497 1 d497.htm ING VARIABLE PRODUCTS FUNDS ING Variable Products Funds

ING BALANCED PORTFOLIO, INC.

ING INTERMEDIATE BOND PORTFOLIO

ING MONEY MARKET PORTFOLIO

ING SERIES FUND, INC.

(All Funds)

ING STRATEGIC ALLOCATION PORTFOLIOS, INC.

(All Portfolios)

ING VARIABLE FUNDS

(All Portfolios)

ING VARIABLE PORTFOLIOS, INC.

(All Portfolios)

ING VARIABLE PRODUCTS FUNDS

(All Portfolios)

Supplement dated July 7, 2011

to the current Statements of Additional Information (“SAIs”) for the

above-named Companies/Trusts (“Registrants”)

Effective May 4, 2011, Dr. Corine T. Norgaard ceased service as a Director/Trustee and effective July 1, 2011, Martin J. Gavin recommenced service as a Director/Trustee of the above-named Registrants. Each Registrant’s current SAIs is hereby revised as follows:

 

1. The table in the section entitled “Management of the Company/Trust” is revised to delete all references to Dr. Corine T. Norgaard and revised to add the following:

 

Martin J. Gavin

7337 E. Doubletree Ranch Rd.,

Suite 100

Scottsdale, Arizona 85258

Age: 61

    Director/Trustee   

January 2009 - June 2010

July 2011 - Present

    President and Chief Executive Officer, Connecticut Children’s Medical Center (May 2006 – Present). Formerly, Interim President, Connecticut Children’s Medical Center (January 2006 – May 2006); various Executive and Senior Management positions for the Phoenix Companies, Inc. (1984 – 2000); Assistant Vice President, CNA Insurance Company, Inc. (1980 – 1984); and various Management positions at CIGNA Corporation (1973 – 1980)      None.   

 

2. The section entitled “Management of the Company – Committees” is revised as follows:

 

  a. All reference to Dr. Corine T. Norgaard is deleted as a member of each committee and Martin J. Gavin is inserted as a member of each committee.
  b. In the sub-section entitled “Audit Committee” reference to Dr. Norgaard as the Chairperson of the committee is deleted and replaced with Mr. Obermeyer.

 

3. The table in the section entitled “Director/Trustee Ownership of Securities” is revised to delete all reference to Corine T. Norgaard and add the following:

ING Variable Products Funds, ING Balanced Portfolio, Inc., ING Intermediate Bond Portfolio, ING Money Market Portfolio, ING Variable Funds, and ING Variable Portfolios, Inc. SAI dated April 29, 2011; ING Strategic Allocation Portfolios, Inc. SAI dated April 29, 2011; ING Variable Portfolios, Inc. SAI dated April 29, 2011; and ING Series Fund, Inc. – ING Capital Allocation Fund SAI dated September 30, 2010:

 

1

Name of Director  

Dollar Range of shares

in the Fund/Portfolio

   Aggregate Dollar Range of Securities in all
Registered Investment Companies Overseen by
Director in Family of Investment Companies

Martin J. Gavin(2)

   N/A   Over $100,000(1)

 

  (1) Includes the value of shares in which a Director/Trustee has an indirect interest through a deferred compensation plan and/or 401k plan.
  (2) Information provided as of March 31, 2011.

ING Series Fund, Inc. – Domestic Equity Funds SAI dated September 30, 2010:

 

Name of Director   Dollar Range of shares in the ING
Core Equity Research Fund		   Dollar Range of shares in the ING
Index Plus LargeCap Fund		   Aggregate Dollar Range  of Securities in all
Registered Investment Companies Overseen by
Director in Family of Investment Companies

Martin J. Gavin(2)

   $10,001 - $50,000(1)   $10,001 - $50,000(1)   Over $100,000(1)

 

  (1) Includes the value of shares in which a Director/Trustee has an indirect interest through a deferred compensation plan and/or 401k plan.
  (2) Information provided as of March 31, 2011.

ING Series Fund, Inc. – ING Money Market Fund SAI dated July 30, 2010:

 

Name of Director   Dollar Range of shares in the Fund   Aggregate Dollar Range of Securities in all
Registered Investment Companies Overseen by
Director in Family of Investment Companies

Martin J. Gavin(2)

   $50,001 - $100,000(1)   Over $100,000(1)

 

  (1) Includes the value of shares in which a Director/Trustee has an indirect interest through a deferred compensation plan and/or 401k plan.
  (2) Information provided as of March 31, 2011.

 

4. The table in the section entitled “Independent Director Ownership of Securities” is revised to delete all reference to Corine T. Norgaard and to add the following:

ALL SAIs

 

Name of Director   Name of Owners and
Relationship to
Director		   Company   Title of Class   Value of Securities   Percentage of Class

Martin J. Gavin

   N/A   N/A   N/A   $0   N/A

 

5. The table in the section entitled “Director/Trustee Compensation – Compensation Table” is deleted and replaced with the following:

ING Variable Products Funds, ING Balanced Portfolio, Inc., ING Intermediate Bond Portfolio, ING Money Market Portfolio, ING Variable Funds, and ING Variable Portfolios, Inc. SAI dated April 29, 2011:

 

Name of  Director/
Trustee		   Balanced
Portfolio		   BlackRock
Science and
Technology
Opportunities
Portfolio		   Growth and
Income Portfolio		   Index Plus
LargeCap
Portfolio		   Index Plus
MidCap Portfolio

Albert E. DePrince, Jr.

   $6,500   $3,426   $26,337   $8,372   $6,842

Martin J. Gavin(1) (2)

   $1,809   $968   $7,148   $2,400   $1,903

Russell H. Jones

   $5,452   $2,872   $22,094   $7,017   $5,738

Sidney Koch

   $5,578   $2,938   $22,586   $7,183   $5,866

Corine Norgaard(3)

   $5,560   $2,928   $22,516   $7,159   $5,848

Joseph E. Obermeyer(1)

   $5,718   $3,013   $23,175   $7,360   $6,019

 

2

Name of Director/
Trustee		   Index Plus
SmallCap
Portfolio		  

Intermediate

Bond

Portfolio

   Money Market
Portfolio		   Opportunistic
LargeCap
Portfolio(4)		   Small Company
Portfolio		  

Total Compensation
from the Portfolios
and ING Mutual
Funds Complex
Paid to Directors/

Trustees(5)

Albert E. DePrince, Jr.

   $3,126   $26,479   $12,378   $795   $5,674   $229,000

Martin J. Gavin(1) (2)

   $866   $7,119   $3,578   $449   $1,487   $63,000

Russell H. Jones

   $2,622   $22,234   $10,380   $657   $4,762   $192,125

Sidney Koch

   $2,680   $22,735   $10,638   $688   $4,864   $196,500

Corine Norgaard(3)

   $2,672   $22,664   $10,601   $683   $4,849   $195,875

Joseph E. Obermeyer(1)

   $2,750   $23,315   $10,884   $688   $4,995   $201,500

 

  (1) Includes amounts deferred pursuant to a deferred compensation plan during the fiscal year ended December 31, 2010, Messrs. Gavin, and Obermeyer deferred $31,500 and $20,150 respectively, of their compensation from the Portfolios.
  (2) Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective July 1, 2011.
  (3) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.
  (4) ING Opportunistic LargeCap Growth Portfolio merged into ING Growth and Income Portfolio on or about August 21, 2010.
  (5) Represents compensation from 38 funds (total in complex as of December 31, 2010).

ING Strategic Allocation Portfolios, Inc. SAI dated April 29, 2011:

 

Name of Director  

Strategic Allocation
Conservative

Portfolio

   Strategic Allocation
Growth Portfolio		   Strategic Allocation
Moderate Portfolio		   Total Compensation from  the
Portfolios and ING
Mutual Funds
Complex Paid to Directors(1)

Albert E. DePrince, Jr.

   $980   $1,742   $1,730   $229,000

Martin J. Gavin(2) (3)

   $273   $479   $477   $63,000

Russell H. Jones

   $822   $1,462   $1,452   $192,125

Sidney Koch

   $841   $1,495   $1,485   $196,500

Corine Norgaard(4)

   $839   $1,490   $1,480   $195,875

Joseph E. Obermeyer(2)

   $862   $1,533   $1,522   $201,500

 

  (1) Represents compensation from 38 funds (total in complex as of December 31, 2010).
  (2) Includes amounts deferred pursuant to a deferred compensation plan. During the fiscal year ended December 31, 2010, Messrs. Gavin and Obermeyer deferred $31,500 and $20,150 respectively, of their compensation from the Portfolios.
  (3) Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective July 1, 2011.
  (4) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.

ING Variable Portfolios, Inc. SAI dated April 29, 2011:

 

Name of
Director		   ING
Australia
Index
Portfolio		   ING Euro
STOXX 50®
Index
Portfolio		  

ING FTSE
100 Index®

Portfolio

   ING Hang
Seng Index
Portfolio		  

ING

International
Index

Portfolio

   ING Japan
TOPIX
Index®
Portfolio		   ING
RussellTM
Global Large
Cap Index
75%
Portfolio(1)		  

ING

RussellTM
Large Cap
Growth Index
Portfolio

   ING
RussellTM
Large Cap
Index
Portfolio

Albert E. DePrince, Jr.

   $825   $8,480   $6,568   $1,754   $3,568   $5,018   $313   $3,840   $7,955

Martin J. Gavin(2) (3)

   N/A   $2,186   $1,718   $428   $938   $1,462   $190   $1,066   $2,156

Russell H. Jones

   $692   $7,123   $5,515   $1,474   $2,995   $4,207   $255   $3,221   $6,673

Sidney Koch

   $708   $7,271   $5,632   $1,503   $3,058   $4,309   $268   $3,294   $6,821

 

3

Name of  Director   ING
Australia
Index
Portfolio		   ING Euro
STOXX 50®
Index
Portfolio		  

ING FTSE
100 Index®

Portfolio

   ING Hang
Seng Index
Portfolio		  

ING

International
Index

Portfolio

   ING Japan
TOPIX
Index®
Portfolio		   ING
RussellTM
Global Large
Cap Index
75%
Portfolio(1)		  

ING

RussellTM
Large Cap
Growth Index
Portfolio

   ING
RussellTM
Large Cap
Index
Portfolio

Corine Norgaard(4)

   $706   $7,250   $5,615   $1,499   $3,049   $4,294   $266   $3,284   $6,799

Joseph E. Obermeyer(2)

   $726   $7,471   $5,784   $1,546   $3,141   $4,412   $268   $3,378   $7,000

 

Name of Director  

ING

RussellTM

Large Cap
Value Index
Portfolio

  

ING

RussellTM Mid
Cap Growth
Index Portfolio

  

ING

RussellTM

Mid Cap

Index

Portfolio

   ING RussellTM
Small Cap Index
Portfolio		  

ING

U.S. Bond Index
Portfolio

   ING
WisdomTreeSM
Global High-
Yielding Index
Portfolio		   Total
Compensation
from the
Registrant and
Fund Complex
Paid to
Directors(5)

Albert E. DePrince, Jr.

   $855   $3,035   $15,082   $7,241   $37,711   $2,142   $229,000

Martin J. Gavin(2) (3)

   $227   $814   $4,045   $1,914   $10,506   $597   $63,000

Russell H. Jones

   $717   $2,547   $12,656   $6,078   $31,645   $1,796   $192,125

Sidney Koch

   $733   $2,602   $12,934   $6,206   $32,395   $1,836   $196,500

Corine Norgaard(4)

   $731   $2,594   $12,894   $6,188   $32,288   $1,831   $195,875

Joseph E. Obermeyer(2)

   $752   $2,672   $13,275   $6,375   $33,184   $1,884   $201,500

 

  (1) The Portfolio was liquidated on April 30, 2010.
  (2) Includes amounts deferred pursuant to a Deferred Compensation Plan. During the fiscal year ended December 31, 2010, Messrs. Gavin and Obermeyer deferred $31,500 and $20,150 respectively, of their compensation from the Portfolios.
  (3) Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective July 1, 2011.
  (4) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.
  (5) Represents compensation from 38 funds (total in complex as of December 31, 2010).

ING Series Fund, Inc. – Domestic Equity Funds SAI dated September 30, 2010:

 

Name of  Director   Balanced   Corporate
Leaders 100		   Core Equity
Research		  

Index

Plus
LargeCap

   Index Plus
MidCap		   Index Plus
SmallCap		   Small
Company		   Tactical Asset
Allocation		   Total
Compensation
from the
Funds and
ING Mutual
Funds
Complex
Paid to
Directors(1)

Albert E. DePrince, Jr.

   $1,516   $102   $4,348   $4,240   $1,743   $765   $1,295   $902   $226,500

Martin J. Gavin(2)(3)

   $1,186   $80   $3,396   $3,320   $1,363   $599   $1,011   $705   $176,500

Russell H. Jones(2)

   $1,268   $85   $3,634   $3,549   $1,458   $640   $1,082   $754   $189,000

Sidney Koch

   $1,383   $93   $3,967   $3,872   $1,591   $698   $1,181   $823   $206,500

Corine T. Norgaard(4)

   $1,367   $92   $3,919   $3,825   $1,572   $690   $1,167   $813   $204,000

Joseph E. Obermeyer(2)

   $1,317   $87   $3,776   $3,687   $1,515   $665   $1,124   $784   $196,500

 

  (1) Represents compensation from 44 funds (total in complex as of May 31, 2010).
  (2) Includes amounts deferred pursuant to a Deferred Compensation Plan. During the fiscal year ended May 31, 2010, Messrs. Gavin and Obermeyer, deferred $88,250 and $19,650, respectively, of their compensation from the Fund Complex.
  (3)

Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective

 

4

  July 1, 2011.
  (4) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.

ING Series Fund, Inc. – ING Capital Allocation Fund SAI dated September 30, 2010:

 

Name of Director   Capital Allocation
Fund		   Strategic Allocation
Growth Fund		   Strategic Allocation
Moderate Fund		  

Pension or

Retirement Benefits
Accrued as Part of Fund
Expenses

   Total Compensation
from the Funds and ING
Mutual Funds Complex
Paid to Directors(1)

Albert E. DePrince, Jr.

   $287   $540   $549   N/A   $226,500

Martin J. Gavin (2)(3)

   $224   $422   $429   N/A   $176,500

Russell H. Jones (2)

   $240   $452   $459   N/A   $189,000

Sidney Koch

   $262   $493   $501   N/A   $206,500

Corine T. Norgaard(4)

   $259   $487   $495   N/A   $204,000

Joseph E. Obermeyer (2)

   $249   $469   $477   N/A   $196,500

 

  (1) Represents compensation from 44 funds (total in complex as of May 31, 2010).
  (2) Includes amounts deferred pursuant to a Deferred Compensation Plan. During the fiscal year ended May 31, 2010, Messrs. Gavin and Obermeyer deferred $88,250 and $19,650, respectively, of their compensation from the Fund Complex.
  (3) Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective July 1, 2011.
  (4) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.

ING Series Fund, Inc. – ING Money Market Fund SAI dated July 30, 2010

 

Name of Director   ING Money Market Fund  

Pension or

Retirement Benefits Accrued as part
of Fund expenses

   Total Compensation from the
Company and Fund Complex Paid to
Directors(1)

Albert E. DePrince, Jr.

   $3,542   N/A   $226,500

Martin J. Gavin(2)(3)

   $2,782   N/A   $176,500

Russell H. Jones

   $2,969   N/A   $189,000

Sidney Koch

   $3,236   N/A   $206,500

Corine Norgaard(4)

   $3,198   N/A   $204,000

Joseph E. Obermeyer(3)

   $3,084   N/A   $196,500

 

  (1) Represents compensation from 45 funds (total in complex as of March 31, 2010).
  (2) Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective July 1, 2011.
  (3) Includes amounts deferred pursuant to a deferred compensation plan. During the fiscal year ended March 31, 2010, Messrs. Gavin and Obermeyer, deferred $88,250 and $19,650 respectively, of their compensation from the Fund Complex.
  (4) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.

ING Series Fund, Inc. – ING Alternative Beta Fund SAI dated February 28, 2011:

 

Name of Director  

Aggregate Compensation

from the Fund

  

Total Compensation From Registrant and

Fund Complex Paid to Directors (1)

Albert E. DePrince, Jr.

   $445   $220,250

Martin J. Gavin(2) (3)

   $153   $101,500

Russell H. Jones

   $372   $182,750

Sydney Koch

   $385   $191,500

Corine Norgaard(4)

   $383   $190,250

Joseph E. Obermeyer(3)

   $390   $191,500

 

  (1) Represents compensation from 40 funds (total in complex as of the fiscal year ended October 31, 2010).
  (2) Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective July 1, 2011.
  (3) Includes amounts deferred pursuant to a deferred compensation plan. During the fiscal year ended October 31, 2010, Messrs. Gavin and Obermeyer deferred $43,750 and $19,150, respectively, of their compensation from the Fund Complex.

 

5

  (4) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.

ING Series Fund, Inc. – ING Global Target Payment Fund SAI dated February 28, 2011:

 

Name of Director   Aggregate Compensation from the Fund   Total Compensation From Registrant and Fund
Complex Paid to Directors(1)

Albert E. DePrince, Jr.

   $390   $220,250

Martin J. Gavin(2) (3)

   $158   $101,500

Russell H. Jones

   $325   $182,750

Sidney Koch

   $338   $191,500

Corine T. Norgaard(4)

   $336   $190,250

Joseph E. Obermeyer(3)

   $340   $191,500

 

  (1) Represents compensation from 40 funds (total in complex as of fiscal year ended October 31, 2010).
  (2) Mr. Gavin ceased his prior service as a Director/Trustee effective June 30, 2010 and recommenced service as a Director/Trustee effective July 1, 2011.
  (3) Includes amounts deferred pursuant to a deferred compensation plan. During the fiscal year ended October 31, 2010, Messrs. Gavin and Obermeyer deferred $43,750 and $19,150, respectively, of their compensation from the Fund Complex.
  (4) Dr. Norgaard ceased service as a Director/Trustee effective May 4, 2011.

 

6. ING Series Fund, Inc. – ING Alternative Beta Fund and ING Global Target Payment Fund SAIs dated February 28, 2011 are hereby amended as follows:

 

  a. The following sub-section is inserted following the title of the section “Management of the Company”

The following information supplements, and should be read in conjunction with, the section in the Prospectus entitled “Management of the Fund.”

The Board

The Directors of the Company are responsible for the oversight and supervision of the affairs of the Company as is described more fully below. Neither the Company’s charter nor the Charter of the Nominating Committee sets forth specific qualifications to serve as a Director, although the Nominating Committee Charter identifies certain factors that the Committee may take into account when considering Director candidates. Each Director serves until the Director’s successor is duly elected and qualified, subject to any retirement policy adopted by the Board or the Independent Directors. The Independent Directors have adopted a policy requiring each Independent Director to retire from the Board as of the latter of: (i) the March 31 next occurring after the Independent Director attains the age of 72; and (ii) the date his or her successor is elected or appointed to the Board, provided that each Independent Director under the age of 72 as of March 31, 2002 who held office as of that date may, upon the vote of the other Independent Directors, be granted up to three one-year extensions commencing as of the March 31 next occurring after he or she attains the age of 72. The retirement policy may, at any time, be suspended by vote of a majority of the Independent Directors, which suspension occurred effective March 11, 2010.

The Directors have varied experiences, attributes and skills that are utilized in overseeing the Fund’s activities, reviewing contractual arrangements with companies that provide services to the Funds, and reviewing the Fund’s performance. Among the attributes or skills common to all Directors are their ability to: (i) review critically, evaluate, question, and discuss information provided to them; (ii) interact effectively with the other Directors, the Adviser, sub-advisers, other service providers, counsel, and the independent registered public accounting firm; and (iii) exercise effective and independent business judgment in the performance of their duties as Directors. Each Director’s ability to perform his or her duties effectively has been attained through the Director’s business, consulting, public service, and/or academic positions and through experience from service as a board member of the Company and the other companies and trusts in the ING complex of mutual funds (the “Fund Complex”) (and/or in other capacities, including for any predecessor funds), public companies, or non-profit entities or other organizations as set forth below. Each Director’s ability to perform his or her duties effectively also has been enhanced by his or her educational background, professional training, and/or other life experiences.

 

6

  b. The last paragraph in the section entitled “Director Compensation” in each SAI is hereby deleted in its entirety.

PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE

 

7