6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

For November 11, 2009

Commission File Number 1-14642

ING Groep N.V.

Amstelveenseweg 500

1081-KL Amsterdam

The Netherlands

     Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F þ                                Form 40-F o

     Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T rule 101(b)(1): o

     Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T rule 101(b)(7): o

     Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o                                No þ

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b).

THIS REPORT ON FORM 6-K (EXCEPT FOR REFERENCES HEREIN TO “UNDERLYING RESULT BEFORE TAX” AND ANY OTHER NON-GAAP FINANCIAL MEASURE AS SUCH TERM IS DEFINED IN REGULATION G UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED) SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-155937) OF ING GROEP N.V. AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED. FOR THE AVOIDANCE OF DOUBT, THE DISCLOSURE CONTAINING REFERENCES TO “UNDERLYING RESULT BEFORE TAX” AND ANY OTHER NON-GAAP FINANCIAL MEASURE CONTAINED IN THE ATTACHED REPORT IS NOT INCORPORATED BY REFERENCE INTO THE ABOVEMENTIONED REGISTRATION STATEMENT OF ING GROEP N.V.

ING Groep N.V. is providing on this Form 6-K the following documents: (1) Press Release issued on November 11, 2009, (2) ING Condensed Consolidated Interim Accounts for the Nine Month Period ended September 30, 2009, and (3) Reconciliation between IFRS-EU and IFRS-IASB as of September 30, 2009.

TABLE OF CONTENTS

EX-99.1

EX-99.2

EX-99.3

SIGNATURE

          Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ING Groep N.V.
(Registrant)
By:	/s/ H. van Barneveld H. van Barneveld
	General Manager Group Finance & Control
By:	/s/ W.A. Brouwer W.A. Brouwer
	Assistant General Counsel

Dated: November 12, 2009

Exhibit Index

Exhibit 99.1	Press Release issued on November 11, 2009
Exhibit 99.2	ING Condensed Consolidated Interim Accounts for the Nine Month Period ended September 30, 2009
Exhibit 99.3	Reconciliation between IFRS-EU and IFRS-IASB as of September 30, 2009

EX-99.1

Exhibit 99.1

PRESS RELEASE 11 November 2009

ING posts 3Q09 underlying net profit of EUR 778 million

• 3Q09 underlying net result of EUR 778 million, compared with EUR 229 million in 2Q09 and EUR - -568 million in 3Q08

– Pre-tax market impacts of EUR -882 million include impairments on debt securities and real estate revaluations and impairments

– Results excluding market impacts and risk costs were EUR 2.4 billion, primarily attributable to the Bank

– Cost reduction programmes brought operating expenses down 9.3%, or EUR 330 million, from the third quarter last year

– Divestments and special items totalled EUR -278 million, bringing the 3Q09 net result to EUR 499 million or EUR 0.25 per share

• Bank underlying net result of EUR 264 million, versus a loss of EUR -25 million in 2Q09 and EUR -101 million in 3Q08

– Market impacts of EUR -1,121 million include EUR -664 million impairments on debt securities, EUR -423 million on real estate

– Strong interest income and Financial Markets results, lower costs drive results excl. market impacts and risk costs of EUR 2.0 billion

• Insurance underlying net result of EUR 514 million, compared with EUR 254 million in 2Q09 and EUR -467 million in 3Q08

– Favourable pre-tax market impacts of EUR 240 million including realised gains on equities and positive DAC unlocking

– Lower investment margins and stable cost base lead to result excluding market impacts of EUR 346 million

• Shareholders’ equity and capital ratios strengthened

– Shareholders’ equity increases by 19%, or EUR 4.2 billion, in 3Q09 to EUR 26.5 billion as market values of debt securities increased

– Core Tier 1 ratio increases to 7.6% from 7.3% at the end of 2Q09; Risk-weighted assets decline EUR 8 billion to EUR 337 billion

– Group debt/equity ratio improves slightly to 13.1% from 13.5% in 2Q09

• Back to Basics transformation programme progressing on track or ahead of original targets

– Cumulative reduction in Bank balance sheet of EUR 176 billion, or 16%, since 30 September 2008 exceeds 10% reduction target

– EUR 1 billion of cost savings achieved in first nine months of 2009 versus revised annual target of EUR 1.3 billion

– Total FTE reduction of 10,239 realised by end of September 2009

ING GROUP

ING Group: Key Figures

In EUR million	3Q2009		3Q2008		Change			2Q2009		Change			9M2009		9M2008		Change
Underlying1 result before tax
Retail Banking		548		420		30.5	%		426		28.6	%		1,113		1,616		-31.1	%
ING Direct		-358		-47					-175					-489		286		-271.0	%
Commercial Banking		267		40		567.5	%		-148					625		975		-35.9	%
of which Commercial Banking excluding ING Real Estate		577		53		988.7	%		432		33.6	%		1,704		1,024		66.4	%
of which ING Real Estate		-309		-13					-580					-1,079		-49
Corporate line Banking		-184		-629					-307					-481		-587
Underlying result before tax Banking		274		-216					-204					768		2,290		-66.5	%
Insurance Europe		358		101		254.5	%		134		167.2	%		416		838		-50.4	%
Insurance Americas		307		-316					256		19.9	%		53		155		-65.8	%
Insurance Asia/Pacific		223		19		1,073.7	%		201		10.9	%		274		325		-15.7	%
Corporate line Insurance		-301		-300					-312					-857		-81
Underlying result before tax Insurance		587		-496					278		111.2	%		-114		1,236		-109.2	%
Underlying result before tax		861		-712					74		1,063.5	%		654		3,526		-81.5	%
Taxation		91		-140					-71					63		672		-90.6	%
Minority interests		-8		-3					-83					-111		-28
Underlying net result		778		-568					229		239.7	%		702		2,883		-75.7	%
Net gains/losses on divestments		-168		178					8					-216		236
Net result from divested units		-4		-13					-6					-5		60
Special items after tax		-106		-74					-161					-704		-196
Net result		499		-478					71		602.8	%		-223		2,982		-107.5	%
Result per share (in EUR)		0.25		-0.22					0.03		733.3	%		-0.11		1.46		-107.5	%
KEY FIGURES
Number of staff (FTEs end of period, adjusted for divestments)		108,933		119,827		-9.1	%		111,201		-2.1	%		108,933		119,827		-9.1	%
Shares outstanding in the market (average, for EPS calculation)														2,025		2,048		-1.1	%

1	Underlying result before tax and underlying net result are non-GAAP measures for result excluding divestments and special items
Note:	small differences are possible in the tables due to rounding

3Q09 performance attributable to strong interest results, expense efficiency and continued stabilisation in operating conditions

ING Group Highlights

ING posted an underlying net result of EUR 778 million in the third quarter of 2009. Operating conditions continued to gradually improve and cost-containment initiatives generated further expense savings during the quarter, supporting the Group’s strong commercial performance.

Negative market-related impacts were lower than in the previous quarters of 2009 as financial markets continued to stabilise. The improvement in equity markets led to realised gains which helped to temper losses from other equity-related impacts. Still, global real estate markets remained depressed leading to negative revaluations on that asset class, and the weak US housing market and rising delinquencies again resulted in impairments on mortgage-backed securities.

During the third quarter of 2009, the Group recorded market-related impacts totalling EUR 882 million. Excluding these impacts and risk costs, results were robust at EUR 2.4 billion.

The underlying net result of the Bank was EUR 264 million, compared to EUR -101 million in the third quarter of 2008 and EUR -25 million in the previous quarter. The Bank’s performance in the current quarter was driven by higher interest margins, an improvement in other income, and lower expenses thanks to cost-containment initiatives and one-time events. The interest margin rose 40 basis points from last year to 1.40%, supported by balance sheet de-leveraging.

Market-related impacts at the Bank were EUR -1,121 million and consisted primarily of impairments on debt securities of EUR -664 million and real estate revaluations and impairments of EUR -423 million. Impairments on debt securities mainly related to the retained portion of ING Direct’s Alt-A RMBS portfolio.

2

Risk costs improved compared with the previous quarter, but remained elevated, reflecting the persistently challenging credit environment. Risk costs in the third quarter totalled EUR 662 million, or 87 bps of average credit-risk weighted assets, compared to 118 basis points in the second quarter. ING expects risk costs in the coming quarters to be around the levels of the first three quarters of 2009.

Excluding the impact of market-related items and risk costs, the Bank’s result was strong at EUR 2,056 million. Results excluding market-related impacts and risk costs were EUR 1,243 million in the same quarter last year, and EUR 1,838 million in the second quarter of 2009.

Results at Insurance were under pressure in the third quarter due to lower sales and margin pressure—partially a consequence of de-risking—while expenses were on par with the previous quarter.

The underlying net result of Insurance was EUR 514 million, compared to EUR -467 million in the third quarter of the previous year and EUR 254 million in the second quarter of 2009.

On balance, market-related impacts had a positive contribution of EUR 240 million at Insurance in the third quarter. Favourable market-related impacts included realised gains on equity and debt securities of EUR 235 million (net of impairments), DAC unlocking of EUR 104 million, private equity revaluations of EUR 82 million and other positive impacts totalling EUR 286 million. These items more than offset EUR -366 million of hedge results and EUR -101 million of real estate revaluations.

Excluding the favourable effect of market impacts, Insurance recorded a result of EUR 346 million in the third quarter. Results excluding market impacts were EUR 446 million in the same quarter last year, and EUR 501 million in the previous quarter.

The Group’s third-quarter underlying result before tax was EUR 861 million. Taxation was EUR 91 million and minority interests were EUR -8 million. Including the EUR -172 million impact of divestments and EUR -106 million of special items, the Group’s quarterly net result was EUR 499 million.

The net result per share was EUR 0.25. Total shares outstanding in the market were 2,028 million at the end of September 2009, compared with 2,027 million at the end of June. The average number of shares used to calculate earnings per share over the third quarter of 2009 is 2,025 million.

Back to Basics Update

In April 2009, ING initiated its strategic “Back to Basics” programme to address the fundamental changes in the financial services industry resulting from the global crisis. Over the past several months, ING has made significant progress in delivering on its various strategic priorities.

Cost-containment initiatives are on track to reach a EUR 1.3 billion reduction in costs in 2009, versus 2008 levels. By the end of September 2009, EUR 1,049 million of the targeted cost reduction had already been realised, excluding impairments on real estate development which are recorded as expenses. Cumulative headcount reductions were 10,239 by the end of the third quarter, surpassing the full-year expected reduction of 7,000 FTEs.

De-risking measures have progressed well and have become ingrained throughout the Group. Within Insurance, ING stopped selling SPVAs in Japan as of 31 July 2009. In the US, variable annuity products have been de-risked through measures including product adaptations and increased hedging. Meanwhile, the Bank has selectively tightened its loan underwriting criteria.

De-leveraging efforts, supported by the netting of current accounts, have advanced rapidly. By the end of September 2009, ING Bank had reduced its balance sheet by EUR 176 billion, or 16.3% compared with the end of September 2008, well ahead of its targeted reduction of 10% by year-end 2009. The reduction has mainly been driven by the non-lending portion of the balance sheet and has had only limited earnings implications.

Divestments will be executed as market conditions permit. ING has announced or completed the divestment of the following businesses in 2009: ING’s 70% stake in ING Canada, Russian non-state pension fund, Annuities in Argentina, Annuities and Mortgages in Chile, Insurance Australia and New Zealand, Investment Management New Zealand, Swiss Private Banking, Asian Private Banking, ING Reinsurance US, and the majority of the ING Advisors Network in the US. The total proceeds of these announced or completed divestments are approximately EUR 4.1 billion, and the expected capital release is approximately EUR 3 billion of the estimated capital release of EUR 4 billion announced in April.

Subsequent Events

On 26 October, ING announced that it had finalised negotiations with the European Commission regarding ING’s Restructuring Plan. A formal

3

approval by the European Commission is expected prior to an extraordinary General Meeting of Shareholders (EGM), scheduled for 25 November 2009.

As the next logical step in Back to Basics, and in light of the discussion with the European Commission, ING has decided to separate its Banking and Insurance operations. ING intends to achieve this over the next four years by divesting all Insurance operations (including Investment Management). ING will explore all options, including initial public offerings, sales or combinations thereof. The strategic decision to split the company and to divest all Insurance operations (including Investment Management) is subject to shareholder approval at the EGM on 25 November 2009.

ING has a proud history as a global financial services leader and has been a strong advocate for combining banking and insurance in one company. The combination has afforded the Group advantages of scale, capital efficiency and earnings stability through a diversified portfolio of businesses. However, the financial crisis has diminished these benefits, and the widespread demand for greater simplicity, reliability and transparency has made a split the optimal course of action which will preserve the strategic integrity of both businesses. ING will work carefully in the coming months and years to manage the separation in a way that will support the success of all businesses and that is in the interests of all stakeholders.

In order to obtain the approval of the EC for the Restructuring Plan, ING also committed to make a series of additional payments to the Dutch State, corresponding to adjustments to the fees under the Illiquid Assets Back-up Facility. These additional payments will amount to a net present value of EUR 1.3 billion, which will be reflected in a one-time pre-tax charge in the fourth quarter of 2009. A provision related to the deposit guarantee scheme in the Netherlands following the fall of DSB Bank is also expected to be reflected in the fourth quarter.

ING also announced on 26 October that an agreement had been reached with the Dutch State to alter the repayment terms of the core Tier 1 securities, in order to facilitate early repayment. This early repayment option is valid until the end of January 2010. ING intends to use this window of opportunity to repurchase EUR 5 billion of core Tier 1 securities in December 2009, financed by a EUR 7.5 billion underwritten rights issue. The rights issue is subject to shareholder approval at the EGM which will be held on 25 November 2009.

ING has also agreed with the European Commission on the divestment of ING Direct US and a carve out in the Dutch retail banking market, as well as to certain restrictions on acquisitions and price leadership. Please refer to the 26 October announcements for further details on ING’s Restructuring Plan.

4

BANKING

Banking: Key Figures

	Total Banking						Retail Banking						ING Direct						Commercial Banking
In EUR million	3Q2009			3Q2008			3Q2009			3Q2008			3Q2009			3Q2008			3Q2009			3Q2008
Total underlying income		3,168			2,625			1,823			1,825			282			458			1,213			950
Operating expenses		2,232			2,468			1,085			1,311			402			420			712			715
Gross result		936			157			738			513			-120			38			502			234
Addition to loan loss provision		662			373			190			93			238			85			234			195
Underlying result before tax		274			-216			548			420			-358			-47			267			40
of which Commercial Banking excluding ING Real Estate																				577			53
of which ING Real Estate																				-309			-13
Interest margin		1.40	%		1.00	%								1.16	%		0.96	%
Underlying cost/income ratio		70.5	%		94.0	%		59.5	%		71.9	%		142.5	%		91.7	%		58.6	%		75.3	%
Underlying cost/income ratio excl. ING Real Estate		62.9	%		93.5	%														39.1	%		70.1	%
Risk costs in bp of average CRWA		87			54			91			49			134			77			66			51
Risk-weighted assets (end of period)		337,338			329,568			98,939			90,655			70,082			51,260			164,873			185,951
Underlying RAROC before tax		8.2	%		-4.2	%		33.8	%		27.5	%		-14.7	%		1.0	%		13.7	%		4.1	%
Underlying RAROC after tax		6.4	%		-1.9	%		25.4	%		22.5	%		-9.6	%		-0.7	%		9.6	%		4.3	%
Economic Capital (average over period)		23,419			18,963			6,801			5,782			4,461			3,484			9,444			9,253
Staff (FTEs end of period)		70,844			75,142			47,156			49,683			9,401			9,744			14,288			15,715

Higher interest margins, strong Financial Markets performance and lower expenses drive results

Despite some improvement in operating conditions, markets remained challenging in the third quarter. Interest results were resilient thanks to higher margins and favourable yield curve developments, and client balances increased slightly despite a further reduction in the Bank balance sheet. However, market-related impacts remained substantial, totalling EUR -1,121 million.

Banking’s underlying profit before tax was EUR 274 million compared to a loss of EUR - -216 million in the same quarter last year. The improvement was driven by higher interest results and the positive impact of cost-containment initiatives, partly offset by higher additions to the loan loss provisions. The quarterly result before market-related impacts and risk costs rose to more than EUR 2.0 billion, compared with EUR 1.2 billion in the same quarter last year and EUR 1.8 billion in the previous quarter.

Total underlying income rose 20.7% compared with the third quarter of 2008. The interest result rose 19.8% from the same quarter last year, mainly driven by Commercial Banking and ING Direct. The Bank’s total interest margin increased to 1.40%, up 40 basis points, supported by balance sheet de-leveraging. Compared with the second quarter of 2009, the total interest result decreased 0.5% while the interest margin rose 9 basis points due to further de-leveraging of the balance sheet.

Commission income was up 1.8% thanks to higher fees in Commercial Banking and ING Direct. Investment income was EUR -674 million, which included EUR -673 million of impairments, primarily on ING Direct’s retained Alt-A portfolio, and EUR -133 million of negative fair value changes on direct real estate investments.

Other income was EUR -40 million. Positive trading income was more than offset by negative valuation results on non-trading derivatives and higher losses from associates (mainly at ING Real Estate). Other income in the quarter also included the negative impact of fair value changes on part of the Bank’s own Tier 2 debt and impairments on assets held for sale by ING Real Estate.

Operating expenses fell 9.6%, or EUR 236 million, from the third quarter of 2008 despite impairments on real estate development projects in Commercial Banking and higher deposit insurance premiums at ING Direct. These impacts were more than offset by cost-containment initiatives, the one-time settlement of a vendor contract and the release of an employee benefits provision in Belgium. Compared with the second quarter of 2009, expenses were 3.5% lower. By the end of September, headcount had been reduced by 4,105 FTEs, exceeding the expected reduction of 2,800 positions for 2009.

Due to the persistently challenging credit environment, ING Bank added EUR 662 million to loan loss provisions. Gross additions were EUR 846 million, while releases were EUR 184 million. Risk costs were EUR 190 million lower than in the second quarter of 2009, driven by a decline in both Commercial Banking and Retail Banking. Risk costs rose at ING Direct mainly as a result of further deterioration in the US housing market and the costs of loan modifications in the US loan portfolio.

5

Retail Banking

Retail Banking’s underlying result before tax rose 30.5% from the third quarter of 2008 and 28.6% from the previous quarter.

The retail banking market continued to normalise during the third quarter. Competition for savings remained strong; however, a general downward movement in rates relieved some pressure on margins. Demand for lending was subdued in most markets illustrating the difficult economic environment. Still, margins on lending rose, reflecting higher risk premiums.

Income was relatively flat compared with the same quarter last year. The interest result rose 6.7%, driven by an improvement in margins and higher volumes in Belgium and Central Europe. Commissions declined 12.8% as a result of lower fees on asset management and financial markets related products. Other income fell by EUR 49 million due to lower income on financial markets related products in the SME and mid-corporates segment.

Expenses declined 17.2%, or EUR 226 million, thanks to cost efficiencies, plus the one-time settlement of a vendor contract and the release of an employee benefits provision.

The addition to loan loss provisions increased by EUR 97 million from the third quarter last year to EUR 190 million, reflecting the economic downturn. This was especially visible in the SME and mid-corporates segment in the Benelux, while risk costs for mortgages remained low.

ING Direct

ING Direct posted an underlying loss before tax of EUR -358 million. Interest and commission income were up strongly compared with the year-ago quarter, but could not compensate for significant impairments on the US investment portfolio and a further increase in loan loss provisions.

Income fell 38.4% from the third quarter of 2008. This includes EUR -642 million of impairments on the investment portfolio, of which EUR -575 million related to the Alt-A RMBS portfolio retained by ING.

The interest result rose 26.7%, driven by higher volumes and improved margins. The interest margin improved to 1.16% from 0.96% in the third quarter of 2008. Commission income more than doubled, while other income was relatively stable.

Expenses were down 4.3% year-on-year, thanks to strict cost control and despite EUR 29 million higher deposit insurance premiums in the US and Germany. Compared with the second quarter of 2009, expenses were 6.7% lower.

Risk costs were EUR 238 million in the third quarter, EUR 153 million higher than in the same quarter last year and EUR 68 million higher than in the second quarter of 2009. The increase compared with both quarters was mainly due to a higher rate of delinquencies and loss severities in the US mortgage market as well as the impact of loan modifications in the US mortgage portfolio.

Commercial Banking

Commercial Banking reported an underlying result before tax of EUR 267 million. Excluding the quarterly loss of EUR -309 million at ING Real Estate, Commercial Banking generated a profit before tax of EUR 577 million.

Income rose 27.7% to EUR 1,213 million from the third quarter of 2008, despite EUR 52 million higher negative revaluations, impairments and other market impacts. The interest result increased 27.6% driven by Financial Markets and the lending activities, where higher margins more than compensated for a decline in volumes. Commissions were up 10.6% thanks to higher fees in General Lending and Real Estate Investment Management. Investment income was negative, mainly due to market impacts which continued to put pressure on results.

Expenses were heavily impacted by EUR 121 million of impairments on real estate development projects. Excluding these impairments, expenses fell 16.2%, reflecting savings from cost-containment initiatives and headcount reductions. Commercial Banking’s underlying cost/income ratio improved to 58.6% from 75.3% in the third quarter of 2008.

Risk costs in the third quarter were EUR 234 million, which is 20% higher than the same quarter of last year, but less than half of the amount posted in the second quarter of 2009. The decline from the previous quarter was due to lower new additions coupled with one-time releases on some prior provisions in General Lending and Structured Finance.

Banking Corporate Line

The Corporate Line Banking reported an underlying result before tax of EUR -184 million, compared with EUR -629 million in the third quarter of 2008. The improvement in results was primarily attributable to an accounting loss of EUR -292 million on an FX hedge and a EUR - 184 million impairment taken on an equity stake in the third quarter of 2008.

6

INSURANCE

Insurance: Key Figures

	Total Insurance						Europe						Americas						Asia/Pacific
In EUR million	3Q2009			3Q2008			3Q2009			3Q2008			3Q2009			3Q2008			3Q2009			3Q2008
Gross premium income		7,632			9,085			2,428			2,089			3,531			4,678			1,665			2,308
Total investment and other income		903			1,845			719			857			109			642			381			736
Operating expenses		992			1,086			345			417			407			462			202			211
Underlying result before tax		587			-496			358			101			307			-316			223			19
New business figures
Value of new business 1		154			219			35			91			66			63			53			64
Internal rate of return (YTD) 1		12.8	%		14.5	%		15.1	%		17.9	%		11.7	%		12.8	%		14.0	%		15.1	%
Single premiums		4,560			6,540			685			639			3,122			4,388			753			1,513
Annual premiums		793			905			179			169			336			404			278			332
New sales (APE)		1,249			1,559			247			233			649			843			353			484
Staff (FTEs end of period, adjusted for divestments)		38,088			44,685			13,402			14,430			16,792			21,276			7,833			8,926

¹ Restatements made in the Americas, see page 8 for explanation

Improvement in results supported by favourable market impacts

The underlying profit before tax for Insurance was EUR 587 million, compared with a loss before tax of EUR 496 million in the third quarter of 2008. Equity market gains and narrower credit spreads in the third quarter led to an improvement in the results for all three Insurance regions. Nevertheless, overall commercial performance was under pressure during the quarter due to lower investment margins, which were partially a consequence of de-risking.

On balance, market-related items had a positive impact of EUR 240 million on third-quarter results, while in the same quarter of last year negative market impacts took a toll on results of EUR -942 million.

In the current quarter, the positive market-related items consisted of EUR 235 million of realised gains on equity and debt securities net of impairments, EUR 104 million of positive DAC unlocking, EUR 82 million of private equity revaluations, and other positive impacts totalling EUR 286 million. These factors were partially offset by the negative impact of EUR -366 million of hedge results and EUR -101 million of negative real estate revaluations.

New sales (APE) declined 19.9% following lower sales in the US, Central Europe and Asia/Pacific. This was mainly caused by lower demand for investment-oriented products. In the Benelux, sales rose 66.1%, largely due to the change in the recognition of life premiums in the Netherlands.

The value of new business (VNB) fell 29.7%, or 27.0% on a constant currency basis following declines in all lines of business due to lower sales and margin pressure.

Gross premium income was down 16.0%, or 19.2% excluding currency effects. This was mainly the result of lower sales, most notably in the US and Asia/ Pacific, where actions had been taken to restrict variable annuity sales. In Europe, premiums rose 19.6% excluding currency impacts entirely due to the change in the recognition of life premiums in the Netherlands.

Commission income decreased 8.5% on a constant currency basis, most notably in the Americas and Asia/Pacific reflecting lower levels of assets under management.

Investment and other income dropped 51.1%, primarily due to negative fair value changes on derivatives hedging equity exposures and guaranteed benefits in the US and Japanese variable annuity businesses (largely offset in underwriting expenditure).

Operating expenses fell 8.7%, or 10.1% excluding the impact of currency movements. All regions contributed to this decline through cost-containment measures. Additionally, sales-related expenses decreased in line with lower production. Expenses were flat compared with the second quarter of 2009. By the end of September 2009, Insurance had reduced headcount by 6,134 FTEs, exceeding the expected reduction of 4,200 positions for 2009.

7

Insurance Europe

Insurance Europe’s underlying result before tax was EUR 358 million, up from EUR 101 million in the third quarter of 2008.

Results in the current quarter were driven by favourable market impacts including higher gains on debt securities, positive private equity revaluations and a positive swing in the provision for guarantees on separate account pension contracts (net of hedging), as well as lower expenses.

New sales (APE) were up 6.0% year-on-year mostly due to a change in the recognition of life premiums in the Netherlands. Excluding this impact, sales declined 7.3%, primarily due to lower sales in Central and Rest of Europe.

Income rose 6.5%. Premium income was up 16.2% entirely due to the change in the recognition of life premiums in the Netherlands, which offset pressure on premium income due to rising unemployment and increased competition. Investment and other income declined 16.1% on lower direct investment income which was partly offset by lower negative revaluations.

Operating expenses decreased 17.3% thanks to strict cost control, depreciation of Central European currencies against the euro, and a change in the allocation of Group overhead.

The value of new business (VNB) fell 61.5% as sales were lower in all countries except in the Netherlands. Lower exchange rates for Central European currencies and the impact of the Romanian second-pillar pension fund in the third quarter last year also contributed to the decline.

Insurance Americas

The ongoing market recovery helped Insurance Americas deliver an underlying profit before tax of EUR 307 million, compared to a EUR -316 million loss in the third quarter of 2008.

Sales (APE) fell 23.0% from the third quarter of 2008. Individual life sales declined due to price increases and variable annuity sales decreased as ING sought to limit sales of its existing variable annuities until its new rollover product is introduced.

Income was down 30.3% as gross premium income declined 24.5%, or 28.5% excluding currency effects. Investment and other income fell 83.0%. This reflects lower fee income and investment margins, and a loss on equity hedges in place to protect regulatory capital.

Lower staff and benefit costs throughout the region led to an 11.9% decline in operating expenses, or 15.2% excluding currency effects.

The value of new business (VNB) and internal rate of return (IRR) for all prior periods in the US beginning 1 January 2008 have been restated to reflect the corrected application of capital factors for the variable annuity business and modest adjustments to expense factors for both the variable and fixed annuity businesses. On a restated basis, VNB in the Americas rose 4.8% from the third quarter of 2008. (Please refer to Appendix 3)

Insurance Asia/Pacific

Underlying result before tax was EUR 223 million compared with EUR 19 million in the year-ago quarter. Results improved as market-related impacts turned positive, mainly due to Japan SPVA.

On 25 September 2009, ING announced the sale of its insurance and wealth management operations in Australia and New Zealand to its joint venture partner, ANZ. Subject to regulatory approval, the transaction is expected to be booked and closed in the fourth quarter of 2009.

New sales (APE) fell 27.1% from the third quarter of 2008. Excluding Japan SPVA, APE declined 17.0%, predominantly on lower investment-linked product sales in South Korea and Australia.

Total underlying income was 32.2% lower than the same quarter last year. This was mainly the result of lower gross premium income, which declined 27.9% largely from lower single premium business in Japan SPVA and South Korea. Investment and other income fell 48.2% due to fair value changes on the derivatives used to hedge Japan’s SPVA guaranteed benefits, with an offset in underwriting expenditure.

Operating expenses declined 4.3%, but fell 11.1% when excluding currency effects and one-off provisions. All countries contributed to the decline in expenses with the exception of Malaysia where new business growth was robust, and Australia where a one-off administrative provision was booked.

The value of new business (VNB) fell 17.2%, less than the fall in APE, mainly due to the cessation of Japan SPVA sales and improved value generation in Korea.

Insurance Corporate Line

The Corporate Line posted an underlying loss before tax of EUR -301 million. This was on par with the EUR -300 million loss in the same quarter last year. Results in the current quarter were driven by negative fair value changes on derivatives used to hedge ING’s equity portfolio, which were partly offset by capital gains and losses on public equity net of impairments.

8

BALANCE SHEET

Key consolidated balance sheet figures

In EUR million	30-Sep-09		30-Jun-09		Change
Financial assets at fair value through P&L		243,063		238,852		1.8	%
Investments		208,225		207,518		0.3	%
Loans and advances to customers		577,931		589,439		-2.0	%
Other assets		158,696		152,112		4.3	%
Total assets		1,187,915		1,187,921		0.0	%
Shareholders’ equity		26,515		22,276		19.0	%
Minority interests		1,067		1,075		-0.7	%
Non-voting equity securities		10,000		10,000		0.0	%
Total equity		37,582		33,351		12.7	%
Insurance and investment contracts		236,829		238,015		-0.5	%
Amounts due to banks		96,885		104,135		-7.0	%
Customer deposits/other funds on deposit		459,193		461,796		-0.6	%
Financial liabilities at fair value through P&L		146,672		149,305		-1.8	%
Other liabilities		210,755		201,319		4.7	%
Total liabilities		1,150,334		1,154,570		-0.4	%
Total equity and liabilities		1,187,915		1,187,921		0.0	%

ING Group’s balance sheet remained stable compared with the second quarter of 2009, at EUR 1,188 billion. An increase in ING Verzekeringen N.V.’s balance sheet of EUR 11 billion offset a decline in ING Bank N.V.’s balance sheet of EUR 12 billion.

Shareholders’ equity increased by EUR 4.2 billion, or 19%, to EUR 26.5 billion at the end of the third quarter. This was mainly due to an increase of EUR 5.9 billion in the unrealised revaluations of debt and equity securities, partly offset by a decrease of EUR 1.8 billion in the revaluation reserve crediting to life policyholders.

The revaluation reserve of debt securities improved by EUR 5.2 billion to EUR -2.8 billion at the end of September, and the revaluation reserve of equity securities rose by EUR 0.7 billion to EUR 3.2 billion.

ING Bank’s loan-to-deposit ratio, excluding securities reclassified from AFS to loans and receivables, was 1.10 at 30 September versus 1.11 at 30 June.

Compared with September 2008, the Bank’s balance sheet has been reduced by EUR 176 billion, or 16.3%, including the third-quarter 2009 reduction.

CAPITAL MANAGEMENT

Key capital and leverage ratios

	30-Sep-09			30-Jun-09
Group debt/equity ratio		13.1	%		13.5	%
Bank Core Tier 1 ratio		7.6	%		7.3	%
Bank Tier 1 ratio		9.7	%		9.4	%
BIS ratio		12.9	%		12.5	%
Insurance debt/equity ratio		11.5	%		12.4	%
Insurance capital coverage ratio		256	%		257	%

ING’s key capital ratios improved further in the third quarter, supported by the third-quarter net result and a decline in risk-weighted assets (RWA).

During the third quarter, ING Bank’s Tier 1 ratio increased from 9.4% to 9.7% and the core Tier 1 ratio increased from 7.3% to 7.6%. RWA showed a net decrease of EUR 8 billion as the balance sheet reduction, negative currency impacts and a decline in market risk more than offset the impact of credit risk migration. The BIS capital ratio increased from 12.5% to 12.9%.

The Group debt/equity ratio improved to 13.1% from 13.5% at the end of the second quarter. The adjusted equity of ING Group increased by EUR 0.5 billion to EUR 47.2 billion, mainly due to the third-quarter 2009 net result. Group core debt decreased to EUR 7.1 billion following a EUR 0.35 billion dividend upstream from ING Insurance, which was partly offset by a EUR 0.15 billion capital injection into ING Bank.

The debt/equity ratio of ING Insurance improved from 12.4% to 11.5% as Insurance core debt decreased by roughly EUR 0.2 billion. Insurance adjusted equity increased by EUR 0.5 billion due to the third-quarter 2009 net result and an improvement in the DAC/VIF credit.

ING announced on 26 October that an agreement had been reached with the Dutch State to alter the repayment terms of the core Tier 1 securities, in order to facilitate early repayment. This early repayment option is valid until the end of January 2010. ING intends to use this window of opportunity to repurchase EUR 5 billion of core Tier 1 securities in December 2009, financed by a EUR 7.5 billion underwritten rights issue. The rights issue is subject to shareholder approval at the extraordinary General Meeting of Shareholders on 25 November 2009.

9

RISK MANAGEMENT

Pre-tax P&L impact impairments, fair value changes, and other market impacts ING Group

EUR million	3Q2009		3Q2008		2Q2009
Subprime RMBS		-151		-30		-49
Alt-A RMBS		-580		-198		-323
Prime RMBS		-26		0		-21
Other ABS		-18		0		-19
CDO/CLO		73		-181		85
Other debt securities and monoliners		-5		-499		-80
Impairments / fair value changes debt securities		-707		-908		-407
Equity securities impairments		-29		-535		-64
Capital gains on equity securities		182		192		72
Hedges on direct equity exposure		-232		199		-417
Hedges on indirect equity exposure		-134		0		-346
DAC unlocking		104		-233		176
Equity related impact		-109		-377		-579
Real Estate revaluations / impairments		-524		-213		-694
Private equity revaluations		82		-125		8
Real Estate / Private equity		-442		-338		-686
Capital gains on debt securities		165		-18		36
Other market impact		211		-387		223
Other		376		-405		259
Total market impacts		-882		-2,028		-1,413
Loan loss provisions Bank		-662		-373		-852
Total market volatility and risk costs		-1,544		-2,401		-2,265

Market-related impacts remained substantial in the third quarter. The deteriorating US housing market, with rising delinquencies and foreclosures, triggered further impairments on US RMBS. The remaining negative revaluation reserve on ING’s total Alt-A RMBS portfolio that has not passed through the P&L amounted to EUR -609 million before tax, or EUR -394 million after tax at the end of September 2009.

ING’s de-risking actions shielded the balance sheet from a more profound impact, while hedges on direct and indirect equity exposure with a notional value of EUR 4.6 billion had a negative EUR -366 million pre-tax impact on the P&L.

ING’s exposure to asset-backed securities (ABS) declined to EUR 61.1 billion at 30 September from EUR 64.4 billion at the end of June. ING’s ABS portfolio mainly consists of US agency RMBS and European RMBS. ABS in the Available-for-Sale (AFS) investment portfolio declined from EUR 29.0 billion to EUR 27.7 billion at the end of the third quarter.

ING’s Alt-A RMBS portfolio declined slightly from EUR 3.1 billion to EUR 3.0 billion at the end of the third quarter, driven by pre-payments and redemptions of underlying Alt-A mortgages, partly offset by positive revaluations. The market value increased to 58.9% of the purchase price, up from 57.4% at 30 June.

The subprime RMBS portfolio amounted to EUR 1.3 billion at the end of the third quarter. The market value of ING’s subprime RMBS increased to 48.6% of the purchase price from 44.8% at 30 June.

ING’s CDO/CLO portfolio was EUR 4.3 billion at 30 September. The CDOs in ING’s portfolio generally reference investment-grade corporate credit.

The commercial mortgage-backed securities (CMBS) portfolio had a market value of EUR 7.6 billion. ING’s CMBS portfolio was fair valued at 79%, up from 74% at the end of the second quarter.

ING’s listed equity portfolio increased to EUR 6.1 billion at 30 September, up from EUR 5.5 billion at 30 June. ING holds put options on the Eurostoxx 50 to hedge ING Insurance’s listed equity portfolio. The total nominal hedged amount was EUR 3.9 billion at the end of September. However, the effectiveness of the hedge has declined given positive equity markets. In the US, ING holds a hedge to protect Insurance regulatory capital. This hedge is a put spread collar and had a notional of USD 1 billion (or EUR 0.7 billion) at 30 September.

ING Insurance had EUR 1.7 billion in private equity and alternative investments at quarter-end.

ING’s direct real estate exposure at 30 September was EUR 14.4 billion, of which EUR 8.6 billion is subject to revaluation through the P&L.

Additions to provisions for loan losses remained elevated in the third quarter. Underlying net additions to loan losses were EUR 662 million, or an annualised 87 basis points of average credit-risk weighted assets (CRWA). ING expects risk costs in the coming quarters to be around the levels of the first three quarters of 2009.

ING Bank’s coverage ratio of loan loss provisions over provisioned loans was 35% at 30 September as the proportion of collateralised lending in ING Bank’s loan book is relatively high.

Risk-weighted assets (RWA) decreased by EUR 8 billion to EUR 337 billion in the third quarter. Credit rating migration added around EUR 5 billion of RWA, on balance entirely due to rating downgrades of ABS held by the Bank. Management actions offset the increase in RWA. The reduction of the balance sheet released EUR 7 billion RWA. Other factors, including the shift to the Basel II advanced rating-based approach in a business unit that was still under the standardised approach, reduced RWA by EUR 3 billion in the third quarter. Currency effects contributed EUR 3 billion to the reduction of RWA.

10

ENQUIRIES

Investor enquiries	Press enquiries
T: +31 20 541 5460	T: +31 20 541 5433
E: investor.relations@ing.com	E: mediarelations@ing.com

Conference calls and webcasts

Jan Hommen, Koos Timmermans and Patrick Flynn will discuss the results in an analyst and investor conference call on 11 November 2009 at 9:00 CET. Members of the investment community can join in listen-only mode at +31 20 794 8500 (NL), +44 208 515 2315 (UK) or +1 480 629 9771 (US) and via live audio webcast at www.ing.com.

A press conference call will be held on 11 November 2009 at 11:30 CET. Journalists are invited to join the conference call in listen-only mode at +31 20 794 8500 (NL) or +44 207 190 1537 (UK).

Additional information is available in the following documents published at www.ing.com, which do not form part of this press release:

• ING Group Quarterly Report

• ING Group Statistical Supplement

• ING Group Historical Trend Data

• Analyst Presentation

• US Statistical Supplement

• Condensed consolidated interim accounts for the period ended 30 September 2009 for ING Group

APPENDICES

Appendix 1: Key Figures per Quarter

Appendix 2: Banking P&L by Business Line

Appendix 3: Insurance P&L by Business Line

Appendix 4: ING Group Consolidated Balance Sheet

Appendix 5: Underlying Result Before Tax Excluding Market Volatility and Risk Costs

ING Group’s Annual Accounts are prepared in accordance with International Financial Reporting Standards as adopted by the European Union (‘IFRS-EU’).

In preparing the financial information in this press release, the same accounting principles are applied as in the 2008 ING Group Annual Accounts. All figures in this press release are unaudited. Small differences are possible in the tables due to rounding.

Certain of the statements contained herein are statements of future expectations and other forward-looking statements. These expectations are based on management’s current views and assumptions and involve known and unknown risks and uncertainties. Actual results, performance or events may differ materially from those in such statements due to, among other things, (i) general economic conditions, in particular economic conditions in ING’s core markets, (ii) performance of financial markets, including developing markets, (iii) changes in the availability of, and costs associated with, sources of liquidity, such as interbank funding, as well as conditions in the credit markets generally, including changes in borrower and counterparty creditworthiness, (iv) the frequency and severity of insured loss events, (v) mortality and morbidity levels and trends, (vi) persistency levels, (vii) interest rate levels, (viii) currency exchange rates (ix) general competitive factors, (x) changes in laws and regulations, (xi) changes in the policies of governments and/or regulatory authorities, (xii) conclusions with regard to purchase accounting assumptions and methodologies, (xiii) ING’s ability to achieve projected operational synergies and (xiv) the implementation of ING’s restructuring plan, including the planned separation of banking and insurance operations. ING assumes no obligation to update any forward-looking information contained in this document.

This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. If you are a US person, ING will arrange to send you, when the rights offering is launched, the prospectus it expects to file with the Securities and Exchange Commission if you request it by writing to ING Group Investor Relations, Location code IH 07.362, P.O. Box 810, 1000 AV Amsterdam or by calling +31 20 541 5419.

11

APPENDIX 1: KEY FIGURES PER QUARTER

ING Group: Key Figures per Quarter

In EUR million	3Q2009		2Q2009		1Q2009		4Q2008		3Q2008		2Q2008		1Q2008
Underlying result before tax
Retail Banking		548		426		139		75		420		558		638
ING Direct		-358		-175		44		-1,411		-47		179		155
Commercial Banking		267		-148		506		-366		40		365		570
of which Commercial Banking excluding ING Real Estate		577		432		696		-119		53		509		462
of which ING Real Estate		-309		-580		-190		-248		-13		-143		107
Corporate line Banking		-184		-307		9		-139		-629		-2		43
Underlying result before tax from Banking		274		-204		698		-1,841		-216		1,100		1,406
Insurance Europe		358		134		-75		-186		101		397		339
Insurance Americas		307		256		-510		-1,075		-316		260		211
Insurance Asia/Pacific		223		201		-149		-209		19		124		182
Corporate line Insurance		-301		-312		-245		-999		-300		262		-43
Underlying result before tax from Insurance		587		278		-979		-2,469		-496		1,042		690
Underlying result before tax		861		74		-281		-4,310		-712		2,143		2,095
Taxation		91		-71		44		-1,203		-142		302		509
Minority interests		-8		-83		-21		-34		-2		-45		20
Underlying net result		778		229		-305		-3,074		-568		1,886		1,565
Net gains/losses on divestments		-168		8		-56		-217		178		2		45
Net result from divested units		-4		-6		5		-288		-13		61		23
Special items after tax		-106		-161		-438		-132		-74		-28		-94
Net result		499		71		-793		-3,711		-478		1,920		1,540
Result per share (in EUR)		0.25		0.03		-0.39		-1.82		-0.22		0.94		0.74

12

APPENDIX 2: BANKING P&L BY BUSINESS LINE

Banking: Profit & Loss Account

	Total										Retail										ING Direct										Commercial										Corporate Line
In EUR million		3Q2009			3Q2008			Change				3Q2009			3Q2008			Change				3Q2009			3Q2008			Change				3Q2009			3Q2008			Change				3Q2009		3Q2008
Interest result			3,165			2,643			19.8	%			1,439			1,349			6.7	%			820			647			26.7	%			942			738			27.6	%			-36		-91
Commission income			717			704			1.8	%			341			391			-12.8	%			54			21			157.1	%			324			293			10.6	%			-1		-1
Investment income			-674			-517							23			15			53.3	%			-597			-207							-103			-141							4		-184
Other income			-40			-205							20			69			-71.0	%			6			-2							50			60			-16.7	%			-117		-331
Total underlying income			3,168			2,625			20.7	%			1,823			1,825			-0.1	%			282			458			-38.4	%			1,213			950			27.7	%			-150		-606
Operating expenses			2,232			2,468			-9.6	%			1,085			1,311			-17.2	%			402			420			-4.3	%			712			715			-0.4	%			34		22
Gross result			936			157			496.2	%			738			513			43.9	%			-120			38			-415.8	%			502			234			114.5	%			-184		-629
Addition to loan loss provision			662			373			77.5	%			190			93			104.3	%			238			85			180.0	%			234			195			20.0	%
Underlying result before tax			274			-216							548			420			30.5	%			-358			-47							267			40			567.5	%			-184		-629
Taxation			26			-118							131			79			65.8	%			-126			-6							81			-17							-61		-175
Minority interests			-16			4			-500.0	%			7			10			-30.0	%													-23			-7
Underlying net result			264			-101							409			330			23.9	%			-232			-42							210			64			228.1	%			-123		-453
Net gains/losses on divestments
Net result from divested units
Special items after tax			-75			-27							-59			-27							-1										-14										-1
Net result from Banking			188			-128							350			304			15.1	%			-233			-42							196			64			206.3	%			-125		-453
Key Figures
Underlying cost/income ratio			70.5	%		94.0	%						59.5	%		71.9	%						142.5	%		91.7	%						58.6	%		75.3	%						n.a.		n.a.
Risk costs in bp of average CRWA			87			54							91			49							134			77							66			51
Risk-weighted assets (end of period)			337,338			329,568			2.4	%			98,939			90,655			9.1	%			70,082			51,260			36.7	%			164,873			185,951			-11.3	%			3,445		1,702
Underlying RAROC before tax			8.2	%		-4.2	%						33.8	%		27.5	%						-14.7	%		1.0	%						13.7	%		4.1	%						n.a.		n.a.
Underlying RAROC after tax			6.4	%		-1.9	%						25.4	%		22.5	%						-9.6	%		-0.7	%						9.6	%		4.3	%						n.a.		n.a.
Economic Capital (average over period)			23,419			18,963			23.5	%			6,801			5,782			17.6	%			4,461			3,484			28.0	%			9,444			9,253			2.1	%			2,713		444
Staff (FTEs end of period)			70,844			75,142			-5.7	%			47,156			49,683			-5.1	%			9,401			9,744			-3.5	%			14,288			15,715			-9.1	%

13

APPENDIX 3: INSURANCE P&L BY BUSINESS LINE

Insurance: Profit & Loss Account

	Total Insurance									Insurance Europe									Insurance Americas									Insurance Asia/Pacific									Corporate Line
In EUR million	3Q2009			3Q2008			Change			3Q2009			3Q2008			Change			3Q2009			3Q2008			Change			3Q2009			3Q2008			Change			3Q2009		3Q2008
Gross premium income		7,632			9,085			-16.0	%		2,428			2,089			16.2	%		3,531			4,678			-24.5	%		1,665			2,308			-27.9	%		8		10
Commission income		498			542			-8.1	%		117			119			-1.7	%		305			339			-10.0	%		75			82			-8.5	%		1		2
Direct investment income		1,876			2,183			-14.1	%		783			950			-17.6	%		848			1,162			-27.0	%		352			354			-0.6	%		-107		-283
Realised gains and fair value changes		-973			-338						-64			-94						-739			-520						29			382			-92.4	%		-199		-106
Total investment and other income		903			1,845			-51.1	%		719			857			-16.1	%		109			642			-83.0	%		381			736			-48.2	%		-306		-390
Total underlying income		9,033			11,473			-21.3	%		3,264			3,064			6.5	%		3,945			5,660			-30.3	%		2,120			3,126			-32.2	%		-297		-377
Underwriting expenditure		7,192			10,549			-31.8	%		2,504			2,401			4.3	%		3,201			5,448			-41.2	%		1,484			2,699			-45.0	%		3		1
Operating expenses		992			1,086			-8.7	%		345			417			-17.3	%		407			462			-11.9	%		202			211			-4.3	%		38		-4
Other interest expenses		244			309			-21.0	%		57			148			-61.5	%		30			66			-54.5	%		212			197			7.6	%		-55		-102
Impairments		18			25			-28.0	%					-3																								18		28
Total underlying expenditure		8,447			11,969			-29.4	%		2,906			2,963			-1.9	%		3,638			5,975			-39.1	%		1,897			3,107			-38.9	%		4		-76
Underlying result before tax		587			-496						358			101			254.5	%		307			-316						223			19			1073.7	%		-301		-300
Taxation		65			-22						43			59			-27.1	%		70			-43						57			15			280.0	%		-105		-53
Minority interests		8			-7						8			-5						2									1			3			-66.7	%		-3		-5
Underlying net result		514			-467						307			47			553.2	%		235			-273						165			0						-193		-242
Net gains/losses on divestments		-168			178						-119									-49			178
Net result from divested units		-4			-13															-4			59									50								-123
Special items after tax		-30			-47						-30												-47
Net result from Insurance		311			-350						157			47			234.0	%		182			-83						165			50			230.0	%		-193		-365
New business figures
Value of new business 1		154			219			-29.7	%		35			91			-61.5	%		66			63			4.8	%		53			64			-17.2	%
Internal rate of return (YTD) 1		12.8	%		14.5	%					15.1	%		17.9	%					11.7	%		12.8	%					14.0	%		15.1	%
Single premiums		4,560			6,540			-30.3	%		685			639			7.2	%		3,122			4,388			-28.9	%		753			1,513			-50.2	%
Annual premiums		793			905			-12.4	%		179			169			5.9	%		336			404			-16.8	%		278			332			-16.3	%
New sales (APE)		1,249			1,559			-19.9	%		247			233			6.0	%		649			843			-23.0	%		353			484			-27.1	%
Other key figures
Client balances (in EUR billion)		406			423			-4.0	%		133			128			3.9	%		184			196			-6.1	%		89			99			-10.1	%
Staff (FTEs end of period, adjusted for divestments)		38,088			44,685			-14.8	%		13,402			14,430			-7.1	%		16,792			21,276			-21.1	%		7,833			8,926			-12.2	%

¹ The value of new business and internal rate of return for all prior periods in the US beginning 1 January 2008 have been restated to reflect the corrected application of capital factors for the variable annuity business and modest adjustments to expense factors for both the variable and fixed annuity businesses. This restatement lowered the US VNB by EUR 69 million for full-year 2008 to EUR 130 million, and EUR 13 million for the first six months of 2009 to EUR 56 million.

14

APPENDIX 4: ING GROUP CONSOLIDATED BALANCE SHEET

ING Group: Consolidated Balance Sheet

	ING Group				ING Bank NV				ING Verzekeringen NV				Holdings/Eliminations
in EUR million	30 Sep. 09		30 Jun. 09		30 Sep. 09		30 Jun. 09		30 Sep. 09		30 Jun. 09		30 Sep. 09		30 Jun. 09
Cash and balances with central banks		14,316		20,794		10,960		17,222		9,853		11,245		-6,497		-7,673
Amounts due from banks		51,373		51,355		51,373		51,355
Financial assets at fair value through P&L		243,063		238,852		135,821		133,313		107,895		106,231		-653		-693
Investments		208,225		207,518		105,039		105,893		103,185		101,624
Loans and advances to customers		577,931		589,439		551,240		561,249		30,202		30,924		-3,511		-2,734
Reinsurance contracts		5,376		5,656						5,376		5,656
Investments in associates		3,811		3,946		1,454		1,559		2,535		2,567		-178		-181
Real estate investments		4,071		4,141		2,696		2,709		1,083		1,140		291		292
Property and equipment		6,180		6,368		5,637		5,776		543		592
Intangible assets		6,056		6,594		2,380		2,441		3,903		4,384		-227		-231
Deferred acquisition costs		11,048		11,393						11,048		11,393
Assets held for sale		16,901				4,936				11,964
Other assets		39,566		41,866		28,553		30,454		10,868		11,285		145		127
Total assets		1,187,915		1,187,921		900,089		911,972		298,455		287,041		-10,629		-11,092
Shareholders’ equity		26,515		22,276		29,441		27,653		14,530		12,203		-17,456		-17,580
Minority interests		1,067		1,075		1,132		1,150		81		74		-146		-149
Non-voting equity securities		10,000		10,000										10,000		10,000
Total equity		37,582		33,351		30,573		28,803		14,611		12,277		-7,602		-7,729
Subordinated loans		10,018		10,238		20,567		20,929		6,731		6,868		-17,280		-17,560
Debt securities in issue		117,369		122,891		106,753		111,265		4,057		4,094		6,559		7,532
Other borrowed funds		25,187		26,363						8,688		9,555		16,499		16,808
Insurance and investment contracts		236,829		238,015						236,829		238,015
Amounts due to banks		96,885		104,135		96,885		104,135
Customer deposits and other funds on deposits		459,193		461,796		467,399		471,368						-8,207		-9,572
Financial liabilities at fair value through P&L		146,672		149,305		143,819		146,350		3,453		3,547		-600		-592
Liabilities held for sale		16,669				5,657				11,012				-1
Other liabilities		41,514		41,829		28,436		29,122		13,075		12,686		3		21
Total liabilities		1,150,334		1,154,570		869,516		883,169		283,844		274,764		-3,027		-3,363
Total equity and liabilities		1,187,915		1,187,921		900,089		911,972		298,455		287,041		-10,629		-11,092

15

APPENDIX 5: UNDERLYING RESULT BEFORE TAX EXCLUDING MARKET VOLATILITY AND RISK COSTS

Underlying result before tax excluding market volatility and risk costs

	Group				Banking										Insurance
					Retail				Commercial		Corporate										Corporate
in EUR million	Total		Total		Banking		ING Direct		Banking		Line		Total		Europe		Americas		Asia/Pacific		Line
Underlying result, excluding market volatility and risk costs		2,404		2,056		736		477		957		-115		346		259		201		117		-230
Debt securities impairments / fair value changes
Subprime RMBS		-151		-42				-22		-20				-109				-109
Alt-A RMBS		-580		-577				-575		-2				-3				-3
Prime RMBS		-26		-26				-26
Other ABS		-18		-18				-18
CDO/CLO		73												73				73
Other debt securities		-5		-1				-1						-4				-16		12
Impairments and fair value changes on debt securities		-707		-664				-642		-22				-43				-55		12
Equity securities impairments		-29		-9						-9				-20		-10						-11
Equity capital gains		182		-1						-1				183		34		2		10		137
Hedges on direct equity exposure		-232												-232		-73						-158
Hedges on indirect equity exposure		-134												-134				-134
DAC unlocking		104												104				104
Equity related impact		-109		-10						-10				-99		-49		-28		10		-32
Real Estate revaluations / impairments		-524		-423						-423				-101		-97				-4
Private Equity revaluations		82												82		67		14		1
Revaluations		-442		-423						-423				-19		-30		14		-3
Capital gains on debt securities		165		51		1		45		-1		6		114		54		57		4
Other market impact		211		-75								-75		286		126		118		83		-40
Other		376		-24		1		45		-1		-69		400		180		175		87		-40
Total market impacts		-882		-1,121		1		-597		-456		-69		240		99		106		106		-72
Loan loss provisions Bank		-662		-662		-190		-238		-234
Total market volatility and risk costs		-1,544		-1,783		-189		-835		-690		-69		240		99		106		106		-72
Underlying result before tax		861		274		548		-358		267		-184		587		358		307		223		-301

16

EX-99.2

Exhibit 99.2

ING Condensed Consolidated Interim Accounts for the Nine Month Period ended
September 30, 2009

Condensed consolidated interim accounts
Condensed consolidated balance sheet	2
Condensed consolidated profit and loss account	3
Condensed consolidated statement of comprehensive income	4
Condensed consolidated statement of cash flows	5
Condensed consolidated statement of changes in equity	6
Notes to the condensed consolidated interim accounts	7

Condensed consolidated balance sheet of ING Group as at

	30 September		31 December
amounts in millions of euros	2009		2008
ASSETS
Cash and balances with central banks		14,316		22,045
Amounts due from banks		51,373		48,447
Financial assets at fair value through profit and loss 2		243,063		280,505
Investments 3		208,225		258,292
Loans and advances to customers 4		577,931		619,791
Reinsurance contracts		5,376		5,797
Investments in associates		3,811		4,355
Real estate investments		4,070		4,300
Property and equipment		6,179		6,396
Intangible assets 5		6,056		6,915
Deferred acquisition costs		11,048		11,843
Assets held for sale 6		16,901		15,312
Other assets		39,566		47,665
Total assets		1,187,915		1,331,663
EQUITY
Shareholders’ equity (parent)		26,515		17,334
Non-voting equity securities		10,000		10,000
		36,515		27,334
Minority interests		1,067		1,594
Total equity		37,582		28,928
LIABILITIES
Subordinated loans		10,018		10,281
Debt securities in issue		117,369		96,488
Other borrowed funds		25,186		31,198
Insurance and investment contracts		236,829		240,790
Amounts due to banks		96,885		152,265
Customer deposits and other funds on deposit		459,192		522,783
Financial liabilities at fair value through profit and loss 7		146,672		188,398
Liabilities held for sale 6		16,668		15,020
Other liabilities		41,514		45,512
Total liabilities		1,150,333		1,302,735
Total equity and liabilities		1,187,915		1,331,663

References relate to the accompanying notes. These form an integral part of the condensed consolidated interim accounts.

2

Condensed consolidated profit and loss account of ING Group for the three and nine month period ended

	3 month period				9 month period
	1 July to 30 September				1 January to 30 September
amounts in millions of euros	2009		2008		2009		2008
Interest income banking operations		19,703		24,945		64,165		71,417
Interest expense banking operations		-16,604		-22,335		-54,886		-63,606
Interest result banking operations		3,099		2,610		9,279		7,811
Gross premium income		7,632		10,380		23,815		34,109
Investment income 8		1,142		955		3,601		5,768
Commission income		1,215		1,261		3,460		3,741
Other income 9		-981		433		-2,918		1,638
Total income		12,107		15,639		37,237		53,067
Underwriting expenditure		7,352		11,831		24,016		36,475
Addition to loan loss provision		665		373		2,289		704
Intangible amortisation and other impairments		151		54		286		114
Staff expenses		1,751		2,213		5,636		6,581
Other interest expenses		163		227		533		711
Other operating expenses		1,480		1,630		4,952		4,915
Total expenses		11,562		16,328		37,712		49,500
Result before tax		545		-689		-475		3,567
Taxation		55		-219		-140		577
Net result (before minority interests)		490		-470		-335		2,990
Attributable to:
Equityholders of the parent		499		-477		-223		2,982
Minority interests		-9		7		-112		8
		490		-470		-335		2,990

	3 month period				9 month period
	1 July to 30 September				1 January to 30 September
amounts in euros	2009		2008		2009		2008
Basic earnings per ordinary share 10		0.25		-0.22		-0.11		1.46
Diluted earnings per ordinary share 10		0.25		-0.23		-0.11		1.45

References relate to the accompanying notes. These form an integral part of the condensed consolidated interim accounts.

3

Condensed consolidated statement of comprehensive income of ING Group for the three and nine month period ended

	3 month period				9 month period
	1 July to 30 September				1 January to 30 September
amounts in millions of euros	2009		2008		2009		2008
Result for the period		490		-470		-335		2,990
Unrealised revaluations after taxation		5,515		-5,889		11,517		-14,071
Realised gains/losses transferred to profit and loss		292		873		1,017		425
Changes in cash flow hedge reserve		140		127		-1,006		78
Transfer to insurance liabilities/DAC		-1,799		769		-2,075		1,817
Exchange rate differences		-448		1,524		-208		-179
Total amount recognised directly in equity (other comprehensive income)		3,700		-2,596		9,245		-11,930
Total comprehensive income		4,190		-3,066		8,910		-8,940
Comprehensive income attributable to:
Equity holders of the parent		4,194		-3,057		9,002		-8,828
Minority interests		-4		-9		-92		-112
		4,190		-3,066		8,910		-8,940

For the three month period of 1 July 2009 to 30 September 2009 the Unrealised revaluations after taxation comprises EUR -6 million (1 July 2008 to 30 September 2008: EUR -21 million) related to the share of other comprehensive income of associates.

For the nine month period of 1 January 2009 to 30 September 2009 the Unrealised revaluations after taxation comprises EUR 2 million (1 January 2008 to 30 September 2008: EUR 204 million) related to the share of other comprehensive income of associates.

For the three month period of 1 July 2009 to 30 September 2009 the Exchange rate differences comprises EUR -6 million (1 July 2008 to 30 September 2008: EUR -19 million) related to the share of other comprehensive income of associates.

For the nine month period of 1 January 2009 to 30 September 2009 the Exchange rate differences comprises EUR 48 million (1 January 2008 to 30 September 2008: EUR -54 million) related to the share of other comprehensive income of associates.

4

Condensed consolidated statement of cash flows of ING Group for the nine month period ended

		9 month period ending
		30 September		30 September
amounts in millions of euros		2009		2008
Result before tax			-475		3,567
Adjusted for	– depreciation		1,239		1,087
	– deferred acquisition costs and value of business acquired		-971		-975
	– increase in provisions for insurance and investment contracts		2,652		11,094
	– addition to loan loss provisions		2,289		704
	– other		4,083		2,178
Taxation paid			-41		-586
Changes in	– amounts due from banks, not available on demand		4,860		-9,237
	– trading assets		41,798		24,958
	– non-trading derivatives		-930		448
	– other financial assets at fair value through profit and loss		1,709		769
	– loans and advances to customers		9,648		-79,971
	– other assets		4,904		667
	– amounts due to banks, not payable on demand		-57,570		15,770
	– customer deposits and other funds on deposit		14,603		31,253
	– trading liabilities		-39,391		1,083
	– other financial liabilities at fair value through profit and loss		-2,380		929
	– other liabilities		-8,249		-1,171
Net cash flow from (used in) operating activities			-22,222		2,567
Investments and advances	– available-for-sale investments		-116,905		-177,687
	– investments for risk of policyholders		-46,658		-29,887
	– other investments		-1,846		-5,232
Disposals and redemptions	– available-for-sale investments		120,459		177,542
	– investments for risk of policyholders		45,386		24,904
	– other investments		3,318		4,015
Net cash flow from (used in) investing activities			3,754		-6,345
Proceeds from borrowed funds and debt securities			360,802		288,038
Repayments of borrowed funds and debt securities			-346,557		-254,500
Other net cash flow from financing activities			-399		-2,084
Net cash flow from financing activities			13,846		31,454
Net cash flow			-4,622		27,676
Cash and cash equivalents at beginning of period			31,271		-16,811
Effect of exchange rate changes on cash and cash equivalents			-32		177
Cash and cash equivalents at end of period			26,617		11,042
Cash and cash equivalents comprises the following items:
Treasury bills and other eligible bills			9,218		5,561
Amounts due from/to banks			3,083		-15,266
Cash and balances with central banks			14,316		20,747
Cash and cash equivalents at end of period			26,617		11,042

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

5

Condensed consolidated statement of changes in equity of ING Group for the nine month period ended

	9 months ending 30 September 2009
									Non-
							Total		voting
	Share		Share				shareholders’		equity		Minority
amounts in millions of euros	capital		premium		Reserves		equity (parent)		securities		interests		Total
Balance at beginning of period		495		9,182		7,657		17,334		10,000		1,594		28,928
Unrealised revaluations after taxation		—		—		11,516		11,516		—		1		11,517
Realised gains/losses transferred to profit and loss		—		—		1,017		1,017		—		—		1,017
Changes in cash flow hedge reserve		—		—		-1,006		-1,006		—		—		-1,006
Transfer to insurance liabilities/DAC		—		—		-2,075		-2,075		—		—		-2,075
Exchange rate differences		—		—		-227		-227		—		19		-208
Total amount recognised directly in equity		—		—		9,225		9,225		—		20		9,245
Net result for the period		—		—		-223		-223		—		-112		-335
		—		—		9,002		9,002		—		-92		8,910
Changes in the composition of the group		—		—		—		—		—		-433		-433
Dividends		—		—		—		—		—		-2		-2
Purchase/sale of treasury shares		—		—		142		142		—		—		142
Employee stock option and share plans		—		—		37		37		—		—		37
Balance at end of period		495		9,182		16,838		26,515		10,000		1,067		37,582

Unrealised revaluations after taxation are positively affected by EUR 4,600 million as a result of the Illiquid Asset Back-up Facility which effectively transferred 80% of ING’s Alt-A RMBS portfolio to the Dutch State.

	9 months ending 30 September 2008
							Total		Non-voting
	Share		Share				shareholders’		equity		Minority
amounts in millions of euros	capital		premium		Reserves		equity (parent)		securities		interests		Total
Balance at beginning of period		534		8,739		27,935		37,208		—		2,323		39,531
Unrealised revaluations after taxation		—		—		-14,021		-14,021		—		-50		-14,071
Realised gains/losses transferred to profit and loss		—		—		425		425		—		—		425
Changes in cash flow hedge reserve		—		—		78		78		—		—		78
Transfer to insurance liabilities/DAC		—		—		1,815		1,815		—		2		1,817
Exchange rate differences		—		—		-107		-107		—		-72		-179
Total amount recognised directly in equity		—		—		-11,810		-11,810		—		-120		-11,930
Net result for the period		—		—		2,982		2,982		—		8		2,990
		—		—		-8,828		-8,828		—		-112		-8,940
Changes in the composition of the group		—		—		—		—		—		-252		-252
Dividends		—		—		-3,175		-3,175		—		-48		-3,223
Cancellation of shares (share buy back)		-40		—		-4,415		-4,455		—		—		-4,455
Purchase/sale of treasury shares		—		—		2,489		2,489		—		—		2,489
Exercise of warrants and options		5		443		—		448		—		—		448
Employee stock option and share plans		—		—		36		36		—		—		36
Balance at end of period		499		9,182		14,042		23,723		—		1,911		25,634

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

6

Notes to the condensed consolidated interim accounts

1. BASIS OF PRESENTATION

These condensed consolidated interim accounts have been prepared in accordance with International Accounting Standard 34 “Interim Financial Reporting”. The accounting principles used to prepare these condensed consolidated interim accounts comply with International Financial Reporting Standards as adopted by the European Union and are consistent with those set out in the notes to the 2008 Consolidated Annual Accounts of ING Group, except for the amendments referred to below.

These condensed consolidated interim accounts should be read in conjunction with ING Group’s 2008 Annual Accounts.

The following standards, interpretations and amendments to standards and interpretations become effective in 2009 if and when endorsed by the EU:

• Amendment to IFRS 2 ‘Share-based Payments’ – ‘Vesting Conditions and Cancellations’

• IFRS 8 ‘Operating Segments’

• IAS 1 ‘Presentation of Financial Statements’

• IAS 23 ‘Borrowing Costs’

• Amendments to IAS 32 ‘Financial Instruments: Presentation’ and IAS 1 ‘Presentation of Financial Statements’ – ‘Puttable Financial Instruments and Obligations Arising on Liquidation’

• Amendments to IFRS 1 ‘First-time Adoption of IFRS’ and IAS 27 ‘Consolidated and Separate Financial Statements’ – Determining the cost of an Investment in the Separate Financial Statements’

• IFRIC 13 ‘Customer Loyalty Programmes’

• IFRIC 15 ‘Agreements for the Construction of Real Estate’

• IFRIC 16 ‘Hedges of a Net Investment in a Foreign Operation’

• 2008 Annual Improvements to IFRS

• Amendment to IFRS 7 ‘Improving Disclosures about Financial Instruments’

• Amendment to IFRIC 9 and IAS 39 – ‘Embedded Derivatives’

The following new or revised standards and interpretations were issued by the IASB, which become effective for ING Group as of 2010, unless otherwise indicated, if and when endorsed by the EU:

• Amendment to IFRS 1 ‘First-time adoption of IFRS’

• IFRS 3 ‘Business Combinations’ (revised) and IAS 27 ‘Consolidated and Separate Financial Statements’ (amended)

• Amendment to IAS 39 ‘Financial Instruments: Recognition and Measurement’ – ‘Eligible Hedged Items’

• IFRIC 17 ‘Distributions of Non-cash Assets to Owners’

• IFRIC 18 ‘Transfers of Assets from Customers’

• 2009 Annual Improvements to IFRS

• Amendment to IFRS 2 ‘Group Cash-settled Share-based Payment Transactions’

• Amendments to IFRS 1 ‘Additional Exemptions for First-time Adopters’

• Classification of Rights Issues (Amendment to IAS 32), effective as per 2011

• Amendment to IAS 24 ‘Related Party Disclosures’, effective as per 2011

• In November 2009 the IASB issued the near final draft of the chapters of IFRS 9 relating to the classification and measurement of financial assets. Reference is made to Note 18 ‘Subsequent events’

ING Group does not expect the adoption of these new or revised standards and interpretations to have a significant effect on the consolidated financial statements.

International Financial Reporting Standards as adopted by the EU provide several options in accounting principles. ING Group’s accounting principles under International Financial Reporting Standards as adopted by the EU and its decision on the options available are set out in the section “Principles of valuation and determination of results” in the 2008 Annual Accounts.

Certain amounts recorded in the condensed consolidated interim accounts reflect estimates and assumptions made by management. Actual results may differ from the estimates made. Interim results are not necessarily indicative of full-year results.

In 2009, the methodology for determining the liability for insurance contracts in Japan was revised. The liability for certain guarantees is now measured at fair value. The impact of this change in accounting policy was not material to shareholders’ equity and Net result of ING Group.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

7

Notes to the condensed consolidated interim accounts

2. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS

	30 September		31 December
amounts in millions of euros	2009		2008
Trading assets		122,544		160,378
Investment for risk of policyholders		101,212		95,366
Non-trading derivatives		13,301		16,484
Designated as at fair value through profit and loss		6,006		8,277
		243,063		280,505

3. INVESTMENTS

	30 September		31 December
amounts in millions of euros	2009		2008
Available-for-sale
– equity securities		8,507		8,822
– debt securities		185,001		234,030
		193,508		242,852
Held-to-maturity
– debt securities		14,717		15,440
		14,717		15,440
		208,225		258,292

During the second quarter of 2009 the Group reclassified EUR 0.8 billion of available-for-sale financial assets to held-to- maturity. The reclassification resulted from reduction in market liquidity for these assets, the Group now has the intent and ability to hold these assets until maturity.

Reclassifications out of available-for-sale investments to loans and receivables are allowed under IFRS as of the third quarter of 2008. During the first and second quarter of 2009 ING Group reclassified certain financial assets from Investments to Loans and advances to customers and Amounts due from banks. The Group identified assets, eligible for reclassification, for which at the reclassification date it had an intent to hold for the foreseeable future. At the reclassification dates the fair value of the reclassified assets amounted to EUR 22.8 billion for reclassification made during the first quarter of 2009 and EUR 6.1 billion for reclassification made during the second quarter.

Reclassifications to Loans and advances to customers in the first quarter

As of reclassification date 12 January 2009, for assets reclassified during the first quarter 2009, the (weighted average) effective interest rates were in the range from 2.1% to 11.7% and expected recoverable cash flows were EUR 24 billion. Unrealised fair value losses recognised in shareholders’ equity amounted to EUR 1.2 billion. This amount will be released from equity and amortised to the profit and loss account over the remaining life of the assets on an effective interest rate basis. From 1 January 2009 until the reclassification date no unrealised fair value losses were recognised in shareholders’ equity, no impairment was recognised.

As at 30 September 2009 the carrying value in the balance sheet and the fair value of the financial assets reclassified in the first quarter amounted to EUR 20.9 billion and EUR 20.3 billion respectively.

If the reclassification had not been made, result before tax would have been unchanged and shareholders’ equity as per 30 September 2009 would have been EUR 0.4 billion after tax lower due to unrealised fair value losses.

After the reclassification, the reclassified financial assets contributed EUR 450 million to result before tax for the period ended 30 September 2009, which fully consisted of Interest income. No provision for credit losses was recognised.

In the year ended 31 December 2008 no impairment on reclassified financial assets available-for-sale was recognised. Unrealised fair value losses of EUR 0.3 billion were recognised directly in shareholders’ equity.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

8

Notes to the condensed consolidated interim accounts

Reclassifications to Loans and advances to customers in the second quarter

For amounts reclassified during the second quarter of 2009, as of the reclassification date 1 June 2009, the (weighted average) effective interest rates on reclassified assets were in the range from 1.42% to 24.82% and expected recoverable cash flows were EUR 7.1 billion. Unrealised fair value losses recognised in shareholders’ equity amounted to EUR 1.0 billion. This amount will be released from equity and amortised to the profit and loss account over the remaining life of the assets on an effective interest rate basis. From 1 January 2009 until the reclassification date EUR 0.2 billion unrealised fair value gains were recognised in shareholders’ equity, no impairment was recognised.

As at 30 September 2009 the carrying value in the balance sheet and the fair value of the financial assets reclassified in the second quarter amounted to EUR 5.9 billion and EUR 6.2 billion respectively.

If the reclassification had not been made, result before tax would have been unchanged and shareholders’ equity as per 30 September 2009 would have been EUR 235 million after tax higher due to a decrease in unrealised losses since the date of reclassification.

After the reclassification, the reclassified financial assets contributed EUR 35 million to result before tax for the period ended 30 September 2009, which fully consisted of Interest income. No provision for credit losses was recognised.

In the year ended 31 December 2008 no impairment on reclassified financial assets available-for-sale was recognised. Unrealised fair value losses of EUR 1.1 billion were recognised directly in shareholders’ equity.

Derecognition of available-for-sale debt securities – Transaction with the Dutch Government

See Note 14 ‘Important events and transactions’ for the derecognition of certain available-for-sale debt securities as a result of the transaction with the Dutch Government.

4. LOANS AND ADVANCES TO CUSTOMERS

Loans and advances to customers relate to banking and insurance operations as follows:

	30 September		31 December
amounts in millions of euros	2009		2008
Banking operations		554,781		601,638
Insurance operations		30,248		25,681
		585,029		627,319
Eliminations		-7,098		-7,528
		577,931		619,791

Loans and advances to customers are specified by type as follows (banking operations):

	30 September		31 December
amounts in millions of euros	2009		2008
Loans to, or guaranteed by, public authorities		50,304		26,387
Loans secured by mortgages		306,911		303,951
Loans guaranteed by credit institutions		10,770		548
Personal lending		20,261		27,547
Corporate loans		170,698		245,731
		558,944		604,164
Loan loss provisions		-4,163		-2,526
		554,781		601,638

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

9

Notes to the condensed consolidated interim accounts

Changes in loan loss provisions were as follows:

	Banking				Insurance				Total
	9 month				9 month				9 month
	period				period				period
	ended		year ended		ended		year ended		ended		year ended
	30		31		30		31		30		31
	September		December		September		December		September		December
amounts in millions of euros	2009		2008		2009		2008		2009		2008
Opening balance		2,611		2,001		59		30		2,670		2,031
Changes in the composition of the group		-3		2		-2		-4		-5		-2
Write-offs		-623		-728		-4		-6		-627		-734
Recoveries		107		91		1		2		108		93
Increase in loan loss provisions		2,289		1,280		57		38		2,346		1,318
Exchange rate differences		-71		-50		-1		-1		-72		-51
Other changes		-50		15		—		—		-50		15
Closing balance		4,260		2,611		110		59		4,370		2,670

Changes in loan loss provisions relating to insurance operations are presented under Investment income. Changes in the loan loss provisions relating to banking operations are presented on the face of the profit and loss account.

The loan loss provision relating to banking operations at 30 September 2009 of EUR 4,260 million (31 December 2008: EUR 2,611 million) is presented in the balance sheet under Loans and advances to customers and Amounts due from banks for EUR 4,163 million (31 December 2008: EUR 2,526 million) and EUR 97 million (31 December 2008: EUR 85 million) respectively.

5. INTANGIBLE ASSETS

	30 September		31 December
amounts in millions of euros	2009		2008
Value of business acquired		1,585		2,084
Goodwill		2,985		3,070
Software		815		881
Other		671		880
		6,056		6,915

6. ASSETS AND LIABILITIES HELD FOR SALE

Assets and liabilities held for sale include disposal groups whose carrying amount will be recovered principally through a sale transaction rather than through continuing operations. This relates to businesses for which sale is agreed or highly probable at balance sheet date. For 30 September 2009 this relates to ING’s Swiss and Asian Private Banking businesses, the life insurance and wealth management venture in Australia and New Zealand and the Annuity and Mortgage businesses in Chile. Reference is made to Note 12 ‘Acquisitions and disposals’ for more details.

For 31 December 2008 this relates to ING Life Taiwan.

The assets held for sale are as follows:

	30 September		31 December
amounts in millions of euros	2009		2008
Cash and bank balances		245		80
Amounts due from banks		414		—
Financial assets at fair value through profit and loss		9,260		1,552
Available-for-sale investments		2,489		9,801
Loans and advances to customers		3,710		1,341
Reinsurance contracts		84		—
Property and equipment		54		41
Intangible assets		158		671
Deferred acquisition costs		109		1,164
Other assets		378		662
		16,901		15,312

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

10

Notes to the condensed consolidated interim accounts

The liabilities held for sale are as follows:

	30 September		31 December
amounts in millions of euros	2009		2008
Insurance and investments contracts		10,534		14,294
Amounts due to banks		172		—
Customer deposits and other funds on deposit		5,359		—
Financial liabilities at fair value through profit and loss		91		126
Other liabilities		512		600
		16,668		15,020

7. FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT AND LOSS

	30 September		31 December
amounts in millions of euros	2009		2008
Trading liabilities		113,174		152,616
Non-trading derivatives		21,678		21,773
Designated as at fair value through profit and loss		11,820		14,009
		146,672		188,398

8. INVESTMENT INCOME

3 month period	Banking				Insurance				Total
	1 July to 30 September				1 July to 30 September				1 July to 30 September
amounts in millions of euros	2009		2008		2009		2008		2009		2008
Income from real estate investments		39		48		11		26		50		74
Dividend income		22		18		38		124		60		142
Income from investments in debt securities		—		—		1,254		1,712		1,254		1,712
Income from loans		—		—		429		363		429		363
Realised gains/losses on disposal of debt securities		51		10		115		-80		166		-70
Reversals/Impairments of available-for-sale debt securities		-664		-361		-109		-369		-773		-730
Realised gains/losses on disposal of equity securities		-1		16		184		145		183		161
Impairments of available-for-sale equity securities		-8		-184		-68		-444		-76		-628
Change in fair value of real estate investments		-132		-66		-19		-3		-151		-69
		-693		-519		1,835		1,474		1,142		955

	Banking				Insurance				Total
9 month period	1 January to				1 January to				1 January to
	30 September				30 September				30 September
amounts in millions of euros	2009		2008		2009		2008		2009		2008
Income from real estate investments		123		151		41		60		164		211
Dividend income		36		71		146		579		182		650
Income from investments in debt securities		—		—		4,159		4,877		4,159		4,877
Income from loans		—		—		1,111		1,224		1,111		1,224
Realised gains/losses on disposal of debt securities		250		26		-34		-54		216		-28
Reversals/Impairments of available-for-sale debt securities		-1,219		-393		-364		-481		-1,583		-874
Realised gains/losses on disposal of equity securities		4		99		289		920		293		1,019
Impairments of available-for-sale equity securities		-37		-288		-315		-732		-352		-1,020
Change in fair value of real estate investments		-502		-287		-87		-4		-589		-291
		-1,345		-621		4,946		6,389		3,601		5,768

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

11

Notes to the condensed consolidated interim accounts

9. OTHER INCOME

3 month period	Banking				Insurance				Total
	1 July to 30 September				1 July to 30 September				1 July to 30 September
amounts in millions of euros	2009		2008		2009		2008		2009		2008
Net gains/losses on disposal of group companies		19		2		-11		178		8		180
Valuation results on non-trading derivatives		-455		253		-1,080		480		-1,535		733
Net trading income		307		-495		144		20		451		-475
Result from associates		-73		2		16		-53		-57		-51
Other income		181		35		-29		11		152		46
		-21		-203		-960		636		-981		433

Result from associates includes:

3 month period	Banking				Insurance				Total
	1 July to 30 September				1 July to 30 September				1 July to 30 September
amounts in millions of euros	2009		2008		2009		2008		2009		2008
Share of results from associates		-72		2		16		-53		-56		-51
Impairments		-1		—				—		-1		—
		-73		2		16		-53		-57		-51

	Banking				Insurance				Total
9 month period	1 January to				1 January to				1 January to
	30 September				30 September				30 September
amounts in millions of euros	2009		2008		2009		2008		2009		2008
Net gains/losses on disposal of group companies		10		8		-58		226		-48		234
Valuation results on non-trading derivatives		-938		523		-3,172		613		-4,110		1,136
Net trading income		971		-18		299		-219		1,270		-237
Result from associates		-353		-21		-94		12		-447		-9
Other income		329		394		88		120		417		514
		19		886		-2,937		752		-2,918		1,638

Result from associates includes:

	Banking				Insurance				Total
9 month period	1 January to				1 January to				1 January to
	30 September				30 September				30 September
amounts in millions of euros	2009		2008		2009		2008		2009		2008
Share of results from associates		-351		—		-94		12		-445		12
Impairments		-2		-21		—		—		-2		-21
		-353		-21		-94		12		-447		-9

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

12

Notes to the condensed consolidated interim accounts

10. EARNINGS PER ORDINARY SHARE

					Weighted average
					number of ordinary
					shares outstanding
3 month period			Amount		during the period				Per ordinary share
	(in millions of euros)				(in millions)						(in euros)
1 July to 30 September	2009		2008		2009		2008		2009		2008
Basic earnings		499		-477		2,027.1		2,027.1		0.25		-0.22
Effect of dilutive securities:
Stock option and share plans						6.5		2.9
Diluted earnings		499		-477		2,033.6		2,030.0		0.25		-0.23

					Weighted average
					number of ordinary
					shares outstanding
9 month period			Amount		during the period				Per ordinary share
	(in millions of euros)				(in millions)						(in euros)
1 January to 30 September	2009		2008		2009		2008		2009		2008
Basic earnings		-223		2,982		2,025.3		2,047.9		-0.11		1.46
Effect of dilutive securities:
Stock option and share plans						6.5		2.9
Diluted earnings		-223		2,982		2,031.8		2,050.8		-0.11		1.45

Diluted earnings per share data are calculated as if the stock options outstanding at the end of the third quarter had been exercised at the beginning of the period. It is also assumed that ING Group uses the cash received from stock options exercised to buy its own shares against the average market price in the reporting period. The net increase in the number of shares resulting from exercising stock options or converting non-voting equity securities is added to the average number of shares used for the calculation of net earnings per share.

The potential conversion of the non-voting equity securities in 2009 is not taken into account in the calculation of diluted earnings per share as this would have an anti-dilutive effect i.e. diluted earnings per share would become less negative than the earnings after potential attribution to non-voting equity securities.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

13

Notes to the condensed consolidated interim accounts

11. SEGMENT REPORTING

ING Group’s operating segments relate to the internal segmentation by business lines. These include the business lines: Retail Banking, ING Direct, Commercial Banking, Insurance Europe, Insurance Americas and Insurance Asia/Pacific. Until 2008, the operating segment Commercial Banking was named Wholesale Banking. The content of this segment remained unchanged. Other mainly includes items not directly attributable to the business lines.

The Corporate Line Banking and the Corporate Line Insurance are both included in Other. These are not separate reportable segments as they do not qualify as an operating segment that engages in business activities from which it may earn revenue and incur expenses.

Corporate Line Banking is a reflection of capital management activities and certain expenses that are not allocated to the banking businesses. ING applies a system of capital charging that makes the results of the banking business units globally comparable, irrespective of the book equity they have and the currency they operate in.

The Corporate Line Insurance includes items such as those related to capital management and capital gains on public equities (net of impairments).

The Executive Board sets the performance targets and approves and monitors the budgets prepared by the business lines. Business lines formulate strategic, commercial and financial policy in conformity with the strategy and performance targets set by the Executive Board.

ING Group evaluates the results of its operating segments using a financial performance measure called underlying result. Underlying result is defined as result under IFRS excluding the impact of divestments and special items.

The following table specifies the main sources of income of each of the segments.

Segment	Main source of income
Retail Banking	Income from retail and private banking activities. The main products offered are savings accounts and mortgages.
ING Direct	Income from direct retail banking activities. The main products offered are savings accounts and mortgages.
Commercial Banking	Income from wholesale banking activities. A full range of products is offered from cash management to corporate finance. Commercial Banking also includes ING Real Estate.
Insurance Europe	Income from life insurance, non-life insurance, investment management, asset management and retirement services in Europe.
Insurance Americas	Income from life insurance, investment management, asset management and retirement services in the US and Latin America.
Insurance Asia/Pacific	Income from life insurance, investment management, asset management and retirement services in Asia/Pacific.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

14

Notes to the condensed consolidated interim accounts

3 month period
1 July to											Insu-
30 September 2009					Commer-		Insu-		Insu-		rance
	Retail		ING		cial		rance		rance		Asia/				Total		Elimi-
amounts in millions of euros	Banking		Direct		Banking		Europe		Americas		Pacific		Other		segments		nations		Total
Underlying income:
– Gross premium income		—		—		—		2,428		3,531		1,665		8		7,632		—		7,632
– Net interest result - banking operations		1,439		820		942		—		—		—		-36		3,165		-66		3,099
– Commission income		341		54		324		117		305		74		—		1,215		—		1,215
– Total investment and other income		43		-592		-53		719		109		381		257		864		-691		173
Total underlying income		1,823		282		1,213		3,264		3,945		2,120		229		12,876		-757		12,119
Underlying expenditure:
– Underwriting expenditure		—		—		—		2,504		3,201		1,484		3		7,192		—		7,192
– Operating expenses		1,085		402		712		345		407		202		72		3,225		—		3,225
– Other interest expenses		—		—		—		57		30		211		621		919		-757		162
– Additions to loan loss provision		190		238		234		—		—		—		—		662		—		662
– Other impairments		—		—		—		—		—		—		18		18		—		18
Total underlying expenses		1,275		640		946		2,906		3,638		1,897		714		12,016		-757		11,259
Underlying result before taxation		548		-358		267		358		307		223		-485		860		—		860
Taxation		131		-126		81		43		70		57		-166		90		—		90
Minority interests		7		—		-23		8		2		1		-3		-8		—		-8
Underlying net result		410		-232		209		307		235		165		-316		778		—		778

3 month period
1 July to											Insu-
30 September 2008					Commer-		Insu-		Insu-		rance
	Retail		ING		cial		rance		rance		Asia/				Total		Elimi-
amounts in millions of euros	Banking		Direct		Banking		Europe		Americas		Pacific		Other		segments		nations		Total
Underlying income:
– Gross premium income		—		—		—		2,089		4,678		2,308		10		9,085		—		9,085
– Net interest result - banking operations		1,349		647		738		—		—		—		-91		2,643		-32		2,611
– Commission income		391		21		293		119		339		82		1		1,246		—		1,246
– Total investment and other income		84		-210		-81		856		642		736		-201		1,826		-752		1,074
Total underlying income		1,824		458		950		3,064		5,659		3,126		-281		14,800		-784		14,016
Underlying expenditure:
– Underwriting expenditure		—		—		—		2,401		5,448		2,699		1		10,549		—		10,549
– Operating expenses		1,311		420		715		417		462		211		18		3,554		—		3,554
– Other interest expenses		—		—		—		148		65		197		601		1,011		-784		227
– Additions to loan loss provision		93		85		195		—		—		—		—		373		—		373
– Other impairments		—		—		—		-3		—		—		28		25		—		25
Total underlying expenses		1,404		505		910		2,963		5,975		3,107		648		15,512		-784		14,728
Underlying result before taxation		420		-47		40		101		-316		19		-929		-712		—		-712
Taxation		79		-5		-17		59		-43		15		-229		-141		—		-141
Minority interests		10		—		-7		-5		—		4		-5		-3		—		-3
Underlying net result		331		-42		64		47		-273		—		-695		-568		—		-568

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

15

Notes to the condensed consolidated interim accounts

3 month period	1 July to				1 July to
	30 September 2009				30 September 2008
amounts in millions of euros	Income		Net result		Income		Net result
Underlying		12,119		778		14,016		-568
Divestments		12		173		-1,623		-165
Special items		—		106		—		74
IFRS as applied by ING Group		12,107		499		15,639		-477

Impairments on investments are presented within Investment income, which is part of Total income. In the third quarter of 2009, total impairments of EUR 850 million (third quarter of 2008: EUR 1,358 million) are included in the following segments: EUR 642 million (third quarter of 2008: EUR 217 million) in ING Direct, EUR 31 million (third quarter of 2008: EUR 144 million) in Commercial Banking, EUR 58 million (third quarter of 2008: EUR 27 million) in Insurance Europe, EUR 121 million (third quarter of 2008: EUR 307 million) in Insurance Americas, EUR -12 million (third quarter of 2008: EUR 63 million) in Insurance Asia/Pacific and EUR 10 million (third quarter of 2008: EUR 600 million) in Other.

Divestments in 2009 reflects the net impact of divestments including the sale of Industry Pension Funds and the Annuity and Mortgage businesses in Chile. Divestments in 2008 mainly relate to the sale of the Mexican business (ING Seguros SA). Special items 2009 includes EUR 105 million relating to restructuring costs.

9 month period
1 January to											Insu-
30 September 2009					Commer		Insu-		Insu-		rance
	Retail		ING		-cial		rance		rance		Asia/				Total		Elimi-
amounts in millions of euros	Banking		Direct		Banking		Europe		Americas		Pacific		Other		segments		nations		Total
Underlying income:
– Gross premium income		—		—		—		7,545		10,934		5,312		25		23,816		—		23,816
– Net interest result - banking operations		4,253		2,338		2,945		—		—		—		-148		9,388		-110		9,278
– Commission income		997		128		868		345		909		210		3		3,460		—		3,460
– Total investment and other income		121		-1,144		-169		1,831		786		700		984		3,109		-2,392		717
Total underlying income		5,371		1,322		3,644		9,721		12,629		6,222		864		39,773		-2,502		37,271
Underlying expenditure:
– Underwriting expenditure		—		—		—		7,947		11,170		4,694		19		23,830		—		23,830
– Operating expenses		3,529		1,246		2,026		1,105		1,243		573		190		9,912		—		9,912
– Other interest expenses		—		—		—		253		163		681		1,938		3,035		-2,502		533
– Additions to loan loss provision		729		565		993		—		—		—		—		2,287		—		2,287
– Other impairments		—		—		—		—		—		—		55		55		—		55
Total underlying expenses		4,258		1,811		3,019		9,305		12,576		5,948		2,202		39,119		-2,502		36,617
Underlying result before taxation		1,113		-489		625		416		53		274		-1,338		654		—		654
Taxation		270		-189		192		110		15		80		-415		63		—		63
Minority interests		13		—		-138		16		5		2		-9		-111		—		-111
Underlying net result		830		-300		571		290		33		192		-914		702		—		702

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

16

Notes to the condensed consolidated interim accounts

9 month period
1 January to
30 September 2008					Commer-		Insu-				Insurance
	Retail		ING		cial		rance		Insurance		Asia/				Total		Elimi-
amounts in millions of euros	Banking		Direct		Banking		Europe		Americas		Pacific		Other		segments		nations		Total
Underlying income:
– Gross premium income		—		—		—		7,724		14,455		6,983		28		29,190		—		29,190
– Net interest result - banking operations		4,129		1,821		2,095		—		—		—		-177		7,868		-56		7,812
– Commission income		1,216		46		916		368		888		262		3		3,699		—		3,699
– Total investment and other income		364		-151		424		2,910		2,370		1,419		1,264		8,600		-1,898		6,702
Total underlying income		5,709		1,716		3,435		11,002		17,713		8,664		1,118		49,357		-1,954		47,403
Underlying expenditure:
– Underwriting expenditure		—		—		—		8,516		16,102		7,227		—		31,845		—		31,845
– Operating expenses		3,899		1,262		2,118		1,285		1,285		650		63		10,562		—		10,562
– Other interest expenses		—		—		—		364		171		462		1,668		2,665		-1,954		711
– Additions to loan loss provision		194		168		342		—		—		—		—		704		—		704
– Other impairments		—		—		—		—		—		—		55		55		—		55
Total underlying expenses		4,093		1,430		2,460		10,165		17,558		8,339		1,786		45,831		-1,954		43,877
Underlying result before taxation		1,616		286		975		837		155		325		-668		3,526		—		3,526
Taxation		331		118		275		146		35		110		-343		672		—		672
Minority interests		35		2		-67		-6		3		16		-11		-28		—		-28
Underlying net result		1,250		166		767		697		117		199		-314		2,882		—		2,882

9 month period
	1 January to				1 January to
	30 September 2009				30 September 2008
amounts in millions of euros	Income		Net result		Income		Net result
Underlying		37,271		702		47,403		2,882
Divestments		19		221		-5,664		-295
Special items		16		704		—		195
IFRS as applied by ING Group		37,237		-223		53,067		2,982

Impairments on investments are presented within Investment income, which is part of Total income. In the first three quarters of 2009, total impairments of EUR 1,935 million (first three quarters of 2008: EUR 1,894 million) are included in the following segments: EUR 1,133 million (first three quarters of 2008: EUR 221 million) in ING Direct, EUR 112 million (first three quarters of 2008: EUR 179 million) in Commercial Banking, EUR 122 million (first three quarters of 2008: EUR 82 million) in Insurance Europe, EUR 352 million (first three quarters of 2008: EUR 415 million) in Insurance Americas, EUR 15 million (first three quarters of 2008: EUR 67 million) in Insurance Asia/Pacific and EUR 201 million (first three quarters of 2008: EUR 930 million) in Other.

Divestments in 2009 reflects the net impact of divestments including the sale of ING’s 70% stake in ING Canada and the sale of Industry Pension Funds and the Annuity and Mortgage businesses in Chile. Divestments in 2008 mainly relate to the sale of Chile Health business (ING Salud) and part of the Mexican business (ING Seguros SA).

Special items includes EUR 594 million relating to restructuring costs and the one-time EUR 110 million transaction result on the Illiquid Asset Back-up Facility.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

17

Notes to the condensed consolidated interim accounts

12. ACQUISITIONS AND DISPOSALS

In October 2008 ING announced that it had reached agreement to sell its entire Taiwanese life insurance business, ING Life Taiwan, to Fubon Financial Holding Co. Ltd. for approximately EUR 447 million. As at 31 December 2008 ING Life Taiwan qualified as a disposal group held for sale. The sale was completed on 13 February 2009. Consequently ING Life Taiwan is deconsolidated in the first quarter of 2009. ING was paid in a fixed number of shares with the difference between the fair value of those shares at the closing date and the sale price being paid in subordinated debt securities of the acquirer. The shares have a lock-up period of one year. ING Life Taiwan is included in the segment Insurance Asia/Pacific. This transaction resulted in a loss of EUR 292 million. The loss was recognised in 2008 in the profit and loss account.

In February 2009, ING announced that it had agreed to sell its 70% stake in ING Canada for net proceeds of approximately EUR 1,316 million (CAD 2,099 million). The transaction was closed on 19 February 2009. This transaction resulted in a decrease in Total assets of approximately EUR 5,471 million and a decrease of Total liabilities of approximately EUR 3,983 million.

On 31 July 2009 ING announced that it had reached an agreement to sell its non-core Annuity and Mortgage businesses in Chile to Corp Group Vida Chile, S.A. Terms of the agreement were not disclosed. In 2008, the Annuity and Mortgage businesses in Chile generated combined pre-tax earnings of approximately EUR 35 million. This sale does not impact ING’s Pension, Life Insurance, and Investment Management businesses in Chile where ING remains committed to developing leadership positions. This transaction is subject to various national regulatory approvals and is expected to be closed in the fourth quarter of 2009.

On 25 September 2009 ING announced that it had reached an agreement to sell its life insurance and wealth management venture in Australia and New Zealand to ANZ, its joint venture partner. Under the terms of the agreement, ING will sell its 51% equity stakes in ING Australia and ING New Zealand to ANZ, who will become the sole owner of these businesses. ING will receive EUR 1.1 billion in cash from ANZ. The transaction is part of ING’s Back to Basics strategy. The transaction generates an estimated net profit for ING of EUR 300 million. The cash proceeds and the estimated net profit will improve the debt/equity ratio of ING Insurance by 345 basis points. The transaction is expected to free up EUR 900 million of capital. The deal is subject to regulatory approvals and is expected to be recorded and closed in Q4 2009.

On 7 October 2009 ING announced that it has reached an agreement to sell its Swiss Private Banking business to Julius Baer for a consideration of EUR 344 million (CHF 520 million) in cash. Julius Baer is the leading pure-play Swiss Private Banking group. The transaction will generate an estimated net profit for ING of EUR 150 million and is expected to free up EUR 200 million of capital. The agreement of ING and Julius Baer is subject to regulatory approval and is expected to close in the first quarter of 2010.

On 15 October 2009 ING announced that it has reached an agreement to sell its Asian Private Banking business to Oversea-Chinese Banking Corporation Limited (OCBC Bank) for a consideration of approximately EUR 1 billion (US$ 1,463 million) in cash. The Asia franchise offers private banking services in 11 markets, including Hong Kong, the Philippines and Singapore. The transaction will generate an estimated net profit for ING of approximately EUR 300 million and is expected to free up around EUR 370 million of capital. Completion of the transaction between ING and OCBC Bank is subject to a number of regulatory approvals and is expected to occur around year end.

On 16 October ING announced that it has reached an agreement to transfer its U.S. group reinsurance business, ING Reinsurance U.S., to Reinsurance Group of America, Inc. Terms of the agreement were not disclosed. RGA is a U.S.-based global provider of life reinsurance. The transaction is structured as a reinsurance agreement between RGA and ING. The disposition of ING Reinsurance U.S. will have a limited positive impact on ING’s 2010 earnings. In addition, the transaction is expected to release nearly EUR 100 million in capital and improve the debt/equity ratio of ING Insurance by around 60 basis points. After the agreement, ING will continue to retain a reinsurance portfolio in the U.S. that has been in run-off since 2002. ING Reinsurance U.S. is a leading provider of reinsurance programs for group life, accident, and health insurance companies in the U.S., Guam, Canada, Bermuda, and the Caribbean. It focuses on medium and large providers of group insurance products and operates primarily out of Minneapolis, Minnesota. This transaction is subject to regulatory approvals and is expected to be closed in the first quarter of 2010.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

18

Notes to the condensed consolidated interim accounts

On 3 November 2009 ING announced that it has reached an agreement to sell three of its U.S. independent retail broker-dealer units, which comprise three-quarters of ING Advisors Network, to Lightyear Capital LLC. Terms of the agreement were not disclosed. The transaction is not expected to have a material impact on ING’s earnings. The transaction concerns Financial Network Investment Corporation, based in El Segundo, California, Multi-Financial Securities Corporation, based in Denver, Colorado, PrimeVest Financial Services, Inc., based in St. Cloud, Minnesota, and ING Brokers Network LLC, the holding company and back-office shared services supporting those broker dealers, which collectively do business as ING Advisors Network.

13. ISSUANCES, REPURCHASES AND REPAYMENT OF DEBT AND EQUITY SECURITIES IN ISSUE

Delta hedge portfolio for employee options

ING Groep N.V. has bought 7,260,000 (depositary receipts for) ordinary shares for its delta hedge portfolio, which is used to hedge employee options. The shares were bought on the open market between 19 March and 23 March 2009 at an average price of EUR 4.24 per share.

ING Groep N.V. has sold 5,230,000 (depositary receipts for) ordinary shares for its delta hedge portfolio, which is used to hedge employee options. The shares were sold on the open market between 2 June and 5 June 2009 at an average price of EUR 7.80 per share.

ING Groep N.V. has sold 1,450,000 (depositary receipts for) ordinary shares for its delta hedge portfolio, which is used to hedge employee options. The shares were sold on the open market on 1 September and 2 September 2009 at an average price of EUR 10.53 per share.

Issue of debt securities in issue

ING Bank issued 3 year government guaranteed senior unsecured bonds amounting to USD 6 billion in January 2009. ING Bank issued a 5 year EUR 4 billion fixed rate government guaranteed senior unsecured bond in February 2009 and ING Bank issued a 5 year USD 2 billion fixed rate government guaranteed senior unsecured bond in March 2009. All were issued under the Credit Guarantee Scheme of the State of the Netherlands and are part of ING’s regular medium-term funding operations.

14. IMPORTANT EVENTS AND TRANSACTIONS

ING Group and the Dutch government (‘State’) reached an agreement on an Illiquid Assets Back-Up Facility (‘Facility’) on 26 January 2009; the transaction closed on 31 March 2009. The Facility covers the Alt-A portfolios of both ING Direct US and ING Insurance Americas, with a par value of EUR 30 billion. Under the Facility, ING has transferred 80% of the economic ownership of its Alt-A portfolio to the Dutch State. As a result, an undivided 80% interest in the risk and rewards on the portfolio was transferred to the Dutch State. ING retained the legal ownership of its Alt-A portfolio. The transaction price was 90% of the par value with respect to the 80% proportion of the portfolio of which the Dutch State has become the economic owner. The transaction price remains payable by the State to ING and will be redeemed over the remaining life. Furthermore, under the Facility other fees will have to be paid by both ING and the State. As a result of the transaction ING derecognised 80% of the Alt-A portfolio from the balance sheet and recognised a receivable on the Dutch State.

Under the terms of the transaction as agreed on 26 January 2009, the overall sales proceeds amounts to EUR 22.4 billion. The amortised cost (after prior impairments) at the date of the transaction was also approximately EUR 22.4 billion. The transaction (the difference between the sales proceeds and amortised cost) resulted in a loss in the first quarter of 2009 of EUR 109 million after tax. The fair value under IFRS at the date of the transaction was EUR 15.2 billion. The difference between the sales proceeds and the fair value under IFRS is an integral part of the transaction and therefore accounted for as part of the result on the transaction. The transaction resulted in a reduction of the negative revaluation -and therefore increase equity- by approximately EUR 5 billion (after tax).

The valuation method of the 20% Alt-A securities in the IFRS balance sheet is not impacted by this transaction. The methodology used to determine the fair value for these assets in the balance sheet under IFRS is disclosed in the 2008 Consolidated annual accounts of ING Group.

This transaction was subject to approval by the European Commission (“EC”). The European Commission had temporarily approved the transaction for a six month period.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

19

Notes to the condensed consolidated interim accounts

On 26 October 2009 ING announced:

• the strategic decision to separate ING Group’s banking and insurance operations and the divestment of all Insurance and Investment Management activities over time. This decision is part of the restructuring plan discussed with the EC and subject to shareholders approval at the extraordinary General Meeting of Shareholders on 25 November 2009;

• the finalisation of negotiations with the EC with formal EC approval of the restructuring plan expected before 25 November 2009;

• that in order to receive approval from the EC ING needs to divest ING Direct USA by the end of 2013;

• that as part of the restructuring plan ING will create a new company in the Dutch retail market composed of Interadvies (including Westland Utrecht and the mortgage activities of Nationale-Nederlanden) and the existing consumer lending portfolio of ING Retail in the Netherlands. This business, once separated, will be divested;

• that ING has agreed not to be a price leader in any EU country for certain retail and SME banking products and will refrain from the acquisition of financial institutions or other businesses that would delay the repayment of the Core Tier 1 securities. These restrictions will apply for the shorter period of three years or until the Core Tier 1 securities have been repaid in full to the Dutch State;

• that ING has agreed with the Dutch State to alter the repayment terms of 50% of the Core Tier 1 securities;

• the intended repurchase of EUR 5 billion of the Core Tier 1 securities issued to the Dutch State in November 2008;

• that additional payments are to be made to the Dutch State in the form of fee adjustments relating to the Illiquid Assets Back-up Facility which are expected to result in a one-off pre-tax charge to ING of EUR 1.3 billion in the fourth quarter of 2009; and

• that ING plans to launch a EUR 7.5 billion rights issue, in order to finance the repayment of 50% of the Core Tier 1 securities and to mitigate the capital impact of the additional payment to the Dutch State of EUR 1.3 billion, which remains to be authorized at the extraordinary General Meeting of Shareholders of 25 November 2009.

15. FAIR VALUE OF FINANCIAL ASSETS

The methods used are disclosed in the 2008 Annual Accounts. The breakdown of assets by Reference to published price quotations in active markets, assets valued using Valuation techniques supported by market inputs and Assets valued using Valuation techniques not supported by market inputs was impacted in the first three quarters of 2009 by the following:

• The derecognition of Alt-A securities as disclosed in Note 14 ‘Important events and transactions’ resulted in a reduction in Valuation techniques not supported by market inputs of EUR 15.2 billion.

• The “reclassification in the first quarter” from Available-for-sale to Loans and advances to customers as disclosed in Note 3 ‘Investments’ resulted in a reduction in Valuation techniques supported by market inputs of EUR 22.8 billion.

• Certain Asset Backed Securities were reclassified from Reference to published price quotations in active markets to Valuation techniques not supported by market inputs during the first quarter because the relevant markets had become inactive; subsequently these were reclassified to loans during the second quarter.

16. RELATED PARTY TRANSACTIONS

In the normal course of business, the Group enters into various transactions with related companies. Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial or operating decisions. Transactions have taken place on an arm’s length basis and include rendering or receiving of services, leases, transfers under finance arrangements and provisions of guarantees or collateral.

Transactions with related parties (Joint ventures and associates) and Key management personnel compensation are disclosed in Note 32 ‘Related Parties’ in the ING Group 2008 Annual Accounts. Following the transactions as disclosed in Note 13 ‘Issuance, repurchases and repayment of debt and equity securities in issue’ and Note 14 ‘Important events and transactions’ above and Note 12 ‘Shareholders’ equity (parent) / non-voting equity securities’ in the ING Group 2008 Annual Accounts, the Dutch State is now a related party of ING Group. All other transactions between ING Group and the Dutch State are of a normal business nature and on an at arm’s length basis. No other material changes in related party disclosures occurred.

17. DIVIDEND PAID

On 12 November 2008, ING Groep N.V. issued EUR 10 billion non-voting equity securities to the Dutch government. Dividends have to be paid if (interim) dividend is being paid to the holders of ordinary shares. As a result of the interim dividend paid on ordinary shares in 2008 ING recognised a dividend payable of EUR 425 million to the Dutch State as per 31 December 2008. On 12 May 2009 this dividend was paid out. Reference is made to the Annual Accounts 2008 for more detailed information on this transaction.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

20

Notes to the condensed consolidated interim accounts

18. SUBSEQUENT EVENTS

Reference is made to Note 14 ‘Important events and transactions’ for the announcement made by ING on 26 October 2009.

On 19 October 2009 DSB Bank N.V. was declared bankrupt. While ING has negligible direct exposure to DSB Bank N.V., it is a contributor to the Dutch Deposit Guarantee Scheme. Under the Scheme savings and deposits at the Dutch banks are guaranteed up to an amount of EUR 100,000 per customer. In the event of a bank failure, the other banks together cover the amount needed after assets and liabilities are netted. At this stage it is too early to give an estimate of this indirect exposure.

On 2 November 2009 the IASB issued the near final draft of the chapters of IFRS 9 relating to the classification and measurement of financial assets. Ultimately the IASB aims to replace IAS 39 in its entirety by the end of 2010. IFRS 9 needs to be applied for annual periods beginning on or after 1 January 2013, but companies may decide to earlier adopt. At this stage it is too early to determine the impact on ING.

Unaudited ING Group Interim Accounts for the period ended 30 September 2009

21

Disclaimer

ING Group’s Annual Accounts are prepared in accordance with International Financial Reporting Standards as adopted by the European Union (‘IFRS- EU’).

In preparing the financial information in this press release, the same accounting principles are applied as in the 2008 ING Group Annual Accounts. All figures in this press release are unaudited. Small differences are possible in the tables due to rounding.

Certain of the statements contained herein are statements of future expectations and other forward-looking statements. These expectations are based on management’s current views and assumptions and involve known and unknown risks and uncertainties. Actual results, performance or events may differ materially from those in such statements due to, among other things, (i) general economic conditions, in particular economic conditions in ING’s core markets, (ii) performance of financial markets, including developing markets, (iii) changes in the availability of, and costs associated with, sources of liquidity, such as interbank funding, as well as conditions in the credit markets generally, including changes in borrower and counterparty creditworthiness, (iv) the frequency and severity of insured loss events, (v) mortality and morbidity levels and trends, (vi) persistency levels, (vii) interest rate levels, (viii) currency exchange rates (ix) general competitive factors, (x) changes in laws and regulations, (xi) changes in the policies of governments and/or regulatory authorities, (xii) conclusions with regard to purchase accounting assumptions and methodologies, (xiii) ING’s ability to achieve projected operational synergies and (xiv) the implementation of ING’s restructuring plan, including the planned separation of banking and insurance operations. ING assumes no obligation to update any forward-looking information contained in this document.

This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction. If you are a US person, ING will arrange to send you, when the rights offering is launched, the prospectus it expects to file with the Securities and Exchange Commission if you request it by writing to ING Group Investor Relations, Location code IH 07.362, P.O. Box 810, 1000 AV Amsterdam or by calling +31 20 541 5419.

EX-99.3

Exhibit 99.3

Reconciliation between IFRS-EU and IFRS-IASB as of September 30, 2009

The financial information included in this Report on Form 6-K was prepared in accordance with IFRS-EU. IFRS-EU refers to International Financial Reporting Standards as adopted by the European Union (“EU”), including the decisions ING Group made with regard to the options available under IFRS as adopted by the EU. IFRS-EU differs from IFRS-IASB in respect of certain paragraphs in IAS 39 ‘Financial Instruments: Recognition and Measurement’ regarding hedge accounting for portfolio hedges of interest rate risk. Under IFRS-EU, ING Group applies fair value hedge accounting for portfolio hedges of interest rate risk (fair value macro hedges) in accordance with the EU ‘carve out’ version of IAS 39. Under the EU ‘IAS 39 carve-out’, hedge accounting may be applied, in respect of fair value macro hedges, to core deposits and hedge ineffectiveness is only recognized when the revised estimate of the amount of cash flows in scheduled time buckets falls below the original designated amount of that bucket and is not recognized when the revised amount of cash flows in scheduled time buckets is more than the original designated amount. Under IFRS-IASB, hedge accounting for fair value macro hedges can not be applied to core deposits and ineffectiveness arises whenever the revised estimate of the amount of cash flows in scheduled time buckets is either more or less than the original designated amount of that bucket. ING Group applies fair value hedge accounting for portfolio hedges of interest rate risk (macro hedging) under the EU ‘carve-out’ to its retail operations. The net exposures of retail funding (savings and current accounts) and retail lending (mortgages) are hedged. The hedging activities are designated under a portfolio fair value hedge on the mortgages. Changes in the fair value of the derivatives are recognized in the profit and loss account, together with the fair value adjustment on the mortgages (hedged items) insofar as attributable to interest rate risk (the hedged risk).

The financial information for the years ended December 31, 2006, 2007, and 2008 included in the Report on Form 6-K filed with the SEC on October 23, 2009 is prepared under IFRS-IASB. In order to faciliate comparison, ING has presented below a reconciliation of shareholders’ equity as of September 30, 2009 and net profit for the nine months ended September 30, 2009 from IFRS-EU to IFRS-IASB. This information was prepared by reversing the hedge accounting impacts that are applied under the EU ‘carve out’ version of IAS 39. Financial information under IFRS-IASB accordingly does not take account of the fact that had ING Group applied IFRS-IASB as its primary accounting framework it may have applied alternative hedge strategies where those alternative hedge strategies could have qualified for IFRS-IASB compliant hedge accounting, which could have resulted in different shareholders’ equity and net result amounts compared to those disclosed below.
Both IFRS-EU and IFRS-IASB differ in several areas from accounting principles generally accepted in the United States of America (“US GAAP”).

Reconciliation shareholders’ equity under IFRS-EU and IFRS-IASB:

	September 30,			December 31,
amounts in millions of euros	2009			2008
In accordance with IFRS-EU		36,515			27,334
Adjustment of the EU ‘IAS 39 carve out’		(4,110	)		(3,015	)
Tax effect of the adjustment		1,041			761
Effect of adjustment after tax		(3,069	)		(2,254	)
In accordance with IFRS-IASB		33,446			25,080

Reconciliation net result under IFRS-EU and IFRS-IASB:

	For the nine months ended September 30,			For the nine months ended September 30,
amounts in millions of euros	2009			2008
In accordance with IFRS-EU		(223	)		2,982
Adjustment of the EU ‘IAS 39 carve out’		(1,095	)		(179	)
Tax effect of the adjustment		279			46
Effect of adjustment after tax		(816	)		(133	)
In accordance with IFRS-IASB		(1,039	)		2,849