PRESS RELEASE

Amsterdam, 26 October 2009

ING to separate banking and insurance operations
• STRATEGIC DECISION IS PART OF FINAL RESTRUCTURING PLAN FILED WITH EC
- All Insurance and Investment Management activities to be divested over time
- Divestments to be executed through IPOs, sales or combination thereof
- Negotiations with EC finalised; formal approval expected before EGM on 25 November 2009
• RESTRUCTURING PLAN CONTAINS FINANCIAL AND STRATEGIC MEASURES
- ING to eliminate double leverage and significantly reduce balance sheet
- In order to get EC approval ING needs to divest ING Direct USA by 2013
- Divestment of Interadvies and existing consumer lending portfolio in the Netherlands
- Restructuring to be completed by end of 2013
• ADDITIONAL AGREEMENTS WITH DUTCH STATE
- Agreement with Dutch State to facilitate early repayment of capital injection
- ING to repurchase EUR 5 billion of Core Tier 1 securities in December 2009 at a premium
- Additional payments to Dutch State in form of fee adjustments for Illiquid Assets Back-up Facility
- Additional IABF payments lead to one-off pre-tax charge of EUR 1.3 billion in Q4 2009
- EUR 7.5 billion rights issue to finance repayment and cover charge for additional IABF payments
- Further repayments to be financed from internal resources and divestment proceeds
ING announced today that it will move towards a complete separation of its banking and insurance operations
as part of its ongoing review of the Group’s strategy and as a logical next step in its Back to Basics
programme. This will be achieved over the next four years by a divestment of all Insurance operations
(including Investment Management). ING will explore all options, including initial public offerings, sales or
combinations thereof.
Jan Hommen, CEO of ING, commented: “Today we are announcing a comprehensive set of actions that,
taken together, provide a clear plan for resolving the uncertainty created by the financial crisis and will launch
a new era for ING. A little over one year ago, ING began to experience the direct impact of the financial crisis,
resulting in two instances of government support to strengthen our capital position and to mitigate risk. Over
the last six months, we have worked tirelessly - both inside ING and with the Dutch Government and the
European Commission - to devise a plan that will enable us to pay back the Dutch State, address the EC’s
requirements for viability and fair competition, and return our focus to the business and what matters most to
our customers. We recognize the considerable efforts of the Dutch Government and the EC, and are pleased
to have achieved understandings with them about how we will move forward.”
“Splitting the company is not a decision we took lightly. 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 provided us with advantages of scale, capital efficiency and earnings stability through a
diversified portfolio of businesses. However, the financial crisis has diminished these benefits. Now, the
widespread demand for greater simplicity, reliability and transparency has made a split the optimal course of
action. We will work carefully in the coming months and years to manage the separation in a way that will
support the success of our businesses in the interests of our customers, employees, shareholders and other
providers of capital,” added Jan Hommen.
Earlier this year ING presented the Back to Basics programme to streamline the company and reduce risk,
costs and leverage. As announced, ING’s banking activities will be based on the proven strengths of
gathering savings, distribution leadership, simple propositions and strong marketing. The bank will be
predominantly focused on Europe with selective growth options elsewhere. The Insurance business will focus
on its long-term structural leadership positions in life and retirement services. The business will be managed
regionally, with key building blocks including the operations in the Benelux, US, Central Europe, Latin America
and Asia.
A key goal of the Back to Basics programme was to reduce complexity by operating the Bank and Insurer
separately under one Group umbrella. Negotiations with the European Commission on the Restructuring Plan

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have acted as a catalyst to accelerate the strategic decision to completely separate banking and insurance
operations. These negotiations have been finalised and formal approval of the Restructuring Plan is expected
before an Extraordinary General Meeting of Shareholders, scheduled for 25 November 2009.
In order to get approval from the EC on ING’s Restructuring Plan, ING needs to divest ING Direct USA by the
end of 2013. ING regards the operation as a very strong franchise and the US market offers potential for
growth. It is anticipated that a divestment will take several years and will not be completed before the end of
2013. In the meantime, ING will ensure that it continues to grow the value of the business and offer a superior
customer experience. This agreement has no impact on other countries. ING remains committed to the ING
Direct franchise, as a strong contributor to ING’s growth going forward. The unique customer proposition,
simple transparent products and market-leading efficiency are at the heart of ING’s banking strategy.
Also as part of the Restructuring Plan, ING will create a new company in the Dutch retail market out of part of
its current operations, by combining the Interadvies banking division (including Westland Utrecht and the
mortgage activities of Nationale-Nederlanden) and the existing consumer lending portfolio of ING Retail. This
business, once separated, will be divested. The combined business is profitable and currently has a balance
sheet of EUR 37 billion, with around 200,000 mortgage contracts, 320,000 consumer lending accounts,
500,000 savings accounts and 76,000 securities contracts. The business has a mortgage portfolio amounting
to approximately EUR 34 billion, equal to a market share of around 6%.
ING has agreed not to be a price leader in any EU country for certain retail and SME banking products and
will refrain from acquisitions of financial institutions that would slow down 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.
The restructuring measures, including steps already taken as part of our Back to Basics programme, are
expected to result in a pro forma balance sheet reduction of around EUR 600 billion by 2013, equal to
approximately 45% of the balance sheet at 30 September 2008. This will be achieved via divestments and
through further deleveraging of the bank balance sheet. Including estimated organic growth, it is expected that
ING’s balance sheet by the end of 2013 will be approximately 30% smaller than at 30 September 2008. The
proceeds from divesting the insurance operations will be used to eliminate double leverage and further repay
the Dutch State.
ADDITIONAL AGREEMENTS WITH DUTCH STATE
In conjunction with the Restructuring Plan filed with the EC, ING has reached an agreement 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 an underwritten rights
issue.
Under the agreement, ING can repurchase the first EUR 5 billion of the securities at the issue price (EUR 10)
plus a premium of up to approximately EUR 950 million consisting of the accrued coupon and a repayment
premium. The 8.5% coupon payment is estimated to be around EUR 260 million at the time of repayment.
The repayment premium depends on the ING share price at the time of repayment. The premium has a
minimum value of EUR 333 million and increases if the ING share price at the time of repayment rises above
EUR 11.16. The premium is capped at EUR 691 million corresponding with a share price of 12.40 or above.
In January 2009 ING and the Dutch State agreed on an Illiquid Assets Back-up Facility (IABF). A full risk
transfer was realised on 80% of the portfolio of Alt-A RMBS at ING Direct US and ING Insurance Americas. In
order to get approval from the EC on ING’s Restructuring Plan, ING has agreed to make additional payments
to the Dutch State corresponding to a reduction of 50 basis points on the funding fee monthly received by ING
and an increase of 82.6 basis points on the guarantee fee annually paid by ING. In total, these annual extra
payments will amount to a net present value of EUR 1.3 billion, which will be booked as a one-off pre-tax
charge in the fourth quarter of 2009. Under the agreement, the IABF as announced in January 2009, including
the transfer price of the securities of 90%, will remain unaltered. The additional payments will not be borne by
ING’s US subsidiaries.
In order to finance the repayment of the Core Tier 1 securities for EUR 5 billion plus a premium of up to
approximately EUR 950 million and to mitigate the EUR 1.3 billion pre-tax capital impact of the additional
payments for the IABF, ING plans to launch a EUR 7.5 billion rights issue. Proceeds of the issue in excess of
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the above amounts will be used to strengthen ING’s capital position. ING expects to finance any further
repayments of Core Tier 1 securities from internal resources, including proceeds from the divestment of the
insurance operations. Further details on the agreement on Core Tier 1 securities and the rights issue can be
found in a separate press release issued today.
All of the above mentioned restructuring measures are expected to be executed by the end of 2013. Details
on the measures will be announced when appropriate. The strategic decision to divest the Insurance
operations (including Investment Management) will be presented for approval to an Extraordinary General
Meeting of shareholders, scheduled for 25 November 2009 in Amsterdam. In addition, several of the intended
measures are conditional on the approval or advice of the Works Council and various regulators and the
formal approval by the European Commission.

NOTE FOR EDITORS
Jan Hommen will address the announcements made today in an analyst and investor conference call at 9:00
CET. Members of the investment community can join in listen-only mode at +31 20 794 8497 (NL) or +44
207154 2688 (UK) and via live audio webcast at www.ing.com.
A press conference will be held at 11:30 CET. Journalists are invited to join the conference at ING House,
Amstelveenseweg 500, Amsterdam, Journalists can also join in listen-only mode at +31 20 794 8500 and via
live audio webcast at www.ing.com.
Press enquiries
Peter Jong
+31 20 541 5457

Raymond Vermeulen
+31 20 541 5682

Investor enquiries
ING Group Investor Relations
+31 20 541 5460

Peter.Jong@ing.com

Raymond.Vermeulen@ing.com

Investorrelations@ing.com

ING PROFILE

ING is a global financial institution of Dutch origin offering banking, investments, life insurance and retirement services to over 85
million private, corporate and institutional clients in more than 40 countries. With a diverse workforce of about 110,000 people,
ING is dedicated to setting the standard in helping our clients manage their financial future.

IMPORTANT LEGAL INFORMATION

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 emerging markets, (iii) the frequency and severity of insured loss events, (iv) mortality and morbidity levels
and trends, (v) persistency levels, (vi) interest rate levels, (vii) currency exchange rates (viii) general competitive factors, (ix)
changes in laws and regulations, (x) changes in the policies of governments and/or regulatory authorities, (xi) conclusions with
regard to purchase accounting assumptions and methodologies, (xii) ING's ability to achieve projected operational synergies and
(xiii) the implementation of ING’s restructuring plan to separate banking and insurance operations. ING assumes no obligation to
update any forward-looking information contained in this document.

General, limitations on distribution, no offer

Not for release, publication or distribution, directly or indirectly, in or into Australia, Canada, Japan, their territories and
possessions. The release, publication or distribution of this document in certain jurisdictions may be restricted by law or
regulations. Therefore, persons in such jurisdictions in which this document is released, published or distributed must inform
themselves about and observe such restrictions.
The issue, exercise and sale of rights which may be attributed in the rights offering (“subscription rights”) and the subscription
and purchase of bearer depositary receipts in respect of shares of the Company (“shares”) are subject to specific legal and/or
regulatory restrictions in certain jurisdictions. The Company assumes no responsibility in the event there is a violation by any
person of such restrictions.
This document does not constitute an offer to sell, or the solicitation of an offer to buy or subscribe for, any securities, and cannot
be relied on for any investment contract or decision. This document does not constitute a prospectus within the meaning of Art.
13 of the EC Directive 2003/71/EC of the European Parliament and Council dated November 4, 2003 (the "Prospectus
Directive"). The offer will be made solely by means of, and on the basis of, a securities prospectus which is to be published.
Any investment decision regarding any subscription rights or shares should only be made on the basis of the prospectus which
will be prepared in connection with the rights offering, and investors are advised to consult with their bank, broker or investment
advisor before taking any such investment decision. The approved prospectus may be notified by the Netherlands Authority for
the Financial Markets (Stichting Autoriteit Financiële Markten) to the competent authorities in other jurisdictions in accordance

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with Article 18 of the Prospectus Directive. The prospectus is expected to be published before the start of the subscription period
for the subscription rights and when available, copies of the prospectus may be obtained at no cost through the website of
Euronext Amsterdam by NYSE Euronext (Dutch residents only) and the website of the Company at www.ing.com.

United Kingdom

This communication is directed only at persons (I) who are outside the United Kingdom or (II) who have professional experience
in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005 (as amended) (the “Order”) or (III) who fall within article 49(2)(A) to (D) (“high net worth companies, unincorporated
associations etc.”) of the Order (all such persons together being referred to as “Relevant Persons”). Any person who is not a
Relevant Person must not act or rely on this communication or any of its contents. Any investment or investment activity to which
this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Persons
distributing this communication must satisfy themselves that it is lawful to do so.

European Economic Area

The Company will not authorize any offer to the public of shares or subscription rights in any Member State of the European
Economic Area other than the Netherlands and any other jurisdiction into which the prospectus for the offering of shares or
subscription rights will be passported. With respect to each Member State of the European Economic Area other than the
Netherlands (and any other jurisdiction into which the prospectus for the offering of shares or subscription rights will be
passported) and which has implemented the Prospectus Directive (each, a "Relevant Member State"), no action has been
undertaken to date to make an offer to the public of shares or subscription rights requiring a publication of a prospectus in any
Relevant Member State.

Notice to U.S. Persons

The issuer has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (the “SEC”)
for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration
statement and other documents the issuer has filed and will file with the SEC for more complete information about the issuer and
this offering. You may get these documents, once filed, for free by visiting IDEA on the SEC Web site at www.sec.gov.
Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus after
filing if you request it by calling ING at +31 20 541 5460.

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