder, or you if permitted by the plan, may have the right to withdraw all or part of
your account value during the income phase. Amounts withdrawn may be subject to tax withholding and taxation.
See “Withdrawals,” “Taxation,” and “The Income Phase.”

Systematic Distribution Options: These options allow the contract holder, or you if permitted by the plan, to
receive regular payments from your account, while retaining the account in the accumulation phase. See “Systematic
Distribution Options.”

Fees: Certain fees are deducted from your account value. In addition, we reserve the right to deduct premium taxes
from your account value or from payments to the account at any time, but not before there is a tax liability under
state law. See “Fee Table” and “Fees.”

Taxation: Amounts you receive in a distribution will be generally included in your gross income and will be subject
to taxation. Tax penalties may apply in some circumstances. See “Taxation.”

Contract Phases

I. The Accumulation Phase (accumulating retirement benefits)

STEP 1: You or the contract holder provide ING Life		Payments to Your Account
Insurance and Annuity Company with your completed		Payments to Your Account
enrollment materials through our online enrollment system.		Step 1 \|\|
	ING Life Insurance and Annuity Company
According to the plan, we set up one or more accounts for you.		Step 2 \|\|
We may set up account(s) for employer contributions and/or	Variable Annuity Account C Variable Investment Options
for contributions from your salary.
STEP 2: The contract holder, or you if permitted by your plan,
directs us to invest your account dollars in Variable Investment	The Subaccounts
Options. (The variable investment options are the subaccounts	A	B	Etc.
of Variable Annuity Account C. Each one invests in a specific	\|\|	Step 3	\|\|
mutual fund.)	Mutual Fund A	Mutual Fund B	Etc.

STEP 3: The subaccount(s) selected purchases shares of its corresponding fund.

II. The Income Phase (receiving income phase payments from your contract)

The contract offers several fixed income phase options. See “The Income Phase.” In general, you may:

⊳	Receive income phase payments over a lifetime or for a specified period;
⊳	Receive income phase payments monthly, quarterly, semi-annually or annually; and
⊳	Select an option that provides a death benefit to beneficiaries.

PRO._________-08

		FEE TABLE
In This Section:
⊳	Maximum Contract Holder	The following tables describe the fees and expenses that you will pay when
	Transaction Expenses	buying, owning, and withdrawing from your contract. The first table
⊳	Maximum Annual	describes the fees and expenses that you will pay at the time that you buy
	Maintenance Fee	the contract, withdraw from the contract, take a loan from the contract or
⊳	Maximum Separate	transfer cash value between investment options. State premium taxes may
	Account Annual Expenses	*also be deducted. Fees during the income phase may differ from those**
⊳	Total Annual Fund	shown below. See “The Income Phase” for further information.
	Operating Expenses
⊳	Hypothetical Examples	*Maximum Contract Holder Transaction Expenses*
⊳	Fees Deducted by the
	Funds
		Loan Interest Rate Spread ¹	3.0%
See “Fees” for:
⊳	How, When and Why Fees	1 Currently the loan interest rate spread is 2.5%; however we reserve the right
	are Deducted	to apply a spread of up to 3.0%. This is the difference between the rate
⊳	Reduction, Waiver and/or	applied and the rate credited on loans under your contract. See “Loans.”
	Elimination of Certain Fees
⊳	Premium and Other Taxes	The next table describes the fees and expenses that you will pay
		periodically during the time that you own the contract, not including fund
See “The Income Phase” for:		fees and expenses.
⊳	Fees During the Income
	Phase	*Maximum Annual Maintenance Fee*²	$30.00

		2 This fee may be waived, reduced or eliminated in certain circumstances. See “Fees.”

		*Maximum Separate Account Annual Expenses* (as a percentage of average account value)
		Maximum Administrative Expense Charge³	0.25% (currently 0%)
		Maximum Total Separate Account Annual Expenses	0.25%
		3 We currently do not impose an administrative expense charge; however, we reserve the right to charge not more than 0.25% on an annual basis from the subaccounts. See “Fees - Administrative Expense Charge.”

*State premium taxes (which currently range from 0% to 4% of premium payments) may apply, but are not reflected
in the fee tables or examples. See “Fees - Premium and Other Taxes.”

PRO._________-08

The next item shows the minimum and maximum total operating expenses charged by the funds that you may
pay periodically during the time that you own the contract. The minimum and maximum expenses listed
below are based on expenses for the funds’ most recent fiscal year ends without taking into account any fee
waiver or expense reimbursement arrangements that may apply. More detail concerning each fund’s fees and
expenses is contained in the prospectus for each fund.

*Total Annual Fund Operating Expenses*	Minimum	Maximum
(expenses that are deducted from fund assets, including management fees,
distribution (12b-1) and/or service fees, and other expenses)	%	%

*Hypothetical Examples*

The following Examples are intended to help you compare the cost of investing in the contract with the cost of
investing in other variable annuity contracts. These costs include the maximum maintenance fee converted to
a percentage of assets equal to ___%, the maximum administrative expense charge, and the fund fees and
expenses.

Example 1: The following Example assumes that you invest $10,000 in the contract for the time periods indicated.
The Example also assumes that your investment has a 5% return each year and assumes the maximum fees and
expenses of any of the funds. Although your actual costs may be higher or lower, based on these assumptions, your
costs would be:

			1 Year	3 Years	5 Years	10 Years
			$	$	$	$

Example 2: The following Example assumes that you invest $10,000 in the contract for the time periods indicated.
The Example also assumes that your investment has a 5% return each year and assumes the minimum fees and
expenses of any of the funds. Although your actual costs may be higher or lower, based on these assumptions, your
costs would be:

			1 Year	3 Years	5 Years	10 Years
			$	$	$	$

Fees Deducted by the Funds

Fund Fee Information. The fund prospectuses show the investment advisory fees, 12b-1 fees and other expenses
including service fees (if applicable) charged annually by each fund. See the “Fees” section of this prospectus, and
the fund prospectuses, for further information. Fund fees are one factor that impact the value of a fund share. To
learn about additional factors, refer to the fund prospectuses.

The Company may receive compensation from each of the funds or the funds’ affiliates based on an annual
percentage of the average net assets held in that fund by the Company. The percentage paid may vary from one fund
company to another. For certain funds, some of this compensation may be paid out of 12b-1 fees or service fees that
are deducted from fund assets. Any such fees deducted from fund assets are disclosed in the fund prospectuses. The
Company may also receive additional compensation from certain funds for administrative, recordkeeping or other
services provided by the Company to the funds or the funds’ affiliates. These additional payments may also be used
by the Company to finance distribution. These additional payments are made by the funds or the funds’ affiliates to
the Company and do not increase, directly or indirectly, the fund fees and expenses. See “Fees - Fund Fees and
Expenses” for additional information.

In the case of fund companies affiliated with the Company, where an affiliated investment adviser employs
subadvisers to manage the funds, no direct payments are made to the Company or the affiliated investment adviser
by the subadvisers. Subadvisers may provide reimbursement for employees of the Company or its affiliates to attend
business meetings or training conferences. Investment management fees are apportioned between the affiliated
investment adviser and subadviser. This apportionment varies by subadviser, resulting in varying amounts of
revenue retained by the investment adviser. This apportionment of the investment advisory fee does not increase,
directly or indirectly, fund fees and expenses. See “Fees - Fund Fees and Expenses” for additional information.

How Fees are Deducted. Fees are deducted from the value of the fund shares on a daily basis, which in turn affects
the value of each subaccount that purchases fund shares.

PRO._________-08

CONDENSED FINANCIAL INFORMATION

Understanding Condensed Financial Information. As of [XXXXXXXX, 2008], we had not begun selling the
contracts and the subaccounts did not have any assets attributable to the contracts. Therefore, no condensed financial
information is presented herein.

Financial Statements. The statements of assets and liabilities, the statements of operations, the statements of
changes in net assets and the related notes to financial statements for Variable Annuity Account C and the
consolidated financial statements and the related notes to financial statements for ING Life Insurance and Annuity
Company are located in the Statement of Additional Information.

VARIABLE ANNUITY ACCOUNT C

We established Variable Annuity Account C (the “separate account”) under Connecticut Law in 1976 as a
continuation of the separate account established in 1974 under Arkansas law by Aetna Variable Annuity Life
Insurance Company. The separate account was established as a segregated asset account to fund variable annuity
contracts. The separate account is registered as a unit investment trust under the Investment Company Act of 1940
(the “40 Act”). It also meets the definition of “separate account” under the federal securities laws.

The separate account is divided into “subaccounts.” These subaccounts invest directly in shares of a corresponding
fund.

Although we hold title to the assets of the separate account, such assets are not chargeable with the liabilities of any
other business that we conduct. Income, gains or losses of the separate account are credited to or charged against the
assets of the separate account without regard to other income, gains or losses of ING Life Insurance and Annuity
Company. All obligations arising under the contracts are obligations of ING Life Insurance and Annuity Company.

THE COMPANY

ING Life Insurance and Annuity Company (the Company, we, us, our) issues the contracts described in this
prospectus and is responsible for providing each contract’s insurance and annuity benefits. We are a direct, wholly
owned subsidiary of Lion Connecticut Holdings Inc.

We are a stock life insurance company organized under the insurance laws of the State of Connecticut in 1976 and
an indirect wholly owned subsidiary of ING Groep N.V. (“ING”), a global financial institution active in the fields of
insurance, banking and asset management. Through a merger, our operations include the business of Aetna Variable
Annuity Life Insurance Company (formerly known as Participating Annuity Life Insurance Company, an Arkansas
life insurance company organized in 1954). Prior to January 1, 2002, the Company was known as Aetna Life
Insurance and Annuity Company.

We are engaged in the business of issuing life insurance and annuities.

Our principal executive offices are located at:

One Orange Way
Windsor, Connecticut 06095-4774

Regulatory Developments - the Company and the Industry. As with many financial services companies, the
Company and its affiliates have received informal and formal requests for information from various state and federal
governmental agencies and self-regulatory organizations in connection with inquiries and investigations of the
products and practices of the financial services industry. In each case, the Company and its affiliates have been and
are providing full cooperation.

PRO._________-08

Insurance and Retirement Plan Products and Other Regulatory Matters. Federal and state regulators and self-
regulatory agencies are conducting broad inquiries and investigations involving the insurance and retirement
industries. These initiatives currently focus on, among other things, compensation, revenue sharing, and other sales
incentives; potential conflicts of interest; potential anti-competitive activity; reinsurance; sales and marketing
practices (including sales to seniors); specific product types (including group annuities and indexed annuities); and
disclosure. It is likely that the scope of these industry investigations will further broaden before they conclude. The
Company and certain of its U.S. affiliates have received formal and informal requests in connection with such
investigations, and are cooperating fully with each request for information. Some of these matters could result in
regulatory action involving the Company.

These initiatives also may result in new legislation and regulation that could significantly affect the financial
services industry, including businesses in which the Company is engaged.

In light of these and other developments, U.S. affiliates of ING, including the Company, periodically review
whether modifications to their business practices are appropriate.

Investment Product Regulatory Issues. Since 2002, there has been increased governmental and regulatory activity
relating to mutual funds and variable insurance products. This activity has primarily focused on inappropriate
trading of fund shares; directed brokerage; compensation; sales practices, suitability, and supervision; arrangements
with service providers; pricing; compliance and controls; adequacy of disclosure; and document retention.

In addition to responding to governmental and regulatory requests on fund trading issues, ING management, on its
own initiative, conducted, through special counsel and a national accounting firm, an extensive internal review of
mutual fund trading in ING insurance, retirement, and mutual fund products. The goal of this review was to identify
any instances of inappropriate trading in those products by third parties or by ING investment professionals and
other ING personnel.

The internal review identified several isolated arrangements allowing third parties to engage in frequent trading of
mutual funds within the variable insurance and mutual fund products of certain affiliates of the Company, and
identified other circumstances where frequent trading occurred despite measures taken by ING intended to combat
market timing. Each of the arrangements has been terminated and disclosed to regulators, to the independent trustees
of ING Funds (U.S.) and in Company reports previously filed with the Securities and Exchange Commission
(“SEC”) pursuant to the Securities Exchange Act of 1934, as amended.

Action may be taken by regulators with respect to certain ING affiliates before investigations relating to fund trading
are completed. The potential outcome of such action is difficult to predict but could subject certain affiliates to
adverse consequences, including, but not limited to, settlement payments, penalties, and other financial liability. It is
not currently anticipated, however, that the actual outcome of any such action will have a material adverse effect on
ING or ING’s U.S. based operations, including the Company.

ING has agreed to indemnify and hold harmless the ING Funds from all damages resulting from wrongful conduct
by ING or its employees or from ING’s internal investigation, any investigations conducted by any governmental or
self-regulatory agencies, litigation or other formal proceedings, including any proceedings by the SEC.
Management reported to the ING Funds Board that ING management believes that the total amount of any
indemnification obligations will not be material to ING or ING’s U.S. based operations, including the Company.

Product Regulation. Our products are subject to a complex and extensive array of state and federal tax, securities
and insurance laws, and regulations, which are administered and enforced by a number of governmental and self-
regulatory authorities. In addition, state and federal securities and insurance laws impose requirements relating to
insurance and annuity product design, offering and distribution, and administration. Failure to meet any of these
complex tax, securities, or insurance requirements could subject the Company to administrative penalties,
unanticipated remediation, or other claims and costs.

INVESTMENT OPTIONS

The contract offers variable investment options. When we establish your account(s), the contract holder, or you if
permitted by the plan, instructs us to direct account dollars to any of the available options.

PRO._________-08

Variable Investment Options. These options are called subaccounts. The subaccounts are within Variable Annuity
Account C (the separate account), a separate account of the Company. Earnings on amounts invested in the
subaccount will vary depending upon the performance and fees of its underlying fund. You do not invest directly in
or hold shares of the funds.

Fund Descriptions. We provide brief descriptions of the funds in Appendix II. Please refer to the fund prospectuses
for additional information. Fund prospectuses may be obtained free of charge at the address and telephone number
listed in “Contract Overview - Questions: Contacting the Company,” by accessing the SEC’s web site, or by
contacting the SEC Public Reference Branch.

Selecting Investment Options
• Choose options appropriate for you. You should evaluate which investment options may be appropriate for
   your financial goals.
• Understand the risks associated with the options you choose. Some subaccounts invest in funds that are
   considered riskier than others. Funds with additional risks are expected to have a value that rises and falls more
   rapidly and to a greater degree than other funds. For example, funds investing in foreign or international
   securities are subject to additional risks not associated with domestic investments, and their performance may
   vary accordingly. Also, funds using derivatives in their investment strategy may be subject to additional risks.
• Be informed. Read this prospectus and the fund prospectuses.

Limits on Option Availability. Some investment options may not be available through certain contracts and plans
or in some states. We may add, withdraw or substitute investment options, subject to the conditions in the contract
and in compliance with regulatory requirements. In the case of a substitution, the new fund may have different fees
and charges than the fund it replaced.

Limits on Number of Options Selected. Generally, the contract holder, or you if permitted by the plan, may select
no more than 18 investment options at one time during the accumulation phase of your account. Currently, there are
only five investment options available through the contract. If you have an outstanding 403(b) loan, you may
currently make a total of 18 cumulative selections over the life of the account. Each subaccount counts toward these
limits. If you have a loan on the account, each option counts toward the limit, even after the full value is transferred
to other options.

Additional Risks of Investing in the Funds.

Insurance-Dedicated Funds. (Mixed and Shared Funding) The funds described in this prospectus are available
only to insurance companies for their variable contracts (or directly to certain retirement plans, as allowed by the
Tax Code). Such funds are often referred to as “insurance-dedicated funds,” and are used for “mixed” and “shared”
funding.

“Mixed funding” occurs when shares of a fund, which the subaccounts buy for variable annuity contracts, are bought
for variable life insurance contracts issued by us or other insurance companies.

“Shared funding” occurs when shares of a fund, which the subaccounts buy for variable annuity contracts, are also
bought by other insurance companies for their variable annuity contracts.

⊳	Mixed--bought for annuities and life insurance
⊳	Shared--bought by more than one company

It is possible that a conflict of interest may arise due to mixed and shared funding, a change in law affecting the
operations of variable annuity separate accounts, differences in the voting instructions of the contract holder and
others maintaining a voting interest in the funds, or some other reason. Such a conflict could adversely impact the
value of a fund. For example, if a conflict of interest occurred and one of the subaccounts withdrew its investment in
a fund, the fund may be forced to sell its securities at disadvantageous prices, causing its share value to decrease.
Each fund’s board of directors or trustees will monitor events in order to identify any material irreconcilable
conflicts that may arise and to determine what action, if any, should be taken to address such conflicts. In the event
of a conflict, the Company will take any steps necessary to protect contract holders and annuitants maintaining a
voting interest in the funds, including the withdrawal of Variable Annuity Account C from participation in the funds
that are involved in the conflict.

PRO._________-08

TRANSFERS

Transfers Among Investment Options. During the accumulation phase and income phase, the contract holder, or
you if permitted by the plan, may transfer amounts among investment options. See “The Income Phase” for
additional information about transfers during the income phase. Transfers may be requested in writing, by telephone
or, where available, electronically. Transfers must be made in accordance with the terms of the contract.

Value of Transferred Dollars. The value of amounts transferred in or out of subaccounts will be based on the
subaccount unit values next determined after we receive your request in good order at the address listed in “Contract
Overview - Questions: Contacting the Company,” or if you are participating in the dollar cost averaging or account
rebalancing programs, after your scheduled transfer or reallocation.

Telephone and Electronic Transfers: Security Measures. To prevent fraudulent use of telephone or electronic
transactions, (including, but not limited to, Internet transactions), we have established security procedures. These
include recording calls on our toll-free telephone lines and requiring use of a personal identification number (PIN) to
execute transactions. You are responsible for keeping your PIN and account information confidential. If we fail to
follow reasonable security procedures, we may be liable for losses due to unauthorized or fraudulent telephone or
other electronic transactions. We are not liable for losses resulting from following telephone or electronic
instructions we believe to be genuine. If a loss occurs when we rely on such instructions, you will bear the loss.

Limits on Frequent or Disruptive Transfers

The contract is not designed to serve as a vehicle for frequent transfers. Frequent transfer activity can disrupt
management of a fund and raise its expenses through:

·	Increased trading and transaction costs;
·	Forced and unplanned portfolio turnover;
·	Lost opportunity costs; and
·	Large asset swings that decrease the fund’s ability to provide maximum investment return to all contract owners and participants.

This in turn can have an adverse effect on fund performance. Accordingly, individuals or organizations that use
market-timing investment strategies or make frequent transfers should not purchase or participate in the
contract.

Excessive Trading Policy. We and the other members of the ING family of companies that provide multi-fund
variable insurance and retirement products have adopted a common Excessive Trading Policy to respond to the
demands of the various fund families that make their funds available through our products to restrict excessive fund
trading activity and to ensure compliance with Rule 22c-2 of the 1940 Act.

We actively monitor fund transfer and reallocation activity within our variable insurance products to identify
violations of our Excessive Trading Policy. Our Excessive Trading Policy is violated if fund transfer and
reallocation activity:

·	Meets or exceeds our current definition of Excessive Trading, as defined below; or
·	Is determined, in our sole discretion, to be disruptive or not in the best interests of other owners of our variable insurance and retirement products, or participants in such products.

We currently define “Excessive Trading” as:

·	More than one purchase and sale of the same fund (including money market funds) within a 60 calendar day period (hereinafter, a purchase and sale of the same fund is referred to as a “round-trip”). This means two or more round-trips involving the same fund within a 60 calendar day period would meet our definition of Excessive Trading; or
·	Six round-trips involving the same fund within a rolling twelve month period.

PRO._________-08

The following transactions are excluded when determining whether trading activity is excessive:

·	Purchases or sales of shares related to non-fund transfers (for example, new purchase payments, withdrawals and loans);
·	Transfers associated with scheduled dollar cost averaging, scheduled rebalancing, or scheduled asset allocation programs;
·	Purchases and sales of fund shares in the amount of $5,000 or less;
·	Purchases and sales of funds that affirmatively permit short-term trading in their fund shares, and movement between such funds and a money market fund; and
·	Transactions initiated by us, another member of the ING family of companies, or a fund.

If we determine that an individual or entity has made a purchase of a fund within 60 days of a prior round-trip
involving the same fund, we will send them a letter (once per year) warning that another sale of that same fund
within 60 days of the beginning of the prior round-trip will be deemed to be Excessive Trading and result in a six
month suspension of their ability to initiate fund transfers or reallocations through the Internet, facsimile, Voice
Response Unit (VRU), telephone calls to the ING Customer Service Center or other electronic trading medium that
we may make available from time to time (“Electronic Trading Privileges”). Likewise, if we determine that an
individual or entity has made five round-trips involving the same fund within a rolling twelve month period, we will
send them a letter warning that another purchase and sale of that same fund within twelve months of the initial
purchase in the first round-trip will be deemed to be Excessive Trading and result in a suspension of their Electronic
Trading Privileges. According to the needs of the various business units, a copy of any warning letters may also be
sent, as applicable, to the person(s) or entity authorized to initiate fund transfers or reallocations, the agent/registered
representative, or the investment adviser for that individual or entity. A copy of the warning letters and details of the
individual’s or entity’s trading activity may also be sent to the fund whose shares were involved in the trading
activity.

If we determine that an individual or entity has violated our Excessive Trading Policy, we will send them a letter
stating that their Electronic Trading Privileges have been suspended for a period of six months. Consequently, all
fund transfers or reallocations, not just those that involve the fund whose shares were involved in the activity that
violated our Excessive Trading Policy, will then have to be initiated by providing written instructions to us via
regular U.S. mail. Suspension of Electronic Trading Privileges may also extend to products other than the product
through which the Excessive Trading activity occurred. During the six month suspension period, electronic “inquiry
only” privileges will be permitted where and when possible. A copy of the letter restricting future transfer and
reallocation activity to regular U.S. mail and details of the individual’s or entity’s trading activity may also be sent,
as applicable, to the person(s) or entity authorized to initiate fund transfers or reallocations, the agent/registered
representative or investment adviser for that individual or entity, and the fund whose shares were involved in the
activity that violated our Excessive Trading Policy.

Following the six month suspension period during which no additional violations of our Excessive Trading Policy
are identified, Electronic Trading Privileges may again be restored. We will continue to monitor the fund transfer
and reallocation activity, and any future violations of our Excessive Trading Policy will result in an indefinite
suspension of Electronic Trading Privileges. A violation of our Excessive Trading Policy during the six month
suspension period will also result in an indefinite suspension of Electronic Trading Privileges.

We reserve the right to suspend Electronic Trading Privileges with respect to any individual or entity, with or
without prior notice, if we determine, in our sole discretion, that the individual’s or entity’s trading activity is
disruptive or not in the best interests of other owners of our variable insurance and retirement products, or
participants in such products, regardless of whether the individual’s or entity’s trading activity falls within the
definition of Excessive Trading set forth above.

Our failure to send or an individual’s or entity’s failure to receive any warning letter or other notice contemplated
under our Excessive Trading Policy will not prevent us from suspending that individual’s or entity’s Electronic
Trading Privileges or taking any other action provided for in our Excessive Trading Policy.

The Company does not allow exceptions to our Excessive Trading Policy. We reserve the right to modify our
Excessive Trading Policy, or the policy as it relates to a particular fund, at any time without prior notice, depending
on, among other factors, the needs of the underlying fund(s), the best interests of contract owners, participants, and
fund investors, and/or state or federal regulatory requirements. If we modify our policy, it will be applied uniformly
to all contract owners and participants or, as applicable, to all contract owners and participants investing in the
underlying fund.

PRO._________-08

Our Excessive Trading Policy may not be completely successful in preventing market-timing or excessive trading
activity. If it is not completely successful, fund performance and management may be adversely affected, as noted
above.

Limits Imposed by the Underlying Funds. Each underlying fund available through the variable insurance and
retirement products offered by us and/or the other members of the ING family of companies, either by prospectus or
stated policy, has adopted or may adopt its own excessive/frequent trading policy, and orders for the purchase of
fund shares are subject to acceptance or rejection by the underlying fund. We reserve the right, without prior notice,
to implement fund purchase restrictions and/or limitations on an individual or entity that the fund has identified as
violating its excessive/frequent trading policy and to reject any allocation or transfer request to a subaccount if the
corresponding fund will not accept the allocation or transfer for any reason. All such restrictions and/or limitations
(which may include, but are not limited to, suspension of Electronic Trading Privileges and/or blocking of future
purchases of a fund or all funds within a fund family) will be done in accordance with the directions we receive from
the fund.

Agreements to Share Information with Fund Companies. As required by Rule 22c-2 under the 1940 Act, we
have entered into information sharing agreements with each of the fund companies whose funds are offered through
the contract. Contract owner and participant trading information is shared under these agreements as necessary for
the fund companies to monitor fund trading and our implementation of our Excessive Trading Policy. Under these
agreements, the Company is required to share information regarding contract owner and participant transactions,
including but not limited to information regarding fund transfers initiated by you. In addition to information about
contract owner and participant transactions, this information may include personal contract owner and participant
information, including names and social security numbers or other tax identification numbers.

As a result of this information sharing, a fund company may direct us to restrict a contract owner or participant’s
transactions if the fund determines that the contract owner or participant has violated the fund’s excessive/frequent
trading policy. This could include the fund directing us to reject any allocations of purchase payments or account
value to the fund or all funds within the fund family.

The Dollar Cost Averaging Program. The contracts allow you to participate in our dollar cost averaging program.
There is no additional charge for this service. However, you must have an account value of at least $5,000 before
you can participate in the dollar cost averaging program. Dollar cost averaging is a system of investing that buys
fixed dollar amounts of an investment at regular intervals, regardless of price. Our program transfers, at regular
intervals, a fixed dollar amount to one or more subaccounts that you select. Dollar cost averaging neither ensures a
profit nor guarantees against loss in a declining market. You should consider your financial ability to continue
purchases through periods of low price levels. For additional information about this program, contact your local
representative or call the Company at the number listed in “Contract Overview - Questions: Contacting the
Company.”

Dollar cost averaging is not available if you elect to participate in the account rebalancing program.

The Account Rebalancing Program. The contracts allow you to participate in account rebalancing. Account
rebalancing allows you to reallocate your account value to match the investment allocations you originally selected.
Only account values invested in the subaccounts may be rebalanced. We automatically reallocate your account value
annually (or more frequently as we allow). Account rebalancing neither ensures a profit nor guarantees against loss
in a declining market. There is no additional charge for this program. You may participate in this program by
completing the account rebalancing election form or by contacting the Company at: ING Life Insurance and Annuity
Company, Technical Services, One Orange Way, Windsor, CT 06095-4774, phone: 1-800-262-3862, fax: 1-800-
643-8143. However, given the nature of investment options available under the contract, account rebalancing may
be of limited or no value.

Account rebalancing is not available if you elect to participate in the dollar cost averaging program.

PRO._________-08

CONTRACT PURCHASE AND PARTICIPATION

Contracts Available for Purchase. The contracts available for purchase are group deferred variable annuity
contracts that the Company offers in connection with plans established by eligible organizations under Tax Code
section 403(b), including Roth 403(b). Contributions to a 403(b) account must be made by pre-tax salary reduction,
or transfer or rollover from an existing Company contract or another plan provider. Contributions to a Roth 403(b)
account must be made by after-tax salary reduction (to the extent allowed by the contract), transfer or rollover paid
to us on your behalf, as permitted by the Tax Code. We do not currently accept employer contributions from an
existing Company contract or another plan provider. The contracts may not be available in all states.

When considering whether to purchase or participate in the contract, you should consider your financial goals,
investment time horizon and risk tolerance.

ERISA Notification. Some plans under Section 403(b) are subject to Title I of the Employee Retirement Income
Security Act of 1974 (ERISA), as amended. The contract holder must notify the Company whether Title I of ERISA
applies to the plan. We are not currently making the contract available to plans subject to ERISA.

Use of an Annuity Contract in your Plan. Under the federal tax laws, earnings on amounts held in annuity
contracts are generally not taxed until they are withdrawn. However, in the case of a qualified retirement account
(such as a 403(b) or Roth 403(b) plan), an annuity contract is not necessary to obtain this favorable tax treatment
and does not provide any tax benefits beyond the deferral already available to the tax qualified account itself.
However, annuities do provide other benefits (such as the option of lifetime income phase options at established
rates) that may be valuable to you.

Purchasing the Contract

1.	The contract holder submits the required forms and application to the Company.
2.	We approve the forms and issue a contract to the contract holder.

Participating in the Contract

1.	We provide you with enrollment materials for completion and return to us. Generally, we will provide these
	materials to you electronically through the Internet, and you will submit these enrollment materials to us
	electronically through the Internet. We may also provide paper copies of these materials to you.
2.	If your enrollment materials are complete and in good order, we establish one or more accounts for you,
	including a separate account for Roth 403(b) contributions.

Acceptance or Rejection. We must accept or reject an application or your enrollment materials within two business
days of receipt. If the enrollment materials are incomplete, we may hold any enrollment materials and
accompanying purchase payments for five business days, unless you consent to our holding them longer. If we reject
the application or enrollment, we will return the enrollment materials and any purchase payments.

Enrollment Incentive. We may provide, at our sole discretion, up to $25 to new participants as an incentive for
such participants to enroll in the contract. We may provide this incentive as an adjustment to the new participant’s
account or in the form of a cash equivalent (i.e. a gift card). Any amount applied to your account value will be
allocated in the same manner as your contributions. If we are currently offering this incentive under your
retirement plan, you will receive further information in your enrollment materials. Any such incentive will be
offered uniformly with regard to all contracts in that state.

Methods of Purchase Payment. The contract may allow one or more of the following purchase payment methods:

⊳	Lump-sum payments--A one-time payment to your account in the form of a transfer from a previous plan, an existing Company contract, or another plan provider within your current plan; and/or
⊳	Installment payments--More than one payment made over time to your account.

The plan and the contract may have certain rules or restrictions that apply to use of these two methods. For example,
we may require that lump sum payments or installment payments meet certain minimums. See “Contracts Available
for Purchase,” above for information regarding the types of payments we currently accept under the contract.

PRO._________-08

Allocation of Purchase Payments. The contract holder or you, if the contract holder permits, direct us to allocate
initial contributions to the investment options available under the plan. Generally, you will specify this information
on your enrollment materials. After your enrollment, changes to allocations for future purchase payments or transfer
of existing balances among investment options may be requested in writing and, where available, by telephone or
electronically. Allocations must be in whole percentages, and there may be limitations on the number of investment
options that can be selected. See “Investment Options” and “Transfers.”

Tax Code Restrictions. The Tax Code places some limitations on contributions to your account. See “Taxation.”

Factors to Consider in the Purchase Decision. The decision to purchase or participate in the contract should be
evaluated carefully. Make sure that you understand the investment options it provides, its other features, the risks
and potential benefits you will face, and the fees and expenses you will incur when you consider an investment in
the contract. You should pay attention to the following issues, among others:

(1)	Long-Term Investment - This contract is a long-term investment, and is typically most useful as part of a
	personal retirement plan. The value of deferred taxation on earnings grows with the amount of time funds are
	left in the contract. You should not participate in this contract if you are looking for a short-term investment or
	expect to need to make withdrawals before you are 59½.
(2)	Investment Risk - The value of investment options available under this contract may fluctuate with the markets
	and interest rates. You should not participate in this contract in order to invest in these options if you cannot risk
	getting back less money than you put in.
(3)	Features and Fees - The fees for this contract reflect costs associated with the features and benefits it provides.
	As you consider this contract, you should determine the value that these various benefits and features have for
	you, given your particular circumstances, and consider the charges for those features.
(4)	Exchanges - Replacing an existing insurance contract with this contract may not be beneficial to you. If this
	contract will be a replacement for another annuity contract or mutual fund option under the plan, you should
	compare the two options carefully, compare the costs associated with each, and identify additional benefits
	available under this contract. You should consider whether these additional benefits justify any increased
	charges that might apply under this contract. Also, be sure to talk to your tax adviser to make sure that the
	exchange will be handled so that it is tax-free.

Other Products. We and our affiliates offer various other products with different features and terms than these
contracts, which may offer some or all of the same funds. These products have different benefits, fees and charges,
and may offer different share classes of the funds offered in this contract that are less expensive. These other
products may or may not better match your needs. You should be aware that there are alternative options available,
and, if you are interested in learning more about these other products, contact us at the address or phone number
listed in “Contract Overview - Questions: Contacting the Company.” These alternative options may not be available
under your plan.

CONTRACT OWNERSHIP AND RIGHTS

Who Owns the Contract? The contract holder. This is the person or entity to whom we issue the contract.

Who Owns Money Accumulated Under the Contract? Under the contract, we may establish one or more
accounts for you. Generally, we establish an employee account to receive salary reduction and rollover amounts. We
may also establish a separate account for Roth 403(b) contributions. You have the right to the value of your
employee account.

Who Holds Rights Under the Contract? Under all contracts, except group contracts issued through a voluntary
403(b) or Roth 403(b) plan, the contract holder holds all rights under the contract. The contract holder may permit
you to exercise some of those rights. For example, the contract holder may allow you to choose investment options.

If you participate in a group contract through a voluntary 403(b) or Roth 403(b) plan, you currently hold all rights
under the contract. However, pursuant to Treasury Department regulations that are generally effective on January 1,
2009, the future exercise of certain of these rights may require the consent and approval of the contract holder. We
reserve the right to modify the contracts to comply with these regulations where allowed, or where required by law.
See “Taxation – Section 403(b) and Roth 403(b) Tax-Deferred Annuities.”

For additional information about the respective rights of the contract holder and participants under 403(b) and Roth
403(b) plans, see Appendix I.

PRO._________-08

RIGHT TO CANCEL

When and How to Cancel. If the contract holder chooses to cancel a contract, we must receive the contract and a
written notice of cancellation within 10 days (or a longer period if required by state law) after the contract holder’s
receipt of the contract.

If you wish to cancel participation in the contract and are allowed to do so under the contract and the plan, you must
send the document evidencing your participation and a written notice of cancellation to the Company within 10 days
(or a longer period if required by state law) after you receive confirmation of your participation in the contract.

Refunds. We will produce a refund not later than seven calendar days after we receive the required documents and
written notice in good order at the address listed in “Contract Overview - Questions: Contacting the Company.” The
refund will equal amounts contributed to the contract or account(s), as applicable, plus any earnings or less any
losses attributable to the investment options in which amounts were invested. In certain states, we are required to
refund contributions. When a refund of contributions is not required, the investor bears any investment risk.

FEES
	*Types of Fees*
The following repeats and adds to information provided in the “Fee
Table” section. Please review both this section and the “Fee Table”	There are certain types of fees or
section for information on fees.	charges which you may incur under the
	contract:
I. Maximum Transaction Fees	I.	Maximum Transaction Fees
*Maintenance Fee*	II.	Fees Deducted from the
		Subaccounts
Maximum Amount. $30.00.
	III.	Fund Fees and Expenses
When/How. We deduct this fee on your account anniversary each year
during the accumulation phase. The fee is deducted annually on a pro-rata	IV.	Premium and Other Taxes
basis from your account value invested in the subaccounts.
Purpose. This fee reimburses us for our administrative expenses related
to the contracts, the separate account and the subaccounts.
Waiver. We reserve the right to waive the maintenance fee under certain
circumstances.
*Redemption Fees*

Certain funds may deduct redemption fees as a result of withdrawals, transfers, or other fund transactions you
initiate. If applicable, we may deduct from your account value the amount of any redemption fees imposed by the
underlying mutual funds as a result of withdrawals, transfers or other fund transactions you initiate. Redemption
fees, if any, are separate and distinct from any transaction charges or other charges deducted from your account
value. For a more complete description of the funds’ fees and expenses, review each fund’s prospectus.

II. Fees Deducted from the Subaccounts

Administrative Expense Charge

Maximum Amount. We currently do not impose this fee. However, we reserve the right to charge an administrative
expense charge of up to 0.25% annually of your account value invested in the subaccounts.

When/How. If charged, this fee is deducted daily from the subaccounts during the accumulation phase.

Purpose. This fee helps defray our administrative expenses. The fee is not intended to exceed our average expected
cost of administering the contracts. We do not expect to make a profit from this fee.

PRO._________-08

Reduction. If we charge the administrative expense charge, we may reduce it from the maximum when the plan
meets certain criteria and we agree to the reduction with the contract holder, in writing. The level of the fee may be
reassessed and increased or decreased at each contract anniversary as the characteristics of the group change.

III. Fund Fees and Expenses

As shown in the fund prospectuses and described in the “Fees Deducted by the Funds” section of this prospectus,
each fund deducts management fees from the amounts allocated to the fund. In addition, each fund deducts other
expenses, which may include service fees that may be used to compensate service providers, including the Company
and its affiliates, for administrative and contract holder services provided on behalf of the fund. Furthermore, certain
funds deduct a distribution or 12b-1 fee, which is used to finance any activity that is primarily intended to result in
the sale of fund shares. For a more complete description of the funds’ fees and expenses, review each fund’s
prospectus.

The Company or its U.S. affiliates receive substantial revenue from each of the funds or the funds’ affiliates,
although the amount and types of revenue vary with respect to each of the funds offered through the contract. This
revenue is one of several factors we consider when determining contract fees and charges and whether to offer a
fund through our contracts. Fund revenue is important to the Company’s profitability, and it is generally more
profitable for us to offer affiliated funds than to offer unaffiliated funds.

Funds currently available through your contract are structured as “fund of funds.” These funds may have higher fees
and expenses than a fund that invests directly in debt and equity securities because they also incur the fees and
expenses of the underlying funds in which they invest. These funds are affiliated funds, and the underlying funds in
which they invest may be affiliated as well. The fund prospectuses disclose the aggregate annual operating expenses
of each portfolio and its corresponding underlying fund or funds.

In terms of total dollar amounts received, the greatest amount of revenue generally comes from assets allocated to
funds managed by Directed Services LLC or other Company affiliates, which funds may or may not also be
subadvised by a Company affiliate. Assets allocated to funds managed by a Company affiliate but subadvised by
unaffiliated third parties generally generate the next greatest amount of revenue. Finally, assets allocated to
unaffiliated funds generate the least amount of revenue. The Company expects to make a profit from this revenue to
the extent it exceeds the Company’s expenses. Only affiliated funds are available under the contract.

Types of Revenue Received from Affiliated Funds

Affiliated funds are (a) funds managed by Directed Services LLC or other Company affiliates, which may or may
not also be subadvised by another Company affiliate; and (b) funds managed by a Company affiliate but that are
subadvised by unaffiliated third parties.

Revenues received by the Company from affiliated funds may include:

·	A share of the management fee deducted from fund assets;
·	Service fees that are deducted from fund assets;
·	For certain share classes, the Company or its affiliates may also receive compensation paid out of 12b-1 fees that are deducted from fund assets; and
·	Other revenues that may be based either on an annual percentage of average net assets held in the fund by the Company or a percentage of the fund’s management fees.

PRO._________-08

These revenues may be received as cash payments or according to a variety of financial accounting techniques that
are used to allocate revenue and profits across the organization. In the case of affiliated funds subadvised by
unaffiliated third parties, any sharing of the management fee between the Company and the affiliated investment
adviser is based on the amount of such fee remaining after the subadvisory fee has been paid to the unaffiliated
subadviser. Because subadvisory fees vary by subadviser, varying amounts of revenue are retained by the affiliated
investment adviser and ultimately shared with the Company.

In addition to the types of revenue received from the affiliated funds described above, affiliated funds and their
investment advisers, subadvisers or affiliates may participate at their own expense in Company sales conferences or
educational and training meetings. In relation to such participation, a fund’s investment adviser, subadviser or
affiliate may help offset the cost of the meetings or sponsor events associated with the meetings. In exchange for
these expense offset or sponsorship arrangements, the investment adviser, subadviser or affiliate may receive certain
benefits and access opportunities to Company sales representatives and wholesalers rather than monetary benefits.
These benefits and opportunities include, but are not limited to co-branded marketing materials; targeted marketing
sales opportunities; training opportunities at meetings; training modules for sales personnel; and opportunity to host
due diligence meetings for representatives and wholesalers.

Please note certain management personnel and other employees of the Company or its affiliates may receive a
portion of their total employment compensation based on the amount of net assets allocated to affiliated funds. See
“Contract Distribution.”

IV. Premium and Other Taxes

Maximum Amount. Some states and municipalities charge a premium tax on annuities. These taxes currently range
from 0% to 4%, depending upon the jurisdiction.

When/How. We reserve the right to deduct a charge for premium taxes from your account value or from purchase
payments to the account at any time, but not before there is a tax liability under state law. For example, we may
deduct a charge for premium taxes at the time of a complete withdrawal or we may reflect the cost of premium taxes
in our income phase payment rates when you commence income phase payments. We will not deduct a charge for
municipal premium tax of 1% or less, but we reserve the right to reflect such an expense in our annuity purchase
rates.

In addition, the Company reserves the right to assess a charge for any federal taxes due against the separate account.
See “Taxation.”

YOUR ACCOUNT VALUE

During the accumulation phase, your account value at any given time equals the current dollar value of amounts held
in the subaccounts.

Subaccount Accumulation Units. When a fund is selected as an investment option, your account dollars invest in
“accumulation units” of the Variable Annuity Account C subaccount corresponding to that fund. The subaccount
invests directly in the fund shares. The value of your interests in a subaccount is expressed as the number of
accumulation units you hold multiplied by an “Accumulation Unit Value,” as described below, for each unit.

Accumulation Unit Value (AUV). The value of each accumulation unit in a subaccount is called the accumulation
unit value or AUV. The value of accumulation units vary daily in relation to the underlying fund’s investment
performance. The value also reflects deductions for fund fees and expenses. We discuss these deductions in more
detail in “Fee Table” and “Fees.”

Valuation. We determine the AUV every business day after the close of the New York Stock Exchange (normally at
4:00 p.m. Eastern Time). At that time, we calculate the current AUV by multiplying the AUV last calculated by the
“net investment factor” of the subaccount. The net investment factor measures the investment performance of the
subaccount from one valuation to the next.

PRO._________-08

Current AUV = Prior AUV x Net Investment Factor

Net Investment Factor. The net investment factor for a subaccount between two consecutive valuations equals the
sum of 1.0000 plus the net investment rate.

Net Investment Rate. The net investment rate is computed according to a formula that is equivalent to the
following:

⊳	The net assets of the fund held by the subaccount as of the current valuation; minus
⊳	The net assets of the fund held by the subaccount at the preceding valuation; plus or minus
⊳	Taxes or provisions for taxes, if any, due to subaccount operations (with any federal income tax liability offset by foreign tax credits to the extent allowed);
⊳	Divided by the total value of the subaccount’s units at the preceding valuation;
⊳	Minus a daily deduction for the administrative expense charge (if applicable), and any other fees deducted daily from investments in the separate account. See “Fees.”

The net investment rate may be either positive or negative.

Hypothetical Illustration. As a hypothetical illustration, assume that an investor contributes $5,000 to his account
and directs us to invest $3,000 in Fund A and $2,000 in Fund B. After receiving the contribution and following the
next close of business of the New York Stock Exchange (“NYSE”) (normally at 4:00 p.m. Eastern Time), the
applicable AUV’s are $10 for Subaccount A, and $25 for Subaccount B. The investor’s account is credited with 300
accumulation units of subaccount A and 80 accumulation units of subaccount B.

Step 1: An investor contributes $5,000.			$5,000 contribution
			Step 1 \|\|
Step 2:		ING Life Insurance and Annuity Company
A.	He directs us to invest $3,000 in Fund
	A. His dollars purchase 300
	accumulation units of Subaccount A
	($3,000 divided by the current $10		Step 2 \|\|
	AUV).	Variable Annuity Account C
B.	He directs us to invest $2,000 in Fund	Subaccount A 300 accumulation units		Subaccount B 80 accumulation units		Etc.
	B. His dollars purchase 80
	accumulation units of Subaccount B
	($2,000 divided by the current $25
	AUV).
		\|\|		Step 3 \|\|
Step 3: The separate account then purchases shares of the applicable funds at the current			Fund A		Fund B
market value (net asset value or NAV).

The fund’s subsequent investment performance, expenses and charges, and the daily charges deducted from the
subaccount, will cause the AUV to move up or down on a daily basis.

Purchase Payments to Your Account. Initial purchase payments directed to the subaccounts will purchase
subaccount accumulation units at the AUV next computed after our acceptance of the applicable application or
enrollment forms, as described in “Contract Purchase and Participation.” Subsequent purchase payments or transfers
directed to the subaccounts that we receive in good order by the close of business of the NYSE (normally 4 p.m.
Eastern Time) will purchase subaccount accumulation units at the AUV computed after the close of the NYSE on
that day. The value of subaccounts may vary day to day.

PRO._________-08

WITHDRAWALS
			Deductions for Taxes
Making a Withdrawal. Subject to limitations on withdrawals and other
restrictions (see “Withdrawal Restrictions” below), the contract holder, or you			Amounts withdrawn may be
if permitted by the plan, may withdraw all or a portion of your account value at			subject to tax penalties and
any time during the accumulation phase.			withholding. See “Taxation.”
			To determine which may
Steps for Making a Withdrawal. The contract holder, or you if permitted by			apply, refer to the appropriate
the plan, must:			sections of this prospectus, or
			call the Company at the
⊳	Select the withdrawal amount.		number listed in “Contract
	•	Full Withdrawal: You will receive, reduced by any required tax, your	Overview - Questions:
		account value allocated to the subaccounts, minus any applicable	Contacting the Company.”
		redemption fees.
	•	Partial Withdrawal (Percentage or Specified Dollar Amount): You will
		receive, reduced by any required tax, the amount you specify, subject
		to the value available in your account. However, the amount actually
		withdrawn from your account will be adjusted by any applicable
		redemption fees for amounts withdrawn from the subaccounts.
⊳ Select investment options. If not specified, we will withdraw dollars in the
	same proportion as the values you hold in the various investment options
	from each investment option in which you have an account value.
⊳ Properly complete a distribution form and submit it to the address listed in
	“Contract Overview – Questions: Contacting the Company.”
Calculation of Your Withdrawal. We determine your account value every
normal business day after the close of the New York Stock Exchange
(normally at 4:00 p.m. Eastern Time). We pay withdrawal amounts based on
your account value either:
1.	As of the next valuation date after we receive a request for withdrawal in
	good order at the address listed in “Contract Overview – Questions:
	Contacting the Company”; or
2.	On such later date as specified on the disbursement form.
Delivery of Payment. Payments for withdrawal requests will be made in
accordance with SEC requirements. Normally, we will send your payment not
later than seven calendar days following our receipt of your disbursement form
in good order.

Reinvestment Privilege. The contract allows for a one-time use of a reinvestment privilege. Within 30 days after a
full withdrawal, if allowed by law, you may elect to reinvest all or a portion of the proceeds. We must receive
reinvested amounts within 60 days of the withdrawal. We will credit the account for the amount reinvested based on
the subaccount values next computed following our receipt of your request and the amount to be reinvested. We will
reinvest in the same investment options and proportions in place at the time of withdrawal. Seek competent advice
regarding the tax consequences associated with reinvestment.

Withdrawal Restrictions. Section 403(b)(11) of the Tax Code prohibits withdrawals under 403(b) contracts prior to
your death, disability, attainment of age 59½, severance from employment, or financial hardship, of the following:
(1) Salary reduction contributions made after December 31, 1988 and; (2) Earnings on those contributions and
earnings on amounts held before 1989 and credited after December 31, 1988 (these amounts are not available for
hardship withdrawals). Other withdrawals may be allowed as provided for under the Tax Code or regulations. Some
plans may have other limits on withdrawals.

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Although we do not currently accept employer contributions into the contract, please note that effective January 1,
2009, the new 403(b) regulations impose restrictions on the distribution of 403(b) employer contributions under
certain contracts. See “Taxation of Qualified Contracts - Distributions - 403(b) Plans.”

The contract may require that the contract holder certify that you are eligible for the distribution.

LOANS

Availability. If allowed by the contract and the plan, you may take out a loan from your account value during the
accumulation phase. Loans are only allowed from amounts allocated to certain subaccounts. Additional restrictions
may apply under the Tax Code, your plan, or due to our administrative practices or those of a third party
administrator selected by your plan sponsor. Currently, we require a minimum loan amount of $1,000. Loans are not
available from Roth 403(b) contracts or Roth 403(b) accounts. We reserve the right not to grant a loan request if the
participant has an outstanding loan in default.

Requests. If you are eligible to obtain a loan, you may request one by properly completing the loan request form
and submitting it to the address listed in “Contract Overview - Questions: Contacting the Company.” Read the terms
of the loan agreement before submitting any request.

Loan Interest. Interest will be charged on loaned amounts. The difference between the rate applied and the rate
credited on loans under your contract is currently 2.5% (i.e., a 2.5% loan interest rate spread). We reserve the right
to apply a loan interest rate spread of up to 3.0% .

	SYSTEMATIC DISTRIBUTION OPTIONS
Features of a Systematic
Distribution Option	Availability of Systematic Distribution Options. These options may be
	exercised at any time during the accumulation phase of the contract. To
If available under your plan, a	exercise one of these options the account value must meet any minimum dollar
systematic distribution option	amount and age criteria applicable to that option. To determine what
allows you to receive regular	systematic distribution options are available, check with the contract holder or
payments from your account	the Company. The Company reserves the right to discontinue the availability
without moving into the	of one or all of the systematic distribution options at any time, and/or to
income phase. By remaining in	change the terms for future elections.
the accumulation phase, you
retain certain rights and	Systematic distribution options currently available under the contract include
investment flexibility not	the following:
available during the income
phase. Because the account	⊳	SWO--Systematic Withdrawal Option. SWO is a series of partial
remains in the accumulation		withdrawals from your account based on a payment method you select. It
phase, all accumulation phase		is designed for those who want a periodic income while retaining
charges continue to apply.		accumulation phase investment flexibility for amounts accumulated under
		the account. (This option may not be available if you have an outstanding
		loan.)
	⊳	ECO--Estate Conservation Option. ECO allows you to maintain the
		account in the accumulation phase and provides periodic payments
		designed to meet the Tax Code’s minimum distribution requirement.
		Under ECO, the Company calculates the minimum distribution amount
		required by law at age 70½ (for certain plans, 70½ or retirement, if later)
		and pays you that amount once a year.

Other systematic distribution options may be available from time to time. Additional information relating to any of
the systematic distribution options may be obtained from the address listed in “Contract Overview – Questions:
Contacting the Company.”

Electing a Systematic Distribution Option. The contract holder, or you if permitted by the plan, makes the
election of a systematic distribution option. For some contracts, the contract holder must provide the Company with
certification that the distribution is in accordance with terms of the plan.

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Terminating a Systematic Distribution Option. Once you elect a systematic distribution option, you may revoke it
at any time through a written request to the address listed in “Contract Overview – Questions: Contacting the
Company.” Once revoked, an option may not be elected again until the next calendar year, nor may any other
systematic distribution option be elected, unless the Tax Code permits it.

Tax Consequences. Withdrawals received through these options and revocations of elections may have tax
consequences. See “Taxation.”

DEATH BENEFIT
		During the Income Phase
The contract provides a death benefit in the event of your death, which is
payable to the beneficiary named under the contract (contract beneficiary).		This section provides
		information about the
⊳	Under contracts issued in connection with most types of plans except	accumulation phase. For death
	voluntary 403(b) or Roth 403(b) plans, the contract holder must be named	benefit information applicable
	as the contract beneficiary, but may direct that we make any payments to	to the income phase, see “The
	the beneficiary you name under the plan (plan beneficiary).	Income Phase.”
⊳	Under contracts issued in connection with voluntary 403(b) or Roth
	403(b) plans, you may generally designate your own contract beneficiary
	who will normally be your plan beneficiary, as well.
*During the Accumulation Phase*
Payment process
1.	Following your death, the contract beneficiary (on behalf of the plan
	beneficiary, if applicable) must provide the Company with proof of death
	acceptable to us and a payment request in good order.
2.	The payment request should include selection of a benefit payment option.
3.	Within seven calendar days after we receive proof of death acceptable to
	us and payment request in good order at the address listed in “Contract
	Overview – Questions: Contacting the Company,” we will mail payment,
	unless otherwise requested.
Until one of the benefit payment options listed below is selected, account
dollars will remain invested as at the time of your death, and no distribution
will be made.
Benefit Payment Options. The following payment options are available, if
allowed by the Tax Code:
⊳	Lump-sum payment;
⊳	Payment under an available income phase payment option (see “Income
	Phase - Payment Options”); and
⊳	Payment under an available systematic distribution option (subject to
	certain limitations).
Unless the beneficiary elects otherwise, lump-sum payments will generally be
made into an interest bearing account that is backed by our general account.
This account can be accessed by the beneficiary through a checkbook feature.
The beneficiary may access death benefit proceeds at any time through the
checkbook without penalty. Interest credited under this account may be less
than under other settlement options.
The account value may also remain invested in the contract; however, the Tax
Code limits how long the death benefit proceeds may be left in this option.
Death Benefit Calculation. The death benefit will be based on your account
value. The death benefit is calculated as of the next time we value your
account following the date on which we receive proof of death and payment
request in good order.

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Tax Code Requirements. The Tax Code requires distribution of death benefit proceeds within a certain period of
time. Failure to begin receiving death benefit payments within those time periods can result in tax penalties.
Regardless of the method of payment, death benefit proceeds will generally be taxed to the beneficiary in the same
manner as if you had received those payments. See “Taxation” for additional information.

THE INCOME PHASE

During the income phase you receive payments from your accumulated account value.

Initiating Income Phase Payments. At least 30 days prior to the date you want to start receiving payments, the
contract holder, or you if permitted by the plan, must notify us in writing of the following:

⊳	Start date;
⊳	Income phase payment option (see the income phase payment options table in this section);
⊳	Income phase payment frequency (i.e., monthly, quarterly, semi-annually or annually); and
⊳	Under some plans, certification from your employer and/or submission of the appropriate forms is also required.

The account will continue in the accumulation phase until the contract holder or you, as applicable, properly initiate
income phase payments. Once an income phase payment option is selected, it may not be changed.

What Affects Income Phase Payment Amounts? Some of the factors that may affect income phase payment
amounts include: your age, your account value, the income phase payment option selected, and the number of
guaranteed payments (if any) selected.

Fixed Income Phase Payments. Amounts funding fixed income phase payments will be held in the Company’s
general account. Fixed payments will remain the same over time.

Selecting an Increasing Payment. Under certain income phase payment options, you may elect an increase of one,
two, or three percent, compounded annually. The higher your percentage, the lower your initial income phase
payment will be, while future payments will increase each year at a greater rate.

Generally, this feature is not available with cash refund payment options.

Required Minimum Payment Amounts. The first payment amount must meet the minimums stated in the contract.
This amount is currently $50 per month or $250 per year, but the Company reserves the right to increase these
amounts, if allowed by state law, based on increases reflected in the Consumer Price Index - Urban (CPI-U) since
July 1, 1993. If your account value is too low to meet these minimum payment amounts, you will receive one lump-
sum payment.

Death Benefit During the Income Phase. The death benefits that may be available to a beneficiary are outlined in
the following income phase payment option table. If a lump-sum payment is due as a death benefit, we will make
payment within seven calendar days after we receive proof of death acceptable to us in good order and the payment
request at the address listed in “Contract Overview - Questions: Contacting the Company.”

Unless the beneficiary elects otherwise, lump-sum payments will generally be made into an interest bearing account
that is backed by our general account. This account can be accessed by the beneficiary through a checkbook feature.
The beneficiary may access death benefit proceeds at any time through the checkbook without penalty. Interest
credited under this account may be less than under other settlement options.

Taxation. To avoid certain tax penalties, you and any beneficiary must meet the distribution rules imposed by the
Tax Code. See “Taxation.”

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Income Phase Payment Options

The following tables list the income phase payment options and accompanying death benefits that may be available
under the contracts. Some contracts may restrict the options and the terms available. Refer to your certificate or
check with your contract holder for details. We may offer additional income phase payment options under the
contract from time to time.

Terms used in the Tables:

Annuitant: The person(s) on whose life expectancy the income phase payments are calculated.

Beneficiary: The person designated to receive the death benefit payable under the contract.

Lifetime Income Phase Payment Options
	Length of Payments: For as long as the annuitant lives. It is possible that only one payment
Life Income	will be made should the annuitant die prior to the second payment’s due date. Death Benefit-None: All payments end upon the annuitant’s death.
	Length of Payments: For as long as the annuitant lives, with payments guaranteed for your
Life Income--	choice of 5 to 30 years, or as otherwise specified in the contract.
Guaranteed	Death Benefit-Payment to the Beneficiary: If the annuitant dies before we have made all
Payments*	the guaranteed payments, we will pay the beneficiary a lump-sum (unless otherwise
	requested) equal to the present value of the remaining guaranteed payments.
	Length of Payments: For as long as either annuitant lives. It is possible that only one
	payment will be made should both annuitants die before the second payment’s due date.
Life Income--Two	Continuing Payments:
Lives	(a)	When you select this option you choose for 100%, 66 2/3% or 50% of the payment to
		continue to the surviving annuitant after the first death; or
	(b)	100% of the payment to continue to the annuitant on the second annuitant’s death, and
		50% of the payment to continue to the second annuitant on the annuitant’s death.
	Death Benefit-None: All payments end after the death of both annuitants.
	Length of Payments: For as long as either annuitant lives, with payments guaranteed for your choice of 5 to 30 years, or as otherwise specified in the contract.
Life Income--Two	Continuing Payments: 100% of the payment to continue to the surviving annuitant after the
Lives--Guaranteed	first death.
Payments*	Death Benefit-Payment to the Beneficiary: If both annuitants die before the guaranteed
	payments have all been paid, we will pay the beneficiary a lump-sum (unless otherwise
	requested) equal to the present value of the remaining guaranteed payments.
Life Income--Cash	Length of Payments: For as long as the annuitant lives.
Refund Option	Death Benefit-Payment to the Beneficiary: Following the annuitant’s death, we will pay a
(fixed payment only)	lump-sum payment equal to the amount originally applied to the payment option (less any
	premium tax) and less the total amount of fixed income phase payments paid.
Life Income--Two	Length of Payments: For as long as either annuitant lives.
Lives--Cash Refund	Continuing Payment: 100% of the payment to continue after the first death.
Option (fixed payment only)	Death Benefit-Payment to the Beneficiary: When both annuitants die, we will pay a lump-
	sum payment equal to the amount applied to the income phase payment option (less any premium tax) and less the total amount of fixed income phase payments paid.
Nonlifetime Income Phase Payment Options
	Length of Payments: Payments will continue for 5-30 years based upon the number of
	years you choose when selecting this option.
Nonlifetime-	Death Benefit--Payment to the Beneficiary: If the annuitant dies before we make all the
Guaranteed	guaranteed payments, any remaining guaranteed payments will continue to the beneficiary
Payments*	unless the beneficiary elects to receive the present value of the remaining guaranteed payments in a lump sum.
Calculation of Lump-Sum Payments: If a lump-sum payment is available to a beneficiary, the rate we use to
calculate the present value of the remaining guaranteed payments is the same rate we use to calculate the income
phase payments (i.e., the actual fixed rate used for the fixed payments).

* Guaranteed period payments may not extend beyond the shorter of your life expectancy or until your age 95.

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CONTRACT DISTRIBUTION

General. The Company’s subsidiary, ING Financial Advisers, LLC, serves as the principal underwriter for the
contracts. ING Financial Advisers, LLC, a Delaware limited liability company, is registered as a broker-dealer with
the SEC. ING Financial Advisers, LLC is also a member of the Financial Industry Regulatory Authority (“FINRA”)
and the Securities Investor Protection Corporation (“SIPC”). ING Financial Advisers, LLC’s principal office is
located at One Orange Way, Windsor, Connecticut 06095-4774.

The contracts are offered directly to the public utilizing online enrollment through the Internet. We do not pay any
direct compensation to broker-dealers or their registered representatives in connection with the sale of the contracts.
However, management personnel of the Company, and of its affiliated broker-dealers, may receive additional
compensation if the overall amount of investments in funds advised by the Company or its affiliates meets certain
target levels or increases over time. Compensation for certain management personnel, including sales management
personnel, may be enhanced if the overall amount of investments in the contracts and other products issued or
advised by the Company or its affiliates increases over time. Certain sales management personnel may also receive
compensation that is a specific percentage of the commissions paid to distributors or of purchase payments received
under the contracts.

TAXATION
		In this Section
I.	*Introduction*
		I.	Introduction
This section discusses our understanding of current federal income tax laws
affecting the contracts. You should keep the following in mind when reading		II.	Taxation of Qualified
it:			Contracts
⊳	Your tax position (or the tax position of the designated beneficiary, as	III.	Possible Changes in
	applicable) determines federal taxation of amounts held or paid out under		Taxation
	the contracts;
		IV.	Taxation of the
⊳	Tax laws change. It is possible that a change in the future could affect		Company
	contracts issued in the past;
		When consulting a tax adviser,
⊳	This section addresses federal income tax rules and does not discuss	be certain that he or she has
	federal estate and gift tax implications, state and local taxes or any other	expertise in the Tax Code
	tax provisions; and	sections applicable to your tax
		concerns.
⊳	We do not make any guarantee about the tax treatment of the contract or
	any transaction involving the contracts.

We do not intend this information to be tax advice. For advice about the effect
of federal income taxes or any other taxes on amounts held or paid out under
the contracts, consult a tax adviser. No attempt is made to provide more than
general information about the use of the contracts with tax qualified retirement
arrangements. For more comprehensive information contact the Internal
Revenue Service (IRS).

Qualified Contracts

The contracts are available for purchase on a tax-qualified basis (qualified

contracts).

Qualified contracts are designed for use by individuals and/or employers

whose premium payments are comprised solely of proceeds from and/or

contributions under retirement plans or programs intended to qualify for

special income tax treatment under Tax Code section 403(b).

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II. Taxation of Qualified Contracts

General
The contracts are primarily designed for use with Tax Code section 403(b) plans, including Roth 403(b) plans. (We
refer to these as “qualified plans”). The tax rules applicable to participants in these qualified plans vary according to
the type of plan and the terms and conditions of the plan itself. The ultimate effect of federal income taxes on the
amounts held under a contract, or on income phase payments, depends on the type of retirement plan or program, the
tax and employment status of the individual concerned, and on your tax status. Special favorable tax treatment may
be available for certain types of contributions and distributions. In addition, certain requirements must be satisfied in
purchasing a qualified contract with proceeds from a tax-qualified plan or program in order to continue receiving
favorable tax treatment.

Adverse tax consequences may result from contributions in excess of specified limits, distributions before age 59½
(subject to certain exceptions), distributions that do not conform to specified commencement and minimum
distribution rules, and in other specified circumstances. Some qualified plans are subject to additional distribution or
other requirements that are not incorporated into our contract. No attempt is made to provide more than general
information about the use of the contracts with qualified plans. Contract holders, participants, annuitants, and
beneficiaries are cautioned that the rights of any person to any benefit under these qualified plans may be subject to
the terms and conditions of the plan themselves, regardless of the terms and conditions of the contract. The
Company is not bound by the terms and conditions of such plans to the extent such terms contradict the contract,
unless we consent.

Generally, contract holders, participants, and beneficiaries are responsible for determining that contributions,
distributions and other transactions with respect to the contract comply with applicable law. Therefore, you should
seek competent legal and tax advice regarding the suitability of a contract for your particular situation. The
following discussion assumes that qualified contracts are purchased with proceeds from and/or contributions under
retirement plans or programs that qualify for the intended special federal tax treatment.

Tax Deferral
Under the federal tax laws, earnings on amounts held in annuity contracts are generally not taxed until they are
withdrawn. However, in the case of a qualified plan (as defined in this prospectus), an annuity contract is not
necessary to obtain this favorable tax treatment and does not provide any tax benefits beyond the deferral already
available to the qualified plan itself. Annuities do provide other features and benefits (such as lifetime income phase
options at established rates) that may be valuable to you. You should consider your alternatives, taking into account
the additional fees and expenses you may incur in an annuity.

Section 403(b) and Roth 403(b) Tax-Deferred Annuities. The contracts are available as Tax Code section 403(b)
tax-deferred annuities. Section 403(b) of the Tax Code allows employees of certain Tax Code section 501(c)(3)
organizations and public schools to exclude from their gross income the premium payments made, within certain
limits, to a contract that will provide an annuity for the employee’s retirement.

The contracts may also be available as a Roth 403(b), as described in Tax Code section 402A, and we may set up
accounts for you under the contract for Roth 403(b) contributions. Tax Code section 402A allows employees of
public schools and certain Tax Code section 501(c)(3) organizations to contribute after-tax salary contributions to a
Roth 403(b), which provides for tax-free distributions, subject to certain restrictions.

In July 2007, the Treasury Department issued final regulations that are generally effective January 1, 2009. These
final regulations may be relied upon prior to that date as long as reliance is on a reasonable and consistent basis. We
reserve the right to modify the contracts to comply with these regulations where allowed, or where required by law.
The final regulations include: (a) a written plan requirement; (b) the ability to terminate a 403(b) plan, which would
entitle a participant to a distribution; (c) the replacement of IRS Revenue Ruling 90-24 with new exchange rules
effective September 25, 2007 and requiring information sharing between the 403(b) plan sponsor and/or its delegate
and the product provider as well as new plan-to-plan transfer rules (under these new exchange and transfer rules, the
403(b) plan sponsor can elect not to permit exchanges or transfers); and (d) new distribution rules for 403(b)(1)
annuities that would impose withdrawal restrictions on non-salary reduction contribution amounts in addition to
salary reduction contribution amounts, as well as other changes.

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Contributions
In order to be excludable from gross income for federal income tax purposes, total annual contributions to certain
qualified plans are limited by the Tax Code. We provide general information on these requirements for certain plans
below. You should consult with your tax adviser in connection with contributions to a qualified contract.

403(b) and Roth 403(b) Plans. Total annual contributions (including pre-tax and Roth 403(b) after-tax
contributions) by you and your employer cannot exceed, generally, the lesser of 100% of your compensation or
$46,000 (as indexed for 2008). Compensation means your compensation for the year from the employer sponsoring
the plan and, for years beginning after December 31, 1997, includes any elective deferrals under Tax Code section
402(g) and any amounts not includible in gross income under Tax Code sections 125 or 457.

This limit applies to your contributions as well as to any contributions made by your employer on your behalf. An
additional requirement limits your salary reduction contributions to a 403(b) or Roth 403(b) plan to generally no
more than $15,500. Contribution limits are subject to annual adjustments for cost-of-living increases. Your own
limit may be higher or lower, depending upon certain conditions.

With the exception of Roth 403(b) contributions, purchase payments to your account(s) will generally be excluded
from your gross income. Roth 403(b) salary reduction contributions are made on an after-tax basis.

The $15,500 limit is subject to an annual adjustment for cost-of-living increases.

Catch-up Contributions. Notwithstanding the contribution limits noted above, a participant in a 403(b) or
Roth 403(b) plan who is at least age 50 by the end of the plan year may contribute an additional amount not to
exceed the lesser of:

(a)	$5,000; or
(b)	The participant’s compensation for the year reduced by any other elective deferrals of the participant for the
	year.

Additional catch-up provisions may be available. For advice on using a catch-up provision, please consult with your
tax adviser.

Distributions - General
Certain tax rules apply to distributions from the contracts. A distribution is any amount taken from a contract
including withdrawals, income phase payments, rollovers, exchanges and death benefit proceeds. We report the
taxable portion of all distributions to the IRS.

403(b) Plans. All distributions from these plans are taxed as received unless one of the following is true:

⊳	The distribution is an eligible rollover distribution and is rolled over to another plan eligible to receive rollovers or to a traditional IRA in accordance with the Tax Code;
⊳	You made after-tax contributions to the plan. In this case, depending upon the type of distribution, the amount will be taxed according to the rules detailed in the Tax Code; or
⊳	The distribution is a qualified health insurance premium of a retired public safety officer as defined in the Pension Protection Act of 2006.

A payment is an eligible rollover distribution unless it is:

·	Part of a series of substantially equal periodic payments (at least one per year) made over the life expectancy of the participant or the joint life expectancy of the participant and his designated beneficiary or for a specified period of 10 years or more;
·	Required minimum distribution under Tax Code section 401(a)(9);
·	A hardship withdrawal;
·	Otherwise excludable from income; or
·	Not recognized under applicable regulations as eligible for rollover.

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The Tax Code imposes a 10% penalty tax on the taxable portion of any distribution from a contract used with a
403(b) plan unless certain exceptions, including one or more of the following, have occurred:

a)		You have attained age 59½;
b)		You have become disabled, as defined in the Tax Code;
c)		You have died and the distribution is to your beneficiary;
d)		You have separated from service with the sponsor at or after age 55;
e)		The distribution amount is rolled over into another eligible retirement plan or to an IRA in accordance with
		the terms of the Tax Code;
f)		You have separated from service with the plan sponsor and the distribution amount is made in substantially
		equal periodic payments (at least annually) over your life or the life expectancy or the joint lives or joint
		life expectancies of you and your designated beneficiary;
g)		The distribution is made due to an IRS levy upon your plan;
h)		The withdrawal amount is paid to an alternate payee under a Qualified Domestic Relations Order (QDRO);
		or
i)		The distribution is a qualified reservist distribution as defined under the Pension Protection Act of 2006.

In addition, the 10% penalty tax does not apply to the amount of a distribution equal to unreimbursed medical
expenses incurred by you during the taxable year that qualify for deduction as specified in the Tax Code. The Tax
Code may provide other exceptions or impose other penalty taxes in other circumstances.

Distribution of certain salary reduction contributions and earnings on such contributions restricted under Tax Code
section 403(b)(11) may only occur upon your death, attainment of age 59½, severance from employment, disability
or financial hardship, or under other exceptions as provided for by the Tax Code or regulations. (See “Withdrawals -
Withdrawal Restrictions.”) Such distributions remain subject to other applicable restrictions under the Tax Code.

Also, although we do not currently accept employer contributions into the contract, note that effective January 1,
2009 and for any contracts or participant accounts established on or after that date, the new 403(b) regulations
prohibit the distribution of amounts attributable before the earlier of your severance from employment or prior to the
occurrence of some event as provided for under your employer’s plan, such as after a fixed number of years, the
attainment of stated age, or disability.

If the Company agrees to accept amounts exchanged from a Tax Code section 403(b)(7) custodial account, such
amounts will be subject to the withdrawal restrictions set forth in Tax Code section 403(b)(7)(A)(ii).

Roth 403(b) Plans. You may take partial or full withdrawals of purchase payments made by salary reduction
and earnings credited on those purchase payments from a Roth 403(b) account only if you have:

a)		Attained age 59½;
b)		Experienced a severance from employment;
c)		Become disabled as defined in the Tax Code;
d)		Died;
e)		Experienced financial hardship as defined by the Tax Code; or
f)		Met other circumstances as allowed by federal law, regulations or rulings.

The amount available for financial hardship is limited to the lesser of the amount necessary to satisfy the financial
hardship or the amount attributable to salary reduction contributions (excluding earnings on such contributions).

A partial or full withdrawal of purchase payments made by salary reduction to a Roth 403(b) account and earnings
credited on those purchase payments will be excludable from income if it is a qualified distribution. A qualified
distribution from a Roth 403(b) account is one that meets the following requirements.

1.	The withdrawal occurs after the 5-year taxable period measured from the earlier of:

	a)	the first taxable year you made a designated Roth 403(b) contribution to any designated Roth 403(b)
		account established for you under the same applicable retirement plan as defined in Tax Code section
		402A; or

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	b)	if a rollover contribution was made from a designated Roth 403(b) account previously established for
		you under another applicable retirement plan, the first taxable year for which you made a designated
		Roth 403(b) contribution to such previously established account; and

2.	The withdrawal occurs after you attain age 59½, die with payment being made to your beneficiary, or
	become disabled as defined in the Tax Code.

Special Hurricane-Related Relief. The Katrina Emergency Tax Relief Act and the Gulf Opportunity Zone Act
provide tax relief to victims of Hurricanes Katrina, Rita and Wilma. The relief includes a waiver of the 10% penalty
tax on qualified hurricane distributions from eligible retirement plans, including a 403(b) plan. In addition, the 20%
mandatory withholding rules do not apply to these distributions and the tax may be spread out ratably over a three-
year period. A recipient of qualified hurricane distribution may also elect to recontribute all or a portion of the
distribution to an eligible retirement plan within three (3) years of receipt without tax consequences. Other relief
may also apply. You should consult a competent tax adviser for further information.

Lifetime Required Minimum Distributions (Section 403(b) and Roth 403(b) Plans)
To avoid certain tax penalties, you and any designated beneficiary must meet the required minimum distribution
requirements imposed by the Tax Code. These rules dictate the following:

⊳	Start date for distributions;
⊳	The time period in which all amounts in your contract(s) must be distributed; and
⊳	Distribution amounts.

Start Date. Generally, you must begin receiving distributions by April 1 of the calendar year following the
calendar year in which you attain age 70½ or retire, whichever occurs later, unless the Company maintains separate
records of amounts held as of December 31, 1986. In this case distribution of these amounts generally must begin by
the end of the calendar year in which you attain age 75 or retire, if later. However, if you take any distributions in
excess of the minimum required amount, then special rules require that the excess be distributed from the December
31, 1986 balance.

Time Period. We must pay out distributions from the contract over a period not extending beyond one of the
following time periods:

⊳	Over your life or the joint lives of you and your designated beneficiary; or
⊳	Over a period not greater than your life expectancy or the joint life expectancies of you and your designated beneficiary.

Distribution Amounts. The amount of each required minimum distribution must be calculated in accordance
with Tax Code section 401(a)(9). The entire interest in the account includes the amount of any outstanding rollover,
transfer, recharacterization, if applicable, and the actuarial present value of any other benefits provided under the
account, such as guaranteed death benefits.

50% Excise Tax. If you fail to receive the required minimum distribution for any tax year, a 50% excise tax
may be imposed on the required amount that was not distributed.

Further information regarding required minimum distributions may be found in your contract or certificate.

Required Distributions Upon Death (Section 403(b) and Roth 403(b) Plans)
Different distribution requirements apply after your death, depending upon if you have begun receiving required
minimum distributions. Further information regarding required distributions upon death may be found in your
contract or certificate.

If your death occurs on or after you begin receiving minimum distributions under the contract, distributions
generally must be made at least as rapidly as under the method in effect at the time of your death. Tax Code section
401(a)(9) provides specific rules for calculating the minimum required distributions after your death.

PRO._________-08

If your death occurs before you begin receiving minimum distributions under the contract, your entire balance must
be distributed by December 31 of the calendar year containing the fifth anniversary of the date of your death. For
example, if you died on September 1, 2008, your entire balance must be distributed to the designated beneficiary by
December 31, 2013. However, if distributions begin by December 31 of the calendar year following the calendar
year of your death, then payments may be made within one of the following timeframes:

⊳	Over the life of the designated beneficiary; or
⊳	Over a period not extending beyond the life expectancy of the designated beneficiary.

Start Dates for Spousal Beneficiaries. If the designated beneficiary is your spouse, distributions must begin on
or before the later of the following:

⊳	December 31 of the calendar year following the calendar year of your death; or
⊳	December 31 of the calendar year in which you would have attained age 70½.

      No Designated Beneficiary. If there is no designated beneficiary, the entire interest generally must be
distributed by the end of the calendar year containing the fifth anniversary of the contract holder’s death.

Withholding
Any taxable distributions under the contract are generally subject to withholding. Federal income tax liability rates
vary according to the type of distribution and the recipient’s tax status.

      403(b) and Roth 403(b) Plans. Generally, distributions from these plans are subject to a mandatory 20%
federal income tax withholding. However, mandatory withholding will not be required if you elect a direct rollover
of the distributions to an eligible retirement plan or in the case of certain distributions described in the Tax Code.

      Non-resident Aliens. If you or your designated beneficiary is non-resident alien, then any withholding is
governed by Tax Code section 1441 based on the individual’s citizenship, the country of domicile and treaty status.

Assignment and Other Transfers

      Section 403(b) and Roth 403(b) Plans. Adverse tax consequences to the plan and/or to you may result if your
beneficial interest in the contract is assigned or transferred to persons other than:

⊳	A plan participant as a means to provide benefit payments;
⊳	An alternate payee under a qualified domestic relations order in accordance with Tax Code section 414(p); or
⊳	The Company as collateral for a loan.

III. Possible Changes in Taxation

Although the likelihood of legislative change and tax reform is uncertain, there is always the possibility that the tax
treatment of the contracts could change by legislation or other means. It is also possible that any change could be
retroactive (that is, effective before the date of the change). The Pension Protection Act of 2006 made permanent
pension provisions under the Economic Growth and Tax Relief Reconciliation Act of 2001. You should consult a
tax adviser with respect to legislative developments and their effect on the contract.

IV. Taxation of the Company

We are taxed as a life insurance company under the Tax Code. Variable Annuity Account C is not a separate entity
from us. Therefore, it is not taxed separately as a “regulated investment company” but is taxed as part of the
Company.

We automatically apply investment income and capital gains attributable to the separate account to increase reserves
under the contracts. Because of this, under existing federal tax law we believe that any such income and gains will
not be taxed to the extent that such income and gains are applied to increase reserves under the contracts. In
addition, any foreign tax credits attributable to the separate account will be first used to reduce any income taxes
imposed on the separate account before being used by the Company.

PRO._________-08

In summary, we do not expect that we will incur any federal income tax liability attributable to the separate account
and we do not intend to make any provision for such taxes. However, changes in federal tax laws and/or their
interpretation may result in our being taxed on income or gains attributable to the separate account. In this case we
may impose a charge against the separate account (with respect to some or all of the contracts) to set aside
provisions to pay such taxes. We may deduct this amount from the separate account, including from your contract
value invested in the subaccounts.

OTHER TOPICS

Performance Reporting

We may advertise different types of historical performance for the subaccounts including:

⊳	Standardized average annual total returns; and
⊳	Non-standardized average annual total returns.

We may also advertise certain ratings, rankings or other information related to the Company, the subaccounts or the
funds.

Standardized Average Annual Total Returns. We calculate standardized average annual total returns according to
a formula prescribed by the SEC. This shows the percentage return applicable to $1,000 invested in the subaccount
over the most recent month end, one, five and 10-year periods. If the investment option was not available for the full
period, we give a history from the date money was first received in that option under the separate account or from
the date the fund was first available under the separate account. As an alternative to providing the most recent
month-end performance, we may provide a phone number, website or both where these returns may be obtained.

We include all recurring charges (if any) during each period.

Non-Standardized Average Annual Total Returns. We calculate non-standardized average annual total returns in
a similar manner as that stated above, except we may include returns that do not reflect the deduction of any
applicable early withdrawal charge. If we reflected this charge in the calculation, it would decrease the level of
performance reflected by the calculation. Non-standardized returns may also include monthly, quarterly, year-to-
date and three-year periods, and may include returns calculated from the fund’s inception date and/or the date the
fund was added to the separate account.

Voting Rights

Each of the subaccounts holds shares in a fund and each is entitled to vote at regular and special meetings of that
fund. Under our current view of applicable law, we will vote the shares for each subaccount as instructed by persons
having a voting interest in the subaccount. Generally, under contracts issued in connection with section 403(b) plans,
you have a fully vested interest in the value of your employee account, and in your employer account to the extent of
your vested percentage in the plan. Therefore, under such plans you generally have the right to instruct the contract
holder how to direct us to vote shares attributable to your account. We will vote shares for which instructions have
not been received in the same proportion as those for which we received instructions. Each person who has a voting
interest in the separate account will receive periodic reports relating to the funds in which he or she has an interest,
as well as any proxy materials and a form on which to give voting instructions. Voting instructions will be solicited
by a written communication at least 14 days before the meeting.

The number of votes, whole and fractional, any person is entitled to direct will be determined as of the record date
set by any fund in which that person invests through the subaccounts. During the accumulation phase the number of
votes is equal to the portion of your account value invested in the fund, divided by the net asset value of one share of
that fund.

PRO._________-08

Contract Modification

We may change the contract as required by federal or state law by notifying the contract holder at least 30 calendar
days before the change becomes effective, including changes required to maintain the contract, or an account as a
designated 403(b) annuity or account or Roth 403(b) annuity or Roth 403(b) account. In addition, the contract may
be changed at any time by written mutual agreement between the contract holder and the Company. We may, upon
60 days’ written notice to the contract holder, make unilateral changes to certain provisions of the contracts that
would apply only to individuals who became participants under the contract after the effective date of such changes.

If a contract holder indicates that it does not agree to a change by providing notice to us that we receive at least 30
calendar days before the date the change becomes effective, we reserve the right to refuse to establish new accounts
under the contract and to discontinue accepting payments to existing accounts.

In addition, we reserve the right, without contract holder consent, to change the tables for determining the amount of
income phase payments or the income phase payment options available. Any such change will not take effect until at
least twelve months after the contract effective date or until at least twelve months after any previous change. Such a
change would not apply to accounts established before the date the change becomes effective.

Legal Matters and Proceedings

We are not aware of any pending legal proceedings which involve the separate account as a party.

The Company is involved in threatened or pending lawsuits/arbitrations arising from the normal conduct of
business. Due to the climate in insurance and business litigation/arbitrations, suits against the Company sometimes
include claims for substantial compensatory, consequential, or punitive damages and other types of relief. Moreover,
certain claims are asserted as class actions, purporting to represent a group of similarly situated individuals. While it
is not possible to forecast the outcome of such lawsuits/arbitrations, in light of existing insurance, reinsurance, and
established reserves, it is the opinion of management that the disposition of such lawsuits/arbitrations will not have a
materially adverse effect on the Company’s operations or financial position.

ING Financial Advisers, LLC, the principal underwriter and distributor of the contract, is a party to threatened or
pending lawsuits/arbitration that generally arise from the normal conduct of business. Some of these suits may seek
class action status and sometimes include claims for substantial compensatory, consequential or punitive damages
and other types of relief. ING Financial Advisers, LLC is not involved in any legal proceeding which, in the opinion
of management, is likely to have a material adverse effect on its ability to distribute the contract.

Payment Delay or Suspension

We reserve the right to suspend or postpone the date of any payment of benefits or values under the following
circumstances:

(a)	On any valuation date when the New York Stock Exchange is closed (except customary weekend and holiday
	closings), or when trading on the NYSE is restricted;
(b)	When an emergency exists as determined by the SEC so that disposal of securities held in the subaccounts in
	not reasonably practicable or it is not reasonably practicable for us fairly to determine the value of the
	subaccount’s assets; or
(c)	During any other periods the SEC may by order permit for the protection of investors.

The conditions under which restricted trading or an emergency exists shall be determined by the rules and
regulations of the SEC.

Transfer of Ownership; Assignment

An assignment of a contract will only be binding on us if it is made in writing and sent to us at the address listed in
“Contract Overview - Questions: Contacting the Company.” We will use reasonable procedures to confirm that the
assignment is authentic, including verification of signature. If we fail to follow our own procedures, we will be
liable for any losses to you directly resulting from the failure. Otherwise, we are not responsible for the validity of
any assignment. The rights of the contract holder and the interest of the annuitant and any beneficiary will be subject
to the rights of any assignee we have on our records. Adverse tax consequences to the plan and/or to you may result
if your beneficial interest in the contract is assigned or transferred. See “Taxation.”

PRO._________-08

Account Termination

Where allowed by state law, we reserve the right to terminate an individual account if the account value is less than
$5,000, this value is not due to negative investment performance, and no purchase payments have been received
within the previous twelve months. We will notify you or the contract holder 90 days prior to terminating the
account.

Intent to Confirm Quarterly

We will provide confirmation of scheduled transactions quarterly rather than immediately to the participant.

CONTENTS OF THE STATEMENT OF ADDITIONAL INFORMATION

The Statement of Additional Information contains more specific information on the separate account and the
contract, as well as the financial statements of the separate account and the Company. A list of the contents of the
SAI is set forth below:

General Information and History
Variable Annuity Account C
Offering and Purchase of Contracts
Income Phase Payments
Sales Material and Advertising
Independent Registered Public Accounting Firm
Financial Statements of the Separate Account - Variable Annuity Account C
Consolidated Financial Statements of ING Life Insurance and Annuity Company

You may request an SAI by calling the USFS Customer Service Center at the number listed in “Contract Overview -
Questions: Contacting the Company.”

PRO._________-08

APPENDIX I

PARTICIPANT APPOINTMENT OF EMPLOYER AS AGENT

UNDER AN ANNUITY CONTRACT

For Plans under Sections 403(b) of the Tax Code (Including Roth 403(b)) (Except

Voluntary Section 403(b) Plans)*

The employer has adopted a plan under Internal Revenue Code Section 403(b) (“Plan”) and has purchased an ING
Life Insurance and Annuity Company (“Company”) group variable annuity contract (“Contract”) as the funding
vehicle. Contributions under this Plan will be made by the participant through salary reduction to an Employee
Account, and by the employer to an Employer Account.

By electing to participate in the employer’s Plan, the participant voluntarily appoints the employer, who is the
Contract Holder, as the participant’s agent for the purposes of all transactions under the Contract in accordance with
the terms of the Plan. The Company is not a party to the Plan and does not interpret the Plan provisions.

As a participant in the Plan, the participant understands and agrees to the following terms and conditions:

⊳	The participant owns the value of his/her employee account subject to the restrictions of Section 403(b).
⊳	The Company will process transactions only with the employer’s written direction to the Company. The participant will be bound by the employer’s interpretation of the Plan provisions and its written direction to the Company.
⊳	The employer may permit the participant to make investment selections directly with the Company under the terms of the contract. Without the employer’s written permission, the participant will be unable to make any investment selections under the contract.
⊳	On behalf of the participant, the employer may request a loan in accordance with the terms of the contract and the provisions of the plan. The Company will make payment of the loan amount directly to the participant. The participant will be responsible for making repayments directly to the Company in a timely manner.
⊳	In the event of the participant’s death, the employer is the named beneficiary under the terms of the contract. The participant has the right to name a personal beneficiary as determined under the terms of the plan and file that beneficiary election with the employer. It is the employer’s responsibility to direct the Company to properly pay any death benefits.

* If you participate in a group contract through a voluntary 403(b) or Roth 403(b) plan, you currently hold all rights under the

contract and may make elections for your accounts. However, pursuant to Treasury Department regulations that are generally

effective on January 1, 2009, the future exercise of certain of these rights may require the consent and approval of the contract

holder. We reserve the right to modify the contracts to comply with these regulations where allowed, or where required by law.

In that event, the terms and conditions noted above may also apply to such voluntary 403(b) or Roth 403(b) plans. See

“Taxation - Section 403(b) Tax-Deferred Annuities.”

PRO._________-08

APPENDIX II

FUND DESCRIPTIONS

The investment results of the mutual funds (funds) are likely to differ significantly and there is no assurance
that any of the funds will achieve their respective investment objectives. You should consider the investment
objectives, risks and charges, and expenses of the funds carefully before investing. Please refer to the fund
prospectuses for additional information. Shares of the funds will rise and fall in value and you could lose
money by investing in the funds. Shares of the funds are not bank deposits and are not guaranteed, endorsed
or insured by any financial institution, the Federal Deposit Insurance Corporation or any other government
agency. Except as noted, all funds are diversified, as defined under the Investment Company Act of 1940.
Fund prospectuses may be obtained free of charge at the address and telephone number listed in “Contract
Overview - Questions,” by accessing the SEC’s web site or by contacting the SEC Public Reference Branch.

Certain funds offered under the contracts have investment objectives and policies similar to other funds
managed by the fund’s investment adviser. The investment results of a fund may be higher or lower than
those of other funds managed by the same adviser. There is no assurance and no representation is made that
the investment results of any fund will be comparable to those of another fund managed by the same
investment adviser.

For the share class of the each fund offered through your contract, please see the cover page.

	Investment Adviser/
Fund Name	Subadviser	Investment Objective(s)
ING Partners, Inc. – ING Solution	Directed Services LLC	Seeks to provide a combination of total return and
Income Portfolio		stability of principal consistent with an asset
	Consultant: ING	allocation targeted to retirement.
	Investment
	Management Co.
ING Partners, Inc. – ING Solution	Directed Services LLC	Until the day prior to its Target Date, the Portfolio
2015 Portfolio		will seek to provide total return consistent with an
	Consultant: ING	asset allocation targeted at retirement in
	Investment	approximately 2015. On the Target Date, the
	Management Co.	investment objective will be to seek to provide a
		combination of total return and stability of
		principal consistent with an asset allocation
		targeted to retirement.
ING Partners, Inc. – ING Solution	Directed Services LLC	Until the day prior to its Target Date, the Portfolio
2025 Portfolio		will seek to provide total return consistent with an
	Consultant: ING	asset allocation targeted at retirement in
	Investment	approximately 2025. On the Target Date, the
	Management Co.	investment objective will be to seek to provide a
		combination of total return and stability of
		principal consistent with an asset allocation
		targeted to retirement.
ING Partners, Inc. – ING Solution	Directed Services LLC	Until the day prior to its Target Date, the Portfolio
2035 Portfolio		will seek to provide total return consistent with an
	Consultant: ING	asset allocation targeted at retirement in
	Investment	approximately 2035. On the Target Date, the
	Management Co.	investment objective will be to seek to provide a
		combination of total return and stability of
		principal consistent with an asset allocation
		targeted to retirement.
ING Partners, Inc. – ING Solution	Directed Services LLC	Until the day prior to its Target Date, the Portfolio
2045 Portfolio		will seek to provide total return consistent with an
	Consultant: ING	asset allocation targeted at retirement in
	Investment	approximately 2045. On the Target Date, the
	Management Co.	investment objective will be to seek to provide a
		combination of total return and stability of
		principal consistent with an asset allocation
		targeted to retirement.

PRO._________-08

FOR MASTER APPLICATIONS ONLY

I hereby acknowledge receipt of a Variable Account C prospectus dated ____________, 2008, as well as all current
prospectuses for the funds available under the Contracts.

___ Please send an Account C Statement of Additional Information (Form No. SAI.________-08) dated
________________, 2008.

CONTRACT HOLDER’S SIGNATURE

DATE

PRO.____________-08

PART B

STATEMENT OF ADDITIONAL INFORMATION

THE INFORMATION IN THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT AN OFFER TO SELL THESE SECURITIES AND IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED.

VARIABLE ANNUITY ACCOUNT C

ING LIFE INSURANCE AND ANNUITY COMPANY

ING Educator’s Direct

Statement of Additional Information dated _________________, 2008

This Statement of Additional Information is not a prospectus and should be read in conjunction
with the current prospectus dated ______________, 2008.

A free prospectus is available upon request from the local ING Life Insurance and Annuity
Company office or by writing to or calling:

ING
USFS Customer Service Defined Contribution Administration
P.O. Box 990063
Hartford, Connecticut 06199-0063
1-800-262-3862

Read the prospectus before you invest. Unless otherwise indicated, terms used in this Statement
of Additional Information shall have the same meaning as in the prospectus.

TABLE OF CONTENTS
	Page
General Information and History	2
Variable Annuity Account C	3
Offering and Purchase of Contracts	3
Income Phase Payments	4
Sales Material and Advertising	4
Independent Registered Public Accounting Firm	5
Financial Statements of the Separate Account	S-1
Consolidated Financial Statements of ING Life Insurance and Annuity Company	C-1

GENERAL INFORMATION AND HISTORY

ING Life Insurance and Annuity Company (the “Company”, “we”, “us”, “our”) is a stock life
insurance company which was organized under the insurance laws of the State of Connecticut in
1976. Prior to January 1, 2002, the Company was known as Aetna Life Insurance and Annuity
Company. Through a merger, it succeeded to the business of Aetna Variable Annuity Life
Insurance Company (formerly Participating Annuity Life Insurance Company organized in
1954).

As of December 31, 2007, the Company had $62 billion invested through its products, including
$49 billion in its separate accounts (of which the Company’s investment management affiliates
manage or oversee the management of $19 billion). Based on assets, ING Life Insurance and
Annuity Company is ranked among the top 2% of all life and health insurance companies rated
by A.M. Best Company as of June 18, 2008. The Company is an indirect wholly owned
subsidiary of ING Groep N.V., a global financial institution active in the fields of insurance,
banking and asset management and is a direct, wholly owned subsidiary of Lion Connecticut
Holdings Inc. The Company is engaged in the business of issuing life insurance policies and
annuity contracts. Our Home Office is located at One Orange Way, Windsor, Connecticut
06095-4774.

In addition to serving as the depositor for the separate account, the Company is a registered
investment adviser under the Investment Advisers Act of 1940.

Other than the administrative expense charge described in the prospectus, all expenses incurred
in the operations of the separate account are borne by the Company. However, the Company
does receive compensation for certain administrative costs or distribution costs from the funds or
affiliates of the funds used as funding options under the contract. (See “Fees” in the prospectus.)

The assets of the separate account are held by the Company. The separate account has no
custodian. However, the funds in whose shares the assets of the separate account are invested
each have custodians, as discussed in their respective prospectuses.

From this point forward, the term “contract(s)” refers only to those offered through the
prospectus.

VARIABLE ANNUITY ACCOUNT C

Variable Annuity Account C is a separate account established by the Company for the purpose of
funding variable annuity contracts issued by the Company. The separate account is registered
with the Securities and Exchange Commission (“SEC”) as a unit investment trust under the
Investment Company Act of 1940, as amended. Purchase payments to accounts under the
contract may be allocated to one or more of the subaccounts. Each subaccount invests in the
shares of only one of the funds listed below. We may make additions to, deletions from or
substitutions of available investment options as permitted by law and subject to the conditions of
the contract. The availability of the funds is subject to applicable regulatory authorization. Not
all funds may be available in all jurisdictions, under all contracts, or under all plans.

The funds currently available under the contract are as follows:

ING Solution Income Portfolio (Class S)	ING Solution 2035 Portfolio (Class S)
ING Solution 2015 Portfolio (Class S)	ING Solution 2045 Portfolio (Class S)
ING Solution 2025 Portfolio (Class S)

A complete description of each of the funds, including their investment objectives, policies, risks
and fees and expenses, is contained in the prospectus and statement of additional information for
each of the funds.

OFFERING AND PURCHASE OF CONTRACTS

The Company is the depositor and the Company’s subsidiary, ING Financial Advisers, LLC
serves as the principal underwriter for the contracts. ING Financial Advisers, LLC, a Delaware
limited liability company, is registered as a broker-dealer with the SEC. ING Financial
Advisers, LLC is also a member of the Financial Industry Regulatory Authority, and the
Securities Investor Protection Corporation. ING Financial Advisers, LLC’s principal office is
located at One Orange Way, Windsor, Connecticut 06095-4774. The contracts are distributed
through life insurance agents licensed to sell variable annuities who are registered representatives
of ING Financial Advisers, LLC or of other registered broker-dealers who have entered into
sales arrangements with ING Financial Advisers, LLC. The offering of the contracts is
continuous. A description of the manner in which contracts are purchased may be found in the
prospectus under the sections entitled “Contract Ownership and Rights” and “Your Account
Value.”

Compensation paid to the principal underwriter, ING Financial Advisers, LLC, for the years
ending December 31, 2007, 2006 and 2005 amounted to approximately $44,267,199.63,
$43,390,180.16 and $36,978,063.93, respectively. These amounts reflect approximate
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 C of ING Life Insurance and Annuity Company.

INCOME PHASE PAYMENTS

When you begin receiving payments under the contract during the income phase (see “The
Income Phase” in the prospectus), the value of your account is determined using accumulation
unit values as of the tenth valuation before the first income phase payment is due. Such value
(less any applicable premium tax charge) is applied to provide income phase payments to you in
accordance with the payment option and investment options elected.

SALES MATERIAL AND ADVERTISING

We may include hypothetical illustrations in our sales literature that explain the mathematical
principles of dollar cost averaging, compounded interest, tax deferred accumulation, and the
mechanics of variable annuity contracts. We may also discuss the difference between variable
annuity contracts and other types of savings or investment products such as personal savings
accounts and certificates of deposit.

We may distribute sales literature that compares the percentage change in accumulation unit
values for any of the subaccounts to established market indices such as the Standard & Poor’s
500 Stock Index and the Dow Jones Industrial Average or to the percentage change in values of
other management investment companies that have investment objectives similar to the
subaccount being compared.

We may publish in advertisements and reports, the ratings and other information assigned to us
by one or more independent rating organizations such as A.M. Best Company, Duff & Phelps,
Standard & Poor’s Corporation and Moody’s Investors Service, Inc. The purpose of the ratings is
to reflect our financial strength and/or claims-paying ability. We may also quote ranking services
such as Morningstar’s Variable Annuity/Life Performance Report and Lipper’s Variable
Insurance Products Performance Analysis Service (VIPPAS), which rank variable annuity or life
subaccounts or their underlying funds by performance and/or investment objective. We may
categorize the underlying funds in terms of the asset classes they represent and use such
categories in marketing materials for the contracts. We may illustrate in advertisements the
performance of the underlying funds, if accompanied by performance which also shows the
performance of such funds reduced by applicable charges under the separate account. We may
also show in advertisements the portfolio holdings of the underlying funds, updated at various
intervals. From time to time, we will quote articles from newspapers and magazines or other
publications or reports such as The Wall Street Journal, Money magazine, USA Today and The
VARDS Report.

We may provide in advertising, sales literature, periodic publications or other materials
information on various topics of interest to current and prospective contract holders or
participants. These topics may include the relationship between sectors of the economy and the
economy as a whole and its effect on various securities markets, investment strategies and
techniques (such as value investing, market timing, dollar cost averaging, asset allocation,
constant ratio transfer and account rebalancing), the advantages and disadvantages of investing
in tax-deferred and taxable investments, customer profiles and hypothetical purchase and
investment scenarios, financial management and tax and retirement planning, and investment
alternatives to certificates of deposit and other financial instruments, including comparison
between the contracts and the characteristics of and market for such financial instruments.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Ernst & Young LLP, 55 Ivan Allen Jr. Boulevard, Suite 1000, Atlanta, GA 30308, an
Independent Registered Public Accounting Firm, performs annual audits of ING Life Insurance
and Annuity Company, and Variable Annuity Account C.

Form No. SAI._________-08

ILIAC Ed. [ ] 2008

VARIABLE ANNUITY ACCOUNT C
PART C - OTHER INFORMATION

Item 24. Financial Statements and Exhibits

(a)	Financial Statements:
	(1)	Included in Part A:*
		Condensed Financial Information
	(2)	Included in Part B:*
		Financial Statements of Variable Annuity Account C:
		-	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
		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 Shareholder’s 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

* To be filed by amendment

(b)	Exhibits
	(1)	Resolution establishing Variable Annuity Account C ·Incorporated by
		reference to Post-Effective Amendment No. 6 to Registration Statement on
Form N-4 (File No. 033-75986), 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. 033-81216), as filed on April 11, 2006.
	(3.2)	Underwriting Agreement dated November 17, 2006 between ING Life
		Insurance and Annuity Company and ING Financial Advisers, LLC ·
		Incorporated by reference to Post-Effective Amendment No. 34 to
		Registration Statement on Form N-4 (File No. 033-75996), as filed on
		December 20, 2006.
	(4.1)	Variable Annuity Contract (G-CDA(12/99)) ·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.

(4.2)	Variable Annuity Contract Certificate (C-CDA(12/99)) ·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.
(4.3)	Form of Endorsement E-MMINCENTIVE-08 Contract G-CDA (12/99) and
	Certificate C-CDA (12/99)
(4.4)	Endorsement EEGTRRA-HEG(01) to Contracts GST-CDA-HO,
	GLIT-CDA-HO, GIT-CDA-HO, GSD-CDA-HO, GLID-CDA-HO,
	GID-CDA-HO, G-CDA-HD, G-CDA-HF, G-CDA-IA(RP),
	G-CDA-IB(AORP), G-CDA-IB(ORP), G-CDA-IB(ATORP),
	G-CDA-IB(TORP), G-CDA-96(TORP), G-CDA-96(ORP), G-CDA(12/99), A001RP95, A0Z0RV95, IA-CDA-IA, I-CDA-HD and
	I-CDA-98(ORP) and Contract Certificates GTCC-HO, GDCC-HO,
	GTCC-HD, GDCC-HD, GTCC-HF, GDCC-HF, GTCC-IA(RP),
	GTCC-IB(AORP), GTCC-IB(AORP), GTCC-IB(ATORP), GTCC-96(TORP), GTCC-96(ORP), C-CDA(12/99), A007RC95 and
	A027RV95 ·Incorporated by reference to Post-Effective Amendment No. 22
	to Registration Statement on Form N-4 (File No. 033-81216), as filed on
	February 15, 2002.
(4.5)	Endorsement E-LOANA(01/02) to Contracts GST-CDA-HO,
	GLIT-CDA-HO, GIT-CDA-HO, G-CDA-HD, G-CDA-HF,
	G-CDA-IA(RP), G-CDA-96(TORP), G-CDA-96(ORP), G-CDA(12/99),
	A001RP95, A020RV95, IA-CDA-IA, I-CDA-HD and I-CDA-98(ORP) and
	Contract Certificates GTCC-HO, GTCC-HD, GTCC-HF, GTCC-IA(RP), GTCC-96(TORP), GTCC-96(ORP), C-CDA(12/99), A007RC95 and
	A027RV95 ·Incorporated by reference to Post-Effective Amendment No. 37
	to Registration Statement on Form N-4 (File No. 333-01107), as filed on April
	14, 2004.
(4.6)	Roth Endorsement – E-R403B-05 ·Incorporated by reference to Post-
	Effective Amendment No. 43 to Registration Statement on Form N-4 (File No.
	333-01107), as filed on April 14, 2006.
(5)	Not applicable
(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. 033-
	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)	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. 033-
	75962), as filed on April 8, 2002.
(8.2)	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. 033-75962), as filed on April 8,
	2002.
(8.3)	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. 033-
	75988), as filed on April 10, 2003.
(8.4)	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.
(8.5)	Amendment dated as of 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. 033-81216), as filed on April
	11, 2006.
(8.6)	Amendment dated as of August 31, 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 and
	April 29, 2005 ·Incorporated by reference to Post-Effective Amendment No.
	32 to Registration Statement on Form N-4 (File No. 033-81216), as filed on
	April 11, 2006.
(8.7)	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. 033-
	81216), as filed on April 11, 2006.
(8.8)	Amendment dated April 28, 2006 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, August 31,
	2005 and December 7, 2005 ·Incorporated by reference to Registration
	Statement on Form N-4 (File No. 333-134760), as filed on June 6, 2006.
(8.9)	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. 033-
	75962), as filed on April 8, 2002.
(8.10)	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
	(Service Class Shares) dated November 27, 2001 · Incorporated by reference
	to Post-Effective Amendment No. 30 to Registration Statement on Form N-4
	(File No. 033-75962), as filed on April 8, 2002.
(8.11)	Amendment dated May 1, 2003 (Service Class Shares) by and between ING
	Partners, Inc. and ING Life Insurance and Annuity Company to the
	Shareholder Servicing Agreement 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. 033-75988), as filed on
	April 10, 2003.
(8.12)	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
	Initial Registration Statement on Form N-4 (File No. 333-134760), as filed on
	June 6, 2006.
(8.13)	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. 033-81216), as filed on April 11, 2006.

(8.14)	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 Initial Registration Statement on Form N-4 (File
	No. 333-134760), as filed on June 6, 2006.
(8.15)	Amendment dated April 28, 2006 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, April 29, 2005 and December 7, 2005 ·Incorporated by reference to Initial Registration Statement
	on Form N-4 (File No. 333-134760), as filed on June 6, 2006.
(8.16)	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*
(10)	Consent of Independent Registered Public Accounting Firm*
(11)	Not applicable
(12)	Not applicable
(13.1)	Powers of Attorney - Incorporated by reference to Initial Registration
	Statement on Form N-4 (File No. 333-153730), as filed
	on September 29, 2008.
(13.2)	Authorization for Signatures ·Incorporated by reference to Post-Effective
	Amendment No. 5 to Registration Statement on Form N-4 (File No. 033-
	75986), as filed on April 12, 1996.

* To be filed by amendment

Item 25. Directors and Officers of the Depositor*

Name and Principal	Positions and Offices with
Business Address	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
Brian D. Comer¹	Senior Vice President
Daniel H. Hanlon¹	Senior Vice President
Shaun P. Mathews⁴	Senior Vice President
David S. Pendergrass³	Senior Vice President and Treasurer
Stephen J. Preston⁵	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 Bastien	Vice President
980 Ninth Street
Sacramento, CA 95814
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
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. Harrell	Vice President
7695 N. High Street
Columbus, OH 43235
Steven J. Haun⁶	Vice President
June P. Howard³	Vice President
Mark Jackowitz	Vice President
22 Century Hill Drive, Suite 101
Latham, NY 12110
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
William H. Leslie, IV¹	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 21^stAvenue 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
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 A. O’Donnell⁸	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.

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. 53 to Registration
Statement on Form N-4 for Variable Annuity Account C of ING Life Insurance and Annuity
Company (File No. 333-01107), as filed with the Securities and Exchange Commission on
August 18, 2008.

Item 27. Number of Contract Owners

As of July 31, 2008, there were 634,491 individuals holding interests in variable annuity
contracts funded through Variable Annuity Account C 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 to 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 is or was a director of the corporation. Consistent with
the statute, ING America Insurance Holdings, Inc. maintains a Professional Liability umbrella
insurance policy issued by an international insurer. The policy covers ING America Insurance
Holdings, Inc. and any company in which ING America Insurance Holdings, Inc. has a
controlling interest of 50% or more. This would encompass the principal underwriter as well as
the depositor. Additionally, the parent company of ING America Insurance Holdings, Inc., ING
Groep N.V., maintains an excess umbrella cover with limits in excess of $125,000,000. The
policy provides for the following types of coverage: errors and omissions/professional liability,
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 Annuity Account B 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	Positions and Offices with
Business Address	Principal Underwriter
Ronald R. Barhorst	Director and President
4225 Executive Square
La Jolla, California 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
Daniel H. Hanlon¹	Senior Vice President
William Jasien³	Senior Vice President
Louis E. Bachetti	Senior Vice President
581 Main Street, 4th Fl.
Woodbridge, NJ 07095
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 Bogoian¹	Vice President
J. Robert Bolchoz	Vice President
Columbia, South Carolina
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, New York
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. Mason¹	Vice President
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
Lisle, Illinois
Frank W. Snodgrass	Vice President
150 4^thAve., N., Ste. 410
Nashville, TN 37219
Christina M. Starks	Vice President
2000 21^stAvenue NW
Minot, North Dakota 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, Florida 33607
Judeen T. Wrinn¹	Vice President
Nancy S. Stillman¹	Assistant Vice President
Libby J. Soong¹	Chief Compliance Officer
Richard E. G. 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
Todd Smiser	Assistant Secretary
2525 Cabot Drive, Suite 100
Lisle, IL 60532
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 06156-4774.
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)

Name of	Net Underwriting	Compensation
Principal	Discounts and	on Redemption	Brokerage
Underwriter	Commissions	or Annuitization	Commissions	Compensation*

ING Financial				$44,267,199.63
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 C 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.

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 Staff’s 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 Council 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 C of ING Life Insurance and Annuity Company, has duly caused this Pre-
Effective Amendment No. 1 to its Registration Statement on Form N-4 (File No. 333-153730) to be
signed on its behalf by the undersigned, thereunto duly authorized, in the Town of Windsor, State of
Connecticut, on the 1st day of October, 2008.

								VARIABLE ANNUITY ACCOUNT C OF
								ING LIFE INSURANCE AND ANNUITY COMPANY
								(Registrant)

								By:	ING LIFE INSURANCE AND ANNUITY
									COMPANY
									(Depositor)

								By:	Richard T. Mason*
									Richard T. Mason
									President

As required by the Securities Act of 1933, and the Investment Company Act of 1940, this Pre-Effective
Amendment No. 1 to the Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.

Signature	Title	Date

Richard T. Mason*	President	)
Richard T. Mason	(principal executive officer)	)
		)
Thomas J. McInerney*	Director and Chairman	) October
Thomas J. McInerney		) 1, 2008
		)
Kathleen A. Murphy*	Director	)
Kathleen A. Murphy		)
		)
Catherine H. Smith*	Director and Senior Vice President	)
Catherine H. Smith		)
		)
Bridget M. Healy*	Director	)
Bridget M. Healy		)
		)

Robert G. Leary*	Director	)
Robert G. Leary		)
		)
David A. Wheat*	Director, Executive Vice President and Chief Financial	)
David A. Wheat	Officer	)
		)
Steven T. Pierson*	Senior Vice President and Chief Accounting Officer	)
Steven T. Pierson		)

By:		/s/Michael A. Pignatella
		Michael A. Pignatella
		*Attorney-in-Fact

VARIABLE ANNUITY ACCOUNT C
EXHIBIT INDEX

Exhibit No.	Exhibit
99-B.4.3	Form of Endorsement E-MMINCENTIVE-08 Contract G-CDA
	(12/99) and Certificate C-CDA (12/99)
99-B.9	Opinion and Consent of Counsel	*
99-B.10	Consent of Independent Registered Public Accounting Firm	*
*To be filed by amendment