ING [Logo]

ING USA  ANNUITY AND LIFE  INSURANCE  COMPANY  (FORMERLY  GOLDEN  AMERICAN  LIFE
INSURANCE  COMPANY)  SEPARATE  ACCOUNT B OF ING USA ANNUITY  AND LIFE  INSURANCE
COMPANY

                              PROSPECTUS SUPPLEMENT
                              DATED AUGUST 6, 2004

                         SUPPLEMENT TO THE PROSPECTUSES
                                DATED MAY 1, 2004
                                       FOR

            DEFERRED COMBINATION VARIABLE AND FIXED ANNUITY CONTRACTS
                                    ISSUED BY
                       ING USA ANNUITY AND LIFE INSURANCE COMPANY

("GOLDENSELECT ACCESS(R)", "GOLDENSELECT ACCESS(R) ONE", "GOLDENSELECT DVA(R)",
              "GOLDENSELECT DVA PLUS(R)", "GOLDENSELECT ES II(R)",
            "GOLDENSELECT GENERATIONS(R)","GOLDENSELECT LANDMARK(R)",
              "GOLDENSELECT LEGENDS", "GOLDENSELECT OPPORTUNITIES",
           "GOLDENSELECT PREMIUM PLUS(R)", "WELLS FARGO ING LANDMARK"
                                       AND
                        "WELLS FARGO ING OPPORTUNITIES")

The information in this supplement updates and amends certain information
concerning investment options contained in some or all of the above-referenced
prospectuses, each dated May 1, 2004. Not all investment options are offered
through every prospectus. You should read and keep this supplement along with
the prospectus.

Effective August 6, 2004, the subadviser name listed in the "Fund Name and
Investment Adviser/Subadviser" column in Appendix B is amended to reflect the
change in the name of the Subadviser from Aeltus Investment Management, Inc. to
ING Investment Management Co. for the following portfolios:

                           ING GET U.S. Core Portfolio
                      ING VP Index Plus LargeCap Portfolio
                       ING VP Index Plus MidCap Portfolio
                      ING VP Index Plus SmallCap Portfolio
                       ING VP Intermediate Bond Portfolio

ING GOLDMAN SACHS INTERNET TOLLKEEPER PORTFOLIO
- -----------------------------------------------
Effective August 1, 2004, the portfolio name, "ING Goldman Sachs Internet
Tollkeeper Portfolio" is changed to "ING Goldman Sachs Tollkeeper Portfolio"
wherever it appears in the prospectus to reflect the change in the portfolio
name, and the description under the "Investment Objective" column in Appendix B
is amended to read as follows to reflect a change in the investment strategy of
the portfolio:

               INVESTMENT OBJECTIVE

               Seeks long-term growth of capital.  The Portfolio invests,  under
               normal  circumstances,  at least 80% of its net  assets  plus any
               borrowings   for  investment   purposes   (measured  at  time  of
               investment)  in equity  investments  in  "Tollkeeper"  companies,
               which are high-quality  technology,  media, or service  companies
               that adopt or use technology to improve cost  structure,  revenue
               opportunities  or competitive  advantage.  The Portfolio seeks to
               achieve  its   investment   objective   by  investing  in  equity
               investments of companies that the Portfolio  Manager believes are
               well-positioned to benefit from the proliferation of technology.


GoldenSelect - 133541                                                  08/06/04




ING MERCURY FUNDAMENTAL GROWTH PORTFOLIO
- ----------------------------------------
Effective August 6, 2004, the portfolio name, "ING Mercury Fundamental Growth
Portfolio" is changed to "ING Mercury Large Cap Growth Portfolio" wherever it
appears in the prospectus to reflect the change in the portfolio name, and the
description under the "Investment Objective" column in Appendix B is amended to
read as follows to reflect a change in the investment strategy of the portfolio:

               INVESTMENT OBJECTIVE

               Seeks long-term growth of capital. The Portfolio invests at least
               80% of its assets in equity  securities  of large  capitalization
               companies.  The Portfolio will provide  shareholders with at last
               60 days' prior notice of any changes in this investment strategy.
               The  Portfolio  will invest  primarily  in equity  securities  of
               companies located in the United States that the Portfolio Manager
               believes have good prospects for earnings growth.

ING VP BOND PORTFOLIO
- ---------------------
Effective August 16, 2004, the fund name listed in the "Fund Name and Investment
Adviser/Subadviser" column in Appendix B and the portfolio name, wherever it
appears in the prospectus, is amended to reflect the change in the name of the
fund and portfolio from ING VP Bond Portfolio to ING VP Intermediate Bond
Portfolio.

ING JULIUS BAER FOREIGN PORTFOLIO
- ---------------------------------
Effective May 1, 2004, the subadviser name listed in the "Fund Name and
Investment Adviser/Subadviser" column in Appendix B for the ING Julius Baer
Foreign Portfolio is amended to reflect the change in the name of the Subadviser
from Julius Baer Investment Management, Inc. to Julius Baer Investment
Management LLC.

INVESCO VARIABLE INVESTMENT FUNDS, INC.
- ---------------------------------------
Effective August 6, 2004, the fund name listed in the "Fund Name and Investment
Adviser/Subadviser" column in Appendix B for the INVESCO VIF- Leisure Fund
(Series I) and the INVESCO VIF- Utilities Fund (Series I) is amended to reflect
the change in the name of the fund from INVESCO Variable Investment Funds, Inc.
to AIM Variable Insurance Funds.

AIM V.I. DENT DEMOGRAPHIC TRENDS FUND
- -------------------------------------
Effective July 1, 2004, the fee listed under "Investment Advisory Fees" for AIM
V.I. Dent Demographic Trends Fund (Series II) in the Fund Expense Table in the
prospectus is amended to reflect a fee reduction from 0.85% to 0.77%.

ING PIMCO HIGH YIELD PORTFOLIO
- ------------------------------
All references to the Share Class for the ING PIMCO High Yield Portfolio are
amended to read Class "S" wherever they appear in the prospectus.







ING USA ANNUITY AND LIFE INSURANCE COMPANY (FORMERLY GOLDEN AMERICAN LIFE
INSURANCE COMPANY) ING USA Annuity and Life Insurance Company is a stock company
domiciled in Iowa.

ING [Logo]


GoldenSelect - 133541                                                  08/06/04