SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 6-K

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

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 contains a copy of the following:

(1)

The Press Release issued on May 12, 2010.

		CORPORATE COMMUNICATIONS
PRESS RELEASE		12 May 2010

ING posts 1Q underlying net profit of EUR 1,018 million

•      1Q underlying net profit increases to EUR 1,018 million vs. EUR 236 million loss in 1Q2009

	•		Net profit increases to EUR 1,326 million from loss of EUR 793 million in 1Q2009
	•		Divestments & special items totalled EUR 306 million vs. EUR-558 million a year earlier
	•		Net result per share increase to EUR 0.35 from EUR-0.39 a year earlier
	•		Return on equity increases to 11.3% from 3.3% in full year 2009

•

Bank posts 1Q underlying profit before tax of EUR 1,278 million vs. EUR 769 million in 1Q2009

	•		Income recovers to pre-crisis levels as margins improve and volumes increase, particularly in Retail Banking
	•		Impairments & other market impacts decline to EUR-181 million vs. EUR-219 million in 1Q2009 and EUR-992 million in 4Q2009
	•		Cost/income ratio improves to 57.5%, or 53.5% excluding impairments & other market impacts
	•		Loan loss provisions decline to EUR 497 million, or 59 bps of average risk-weighted assets

•

Insurance posts 1Q underlying profit before tax of EUR 269 million vs. EUR 954 million loss in 1Q2009

	•		Operating profit increases 62.7% to EUR 415 million on higher margins and cost containment
	•		Administrative expenses/operating income for Life & ING IM improves to 43.4% from 47.0%
	•		Sales increase 20.5% from 4Q2009 to EUR 1,242 million and are back on par with 1Q2009 level

•

Shareholders’ equity increases by EUR 4.4 billion to EUR 38.2 billion, or EUR 10.10 per share

	•		Bank core Tier 1 ratio increases to 8.4% from 7.8% at year-end 2009, well above 7.5% target
	•		Insurance Groups Directive Solvency I ratio improves to 261% from 251%
	•		Group debt/equity ratio improves to 11.8% and FiCo ratio increases to 162%

CHAIRMAN’S STATEMENT

“ING made a strong start in 2010 with earnings recovering in both banking and insurance,” said Jan Hommen, CEO of ING Group. “The performance of both businesses improved, while market-related impacts diminished in the first quarter as markets generally improved. Insurance sales regained momentum from the fourth quarter, and savings volumes increased although loan growth remained muted. The return on equity for the Group improved substantially to 11.3%.”

“The bank has made good progress on the performance improvement initiatives announced in October, posting an underlying profit before tax of EUR 1,278 million. Income rebounded to pre-crisis levels, surpassing the first quarter of 2008, as savings and mortgage volumes increased and margins improved, particularly in Retail Banking. The cost/income ratio has been reduced to 53.5% excluding impairments and other market impacts, illustrating ongoing cost containment following the significant cuts made last year. Loan loss provisions declined from previous quarters, as provisioned loans were restructured and the US housing market stabilised. However risk costs on the Benelux mid-corporate segment remained elevated given the weak economic environment.”

“The insurance operations also showed early results on their performance improvement plans announced in April. Cost containment and improving investment margins drove a strong increase in operating profit, which rose 62.7% to EUR 415 million. Sales momentum also gained pace, up 20.5% from the fourth quarter and matching the sales volumes from the first quarter last year. The market recovery helped reduce the impact of impairments and revaluations, leading to an improvement in the underlying result before tax to EUR 269 million, up from losses in the previous quarters.”

“The results to date are clearly encouraging, and they serve as evidence of the commitment of our management and employees to drive performance improvements while keeping a sharp eye on costs. We will work hard to build on these successes in the coming quarters, but we must remain vigilant as markets are still volatile and the economic recovery could prove fragile, as we have seen in recent weeks with severe market volatility amid concerns about sovereign risk. As we work to increase the value of our banking and insurance franchises coming out of this crisis, our primary focus must remain on our customers and we aim to differentiate ourselves by providing simpler and more transparent products, reliable advice, efficient processes and better customer service.”

“Our priorities for this year are to ensure an orderly operational separation of banking and insurance and to improve the performance of both organisations to create strong independent companies going forward — and we are making good progress on all fronts.”

“In the first quarter we also completed an inventory of all integration issues that need to be addressed in the separation project. Now we are designing solutions that aim to keep restructuring costs to a minimum while at the same time ensuring that both the bank and insurer benefit from lower operating expenses going forward.”

KEY FIGURES

Group

			1Q2010				1Q2009				Change					4Q2009				Change
Profit and loss (in EUR million)
Underlying result before tax				1,547				-185									86				n.a.
Underlying net result				1,018				-236									74				n.a.
Taxation				511				70				630	%				20				n.a.
Divestments & Special items				306				-558									-785
Net result				1,326				-793									-712
Balance sheet data (end of period, in EUR billion)
Total assets				1,236				1,272				-3	%				1,164				6	%
Shareholders’ equity				38				19				100	%				34				13	%
Capital ratios (end of period)
ING Group debt/equity ratio				11.8	%			13.5	%								12.4	%
Bank core Tier 1 ratio				8.4	%			7.5	%								7.8	%
Insurance IGD Solvency I ratio				261	%												251	%
Share information
Net result per share (in EUR)				0.35				-0.39									-0.33
Shareholders’ equity per share (end of period, in EUR)				10.10				9.59				5	%				8.95				13	%
Shares outstanding in the market (average, for EPS calculation, in million)				3,785				2,026				87	%				2,103				80	%
Other data
Return on equity 1				11.3	%			-5.1	%								3.3	%
Employees (FTEs, year-end)				105,140				111,073				-5	%				105,811				-1	%

Banking operations

			1Q2010				1Q2009				Change					4Q2009				Change
Profit and loss (in EUR million)
Interest result				3,254				3,022				8	%				3,139				4	%
Total underlying income				4,176				3,762				11	%				3,313				26	%
Operating expenses				2,401				2,312				4	%				2,496				-4	%
Addition to loan loss provision				497				682				-27	%				689				-28	%
Underlying result before tax				1,278				769				66	%				128				898	%
Key figures
Interest margin				1.42	%			1.17	%								1.41	%
Underlying cost/income ratio				57.5	%			61.4	%								75.4	%
Underlying risk costs in bp of average RWA				59				80									83
Risk-weighted assets (end of period, in EUR billion, adj. for divestm.)				333				338				-2	%				331				0	%
Return on equity 2				14.9	%			8.6	%								2.9	%

Insurance operations

			1Q2010				1Q2009				Change					4Q2009				Change
Margin analysis (in EUR million)
Investment margin				329				298				10	%				268				23	%
Fees and premium based revenues				1,200				1,081				11	%				1,102				9	%
Technical margin				182				173				5	%				228				-20	%
Income non-modelled life business				32				27				19	%				47				-32	%
Life & ING IM operating income				1,744				1,578				11	%				1,645				6	%
Administrative expenses				757				742				2	%				735				3	%
DAC amortisation and trail commissions				434				412				5	%				430				1	%
Life & ING IM expenses				1,191				1,154				3	%				1,165				2	%
Life & ING IM operating result				552				425				30	%				480				15	%
Non-life operating result				48				34				41	%				69				-30	%
Corporate line operating result				-185				-203									-244
Operating result				415				255				63	%				304				37	%
Non-operating items				-146				-1,210									-346
Underlying result before tax				269				-954									-42
Key figures
Administrative expenses / operating income (Life & ING IM)				43.4	%			47.0	%								44.7	%
Life general account assets (end of period, in EUR billion)				153				148				3	%				143				7	%
Investment margin / life general account assets3 (in bps)				84				109									83
ING IM Assets under Management (end of period, in EUR billion)				362				312				16	%				343				6	%
Return on equity4				3.0	%			-28.1	%								-0.9	%

CONSOLIDATED RESULTS

ING Group posted an underlying net profit of EUR 1,018 million in the first quarter, up from a loss of EUR 236 million in the same period last year and a profit of EUR 74 million in the fourth quarter as market conditions improved and volume growth in both Banking and Insurance remained healthy. Net profit for the Group increased to EUR 1,326 million including EUR 306 million from gains on divestments and special items. The underlying net return on equity increased significantly to 11.3%.

Client balances increased across the Group. Banking growth in the quarter was driven by a EUR 6.1 billion net inflow in funds entrusted at Retail Banking, while mortgages grew at a slower EUR 3.4 billion. Funds entrusted at Commercial Banking showed a net outflow of EUR 5.8 billion and commercial lending stabilised after declining in 2009 as economies contracted. Insurance sales recovered to levels last seen in the first quarter of 2009. They were up 20.5% compared with the fourth quarter as the business regained momentum thanks to new product introductions, broader bank distribution and efforts to strengthen the tied agency channel. Excluding the US closed block and the discontinued annuity products in Japan, sales were up 15.2% compared with the first quarter last year.

Market conditions continued to improve, reducing the negative impacts that weighed on results for the past six quarters. Credit losses and impairments on debt securities declined as the US insurance business took advantage of improving market prices to reduce its exposure. Real estate markets began to stabilise in most countries, reducing the impact of negative fair value changes. However real estate impairments, mainly on development projects, remained elevated as ING scaled down several projects. The stabilisation of real estate markets also resulted in lower loan loss provisions for the US residential mortgage book.

Banking

The banking activities showed a strong recovery, driven by higher volumes and margins, cost containment measures, lower risk costs and lower negative market-related impacts. The underlying result before tax increased to EUR 1,278 million from EUR 769 million in the first quarter of 2009 and EUR 128 million in the fourth quarter.

Total underlying income from banking rose 11.0% compared with the first quarter of 2009 and 26.0% from the fourth quarter. This was driven by a higher interest result, lower impairments and lower negative revaluations. The interest result increased 7.7%, driven by a 25 basis point improvement in the interest margin to 1.42%. Margins in Retail Banking increased reflecting healthier margins for savings in the Netherlands and the reduction of client rates at ING Direct in some countries.

As market conditions improved, impairments and other market-related impacts declined to EUR - 181 million compared with EUR - 219 million in the first quarter of 2009 and EUR- 992 million in the previous quarter. Impairments on debt and equity securities were EUR 83 million in the first quarter of 2010 versus EUR 200 million in the first quarter of 2009 and EUR 284 million in the fourth quarter of 2009, mainly reflecting lower impairments in the US residential mortgage-backed securities portfolio. Real estate markets showed signs of stabilising. This resulted in EUR 38 million of negative fair value changes on ING Real Estate’s direct real estate investments and listed funds compared with EUR 182 million in the same quarter last year and EUR 161 million in the previous quarter. Real estate impairments, mainly on development projects, were EUR 151 million compared with EUR 22 million in the same quarter of last year and EUR 296 million in the previous quarter. The fair value change on the Bank’s own Tier 2 debt was EUR-18 million compared with EUR 182 million in the same quarter last year and EUR - 23 million in the previous quarter.

Efficiency improved, reflecting the impact of cost containment measures taken in 2009. The cost/income ratio fell to 57.5% from 61.4% a year earlier, and was 53.5% excluding impairments, revaluations and other market-related impacts. Underlying operating expenses declined 1.8%, excluding real estate impairments, as cost savings made under the Back to Basics programme more than offset higher deposit insurance premiums in several markets, an accrual adjustment and the impact of currency exchange rates.

Additions to the loan loss provisions declined in the first quarter but remained at elevated levels. The Bank added EUR 497 million to the provision for loan losses in the first quarter, down from EUR 682 million in the first quarter of 2009 and EUR 689 million in the fourth quarter (adjusted for divestments). The decline was driven by lower gross additions, notably in Structured Finance. Risk costs at ING Direct also declined as the US housing market began to stabilise. Loan loss provisioning for the Benelux mid-corporate and SME sector declined, but remained elevated, reflecting the weaker economic climate in the region. Risk costs for the Bank appear to be trending down and are expected to be below the levels seen in the second half of last year in the coming quarters.

Underlying profit before tax from the Retail Banking activities more than tripled to EUR 867 million, driven by strong income growth on higher volumes and margins as well as lower

impairments at ING Direct USA. Profit from Retail Netherlands climbed to EUR 359 million from EUR 117 million a year ago, reflecting healthier margins on savings and a 21.2% decline in operating expenses following the merger of ING Bank and Postbank and the impact of cost-containment measures implemented in 2009. Retail Belgium reported an underlying profit before tax of EUR 174 million, up 50% from a year earlier. This was driven by higher commission income, an 8.0% decline in operating expenses and lower risk costs. ING Direct’s results improved strongly to EUR 269 million from EUR 44 million a year ago as interest income increased on higher volumes and margins, risk costs declined and impairments on debt securities declined sharply. Retail Central Europe posted a profit of EUR 45 million compared with a loss of EUR 25 million a year ago; all countries contributed to the increase. Underlying profit before tax of Retail Asia was EUR 19 million compared with a loss of EUR 4 million in the first quarter of 2009.

Underlying profit before tax from Commercial Banking increased 11.3% from a year earlier and rose sevenfold from the fourth quarter as the impact of real estate revaluations and impairments was lower while commercial performance remained strong. Commercial Banking excluding ING Real Estate posted an underlying profit before tax of EUR 683 million, up 77.9% from the fourth quarter and just 2.7% below the record result booked in the first quarter last year. ING Real Estate reported a loss of EUR 113 million, narrowing from losses of EUR 190 million in the first quarter of 2009 and EUR 310 million in the fourth quarter as market values for real estate began to stabilise.

The Corporate Line Banking posted a loss of EUR 159 million compared with a profit of EUR 9 million in the first quarter last year which included a positive revaluation of EUR 182 million on ING Bank’s own Tier 2 debt. In the first quarter of 2010, that revaluation was a negative EUR 18 million.

Insurance

ING’s insurance results recovered as negative market-related impacts continued to diminish and operating results improved on higher margins and continued cost control. The underlying result before tax from Insurance increased to EUR 269 million in the first quarter versus EUR -954 million in the same quarter last year and EUR -42 million in the fourth quarter. Gains/losses and impairments on investments improved from EUR -401 million in the first quarter of 2009 to EUR -200 million. Negative DAC unlocking in the United States improved from EUR -615 million to EUR -41 million, while lower volatility resulted in a lower negative impact on the internally reinsured Japanese SPVA book (EUR -10 million compared to EUR -183 million in the same quarter last year). The impact of the change of the provision for guarantees on separate account pension contracts (net of hedging) turned to a positive result of EUR 66 million in the first quarter of 2010.

Improvements in investment margins and strong cost control drove the solid increase in operating profit from the life insurance and investment management businesses, which rose to EUR 552 million from EUR 425 million in the first quarter of 2009 and EUR 480 million in the fourth quarter. The investment margin increased 10.4% from the first quarter last year and rose 22.8% from the fourth quarter, as cash in the general account was partly reinvested in highly rated bonds. The life insurance general account portfolio increased to EUR 153 billion from EUR 143 billion at year-end 2009, while the investment margin improved slightly to 84 basis points of the life insurance general account, from 83 basis points in the fourth quarter, although the margin is still down from 109 basis points of the life insurance general account in the first quarter last year.

Fees and premium-based revenues rose 11.0% from the first quarter of 2009 due to higher fees as markets rebounded in the course of 2009, which led to higher fund values. This increase was partly offset by higher costs of variable annuity guaranteed benefits in the United States. The technical margin rose 5.2% from the first quarter of 2009.

Expenses for life insurance and ING IM increased 3.2% versus the first quarter of last year and 2.2% from the fourth quarter. Administrative expenses were up 2.0% from the same period last year and 3.0% from the fourth quarter due to accrual adjustments. The ratio of administrative expenses to operating income improved to 43.4% from 47.0% a year ago. DAC amortisation and trail commissions were up 5.3% on higher operating income.

The operating profit of Insurance Benelux improved strongly in the first quarter to EUR 151 million from EUR 56 million a year ago. This was mainly driven by higher investment margins, lower expenses due to an ongoing focus on cost reductions as well as higher fees and premium-based revenues. Fees and premium-based revenues were up due to a change in premium recognition in the Netherlands as well as higher sales of annuity products in Belgium and Luxembourg. Life administrative expenses declined 13.8% to EUR 150 million, improving the efficiency ratio of administrative expenses to operating income to 44.9% from 62.8% in the first quarter last year.

Insurance Central and Rest of Europe posted an operating profit of EUR 75 million, up from EUR 62 million in the first quarter last year, supported by a higher technical margin as well as a reduction in administrative expenses.

Operating profit from the US insurance business was EUR 148 million, down from EUR 154 million a year earlier, reflecting lower investment margins on the closed block of business due to derisking. Profit from the continuing life and retirement services businesses increased 18.9% to EUR 132 million. Administrative expenses increased due to accrual adjustments in both quarters. Excluding that impact, the efficiency ratio improved slightly to 43.8%.

Insurance Latin America posted an operating profit of EUR 66 million, up from EUR 54 million a year ago. This was mainly due to higher fee income from pensions and positive currency impacts.

Insurance Asia/Pacific’s operating profit increased to EUR 115 million from EUR 90 million. This was driven by higher premium-based revenues as a result of strong sales of corporate-owned life insurance in Japan as well as growth in assets under management on the in-force single-premium variable annuity book. Administrative expenses declined 8.6% and the ratio of administrative expenses to operating income remained well below the 35% overall target. ING Investment Management posted an operating profit of EUR 45 million, up 7.1% from a year earlier. Fee income grew broadly in line with assets under management, which increased by EUR 18.4 billion in the first quarter to EUR 361.1 billion at the end of March. Expenses rose due to accrual adjustments and ING’s ongoing programme to develop the ING IM business.

The Non-life operating result jumped 41.2% to EUR 48 million thanks to higher investment income and lower expenses. The loss ratio for the Benelux non-life business remains relatively high due to unfavourable disability claims experience and weather related claims in the quarter. The combined ratio for the Benelux improved to 104.8% in the quarter from 109.6% a year ago primarily due to an improvement in the expense ratio.

The operating result for the Corporate Line Insurance improved to EUR -185 million from EUR -203 million due to the termination of the Formula 1 sponsorship as well as lower interest on hybrids following the transfer of a USD 1.5 billion hybrid security to the Bank.

New sales (APE) of life insurance were up 1.9% versus the first quarter last year, and up 15.2% excluding sales from the closed blocks in the US and Japan. Compared to the fourth quarter, sales increased by 20.5% as ING regained sales momentum, particularly in Asia and Latin America.

The sales increase versus the first quarter of 2009 was attributable to the Benelux, Asia, and Latin America. Sales in Asia rose 21.0% at constant currencies. This was driven by higher corporate-owned life insurance sales in Japan, while sales in Hong Kong more than doubled. In Latin America, sales rose 31.8% at constant currencies, driven by higher pension sales in Mexico as well as the first-time inclusion of tax-favoured voluntary pension sales in Colombia. The 56.0% growth in life insurance sales in the Benelux was mainly due to the change in the recognition of premiums in the Netherlands, higher sales of the Optima life insurance product and higher sales of variable annuities in Belgium and Luxembourg. Sales in Central and Rest of Europe fell 13.0% on a constant currency basis due to lower sales in Poland and Greece. Lower sales of variable annuities were mainly responsible for the 19.5% sales decline in the United States, while sales of full-service retirement plans increased.

Net profit

Net profit for ING Group was EUR 1,326 million, up from a loss of EUR 793 million in the first quarter of 2009 and a loss of EUR 712 million in the fourth quarter. Net results in the first quarter included EUR 403 million in net gains on divestments, which mainly related to the sale of ING’s private banking businesses in Asia and Switzerland. Special items included a charge of EUR 97 million after tax mainly related to restructuring costs for combining ING Bank and Postbank in the Netherlands, the Vision for Growth programme in Insurance Central Europe, headcount reductions and separation project costs.

The underlying effective tax rate of 33.0% was down slightly from the first quarter of last year but remained elevated, mainly due to the fact that no tax benefit was booked on part of the investment losses and impairments in the US.

Return on equity

The underlying return on equity for the Group improved significantly to 11.3% in the first quarter from -5.1% a year earlier and 3.3% for the full year 2009. The return on equity for the bank jumped to 14.9% from 8.6% based on a 7.5% core Tier 1 ratio as earnings rebounded and risk-weighted assets were little changed. The insurance return on equity of 3.0% showed early signs of improvement.

BALANCE SHEET

ING Group’s balance sheet increased by EUR 73 billion to EUR 1,236 billion at the end of the first quarter of 2010, driven in part by foreign exchange movements, which contributed EUR 31 billion of this increase. Shareholders’ equity rose 13% to EUR 38.2 billion, or EUR 10.10 per share, driven by a EUR 2.3 billion improvement in the revaluation reserve for debt securities.

Amounts due from banks increased by EUR 18 billion in the first quarter. Financial assets at fair value through P&L increased by

EUR 29 billion, driven by increased securities borrowing and money market activities at the Bank and higher investments for the risk of policyholders at Insurance as markets recovered and the euro weakened. Investments rose by EUR 15 billion, due in part to positive revaluations and exchange rates.

Loans and advances to customers at ING Bank increased by EUR 11 billion to EUR 563 billion. Foreign exchange impacts contributed EUR 10 billion to the total increase of which roughly EUR 6 billion in mortgages.

Liabilities increased following the issuance of senior debt and covered bonds at ING Bank. Insurance and investment contracts increased by EUR 18 billion. Amounts due to banks rose by EUR 12 billion, mainly attributable to higher unsettled balances from securities transactions. Customer deposits and other funds on deposits at the Bank increased by EUR 19 billion, driven largely by exchange rate variances and growth at ING Direct. Financial liabilities at fair value through P&L increased by EUR 13 billion, mainly due to money market activities and trading derivatives.

CAPITAL MANAGEMENT

ING’s capital ratios improved further in the first quarter. The core Tier 1 ratio of the Bank increased from 7.8% to 8.4%, well above ING’s 7.5% target. Core Tier 1 capital increased by EUR 2 billion while risk-weighted assets remained flat.

At Insurance, the Insurance Groups Directive (IGD) Solvency I ratio improved from 251% at the end of 2009 to 261%, mainly due to an improvement in the revaluation reserve for debt securities.

The Financial Conglomerates Directives (FiCo) capital ratio increased to 162% from 157%. This ratio adds the regulatory capital requirements and available capital for the Bank and Insurance and deducts the Group core debt from available capital. The Group debt/equity ratio declined from 12.4% to 11.8% as Group equity increased and the core debt remained stable.

APPENDIX 1 ING GROUP: CONSOLIDATED PROFIT AND LOSS ACCOUNT

ING Group: Consolidated profit and loss account

		Total Group1								Total Banking								Total Insurance
in EUR million		1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009
Gross premium income			8,262				8,835												8,262				8,835
Interest result Banking operations			3,217				3,018				3,254				3,022
Commission income			1,087				996				655				574				432				422
Total investment & other income			1,483				1,880				267				166				1,236				1,799
Total underlying income			14,049				14,729				4,176				3,762				9,930				11,056
Underwriting expenditure			8,487				10,731												8,487				10,731
Staff expenses			1,854				1,948				1,334				1,358				520				590
Other expenses2			1,489				1,345				1,066				954				423				391
Operating expenses			3,344				3,293				2,401				2,312				943				981
Interest expenses Insurance operations			158				193												215				282
Addition to loan loss provisions			497				682				497				682
Other			16				17												16				17
Total underlying expenditure			12,502				14,916				2,898				2,994				9,661				12,011
Underlying result before tax			1,547				-185				1,278				769				269				-954
Taxation			511				70				351				221				160				-151
Minority interests			18				-21				17				-24				1				3
Underlying net result			1,018				-236				910				571				108				-807
Net gains/losses on divestments			403				-56				405								-2				-56
Net result from divested units							-64				1				-54				-1				-10
Special items after tax			-97				-438				-75				-170				-22				-268
Net result			1,326				-793				1,241				348				84				-1,141

APPENDIX 2 ING GROUP: CONSOLIDATED BALANCE SHEET

ING Group: Consolidated balance sheet

		ING Group								ING Bank NV								ING Verzekeringen NV								Holdings/eliminations
in EUR million		31 March 2010				31 December 2009				31 March 2010				31 December 2009				31 March 2010				31 December 2009				31 March 2010				31 December 2009
Cash and balances with central banks			17,957				15,390				14,421				12,602				9,956				9,425				-6,420				-6,637
Amounts due from banks			61,624				43,397				61,624				43,397
Financial assets at fair value through P&L:			262,536				233,190				141,391				122,770				121,834				111,117				-688				-697
Investments:			227,497				212,112				113,754				106,591				113,743				105,521
Loans and advances to customers			590,316				578,946				563,055				551,774				29,925				29,014				-2,664				-1,842
Reinsurance contracts			5,937				5,480												5,937				5,480
Investments in associates			3,865				3,699				1,496				1,396				2,549				2,486				-180				-183
Real estate investments			3,683				3,638				2,343				2,283				1,065				1,069				275				286
Property and equipment			6,099				6,119				5,544				5,567				555				552
Intangible assets			6,186				6,021				2,401				2,377				4,026				3,875				-241				-231
Deferred acquisition costs			12,110				11,398												12,110				11,398
Assets held for sale			307				5,024				9				4,583				298				441
Other assets:			38,101				39,229				26,735				28,780				10,756				10,031				610				417
Total assets			1,236,218				1,163,643				932,772				882,119				312,754				290,409				-9,307				-8,885
Shareholders’ equity			38,235				33,863				32,139				30,222				18,416				15,887				-12,320				-12,246
Minority interests			997				915				1,095				995				81				80				-180				-160
Non-voting equity securities			5,000				5,000																				5,000				5,000
Total equity			44,232				39,778				33,234				31,217				18,497				15,967				-7,500				-7,406
Subordinated loans			10,535				10,099				22,796				21,193				5,906				5,743				-18,167				-16,837
Debt securities in issue			129,628				119,981				119,150				109,357				3,888				4,079				6,591				6,545
Other borrowed funds			25,173				23,151												7,825				7,036				17,348				16,115
Insurance and investment contracts			258,825				240,858												258,825				240,857
Amounts due to banks			96,564				84,235				96,564				84,235
Customer deposits and other funds on deposits			488,076				469,508				496,560				477,602												-8,484				-8,094
Financial liabilities at fair value through P&L			142,811				129,789				139,212				126,496				4,258				3,921				-659				-628
Liabilities held for sale			227				4,890				2				4,631				225				258								1
Other liabilities:			40,147				41,354				25,253				27,388				13,330				12,547				1,564				1,418
Total liabilities			1,191,986				1,123,865				899,537				850,902				294,257				274,442				-1,808				-1,479
Total equity and liabilities			1,236,218				1,163,643				932,772				882,119				312,754				290,409				-9,307				-8,885

APPENDIX 3 RETAIL BANKING: CONSOLIDATED PROFIT AND LOSS ACCOUNT

Retail Banking: Consolidated profit and loss account

										Retail Banking Benelux																Retail Direct & International
		Total Retail Banking								Netherlands								Belgium								Direct								Central Europe								Asia
in EUR million		1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009
Interest result			2,387				2,090				912				796				391				408				867				706				175				158				42				22
Commission income			359				318				143				142				96				77				37				31				71				58				13				9
Investment income			-11				-54				0				0				9				9				-20				-67				1				4				0				0
Other income			7				-70				-1				8				28				14				-28				-55				-2				-42				10				4
Total underlying income			2,742				2,284				1,054				946				523				508				856				615				244				178				65				36
Staff and other expenses			1,532				1,633				548				702				310				338				455				410				182				151				37				32
Intangibles amortisation and impairments			9				2				6				-1				0				-1				3				3				0				0				0				0
Operating expenses			1,540				1,635				553				702				310				337				458				413				182				151				37				32
Gross result			1,202				649				500				245				213				171				398				202				62				27				28				4
Addition to loan loss provision			335				401				141				128				39				55				129				158				16				52				9				8
Underlying result before tax			867				248				359				117				174				116				269				44				45				-25				19				-4
Client balances (in EUR billion)
Residential mortgages			292.3				265.2				133.5				128.5				23.6				21.8				131.5				112.2				3.2				2.4				0.6				0.5
Other lending			84.5				87.5				43.0				43.6				26.1				27.7				3.3				2.9				9.4				7.7				2.7				5.6
Funds entrusted			420.9				397.4				104.6				102.1				67.7				67.5				227.2				205.7				18.1				15.0				3.4				7.0
AUM / Mutual funds			56.3				60.0				16.8				13.1				27.4				31.7				10.3				6.3				1.5				1.2				0.3				7.8
Profitability and efficiency1
Cost/income ratio			56.2	%			71.6	%			52.5	%			74.1	%			59.3	%			66.3	%			53.5	%			67.2	%			74.8	%			84.7	%			56.6	%			88.5	%
Return on equity2			19.8	%			5.7	%			28.7	%			9.8	%			36.6	%			24.0	%			13.9	%			1.5	%			9.5	%			-6.4	%			7.2	%			-2.3	%
Risk1
Risk costs in bp of average RWA			77				101				112				107				83				112				70				96				31				121				43				39
Risk-weighted assets (end of period)			175,012				156,449				51,175				47,526				18,799				20,016				74,918				63,742				21,316				17,183				8,804				7,982

APPENDIX 4 COMMERCIAL BANKING: CONSOLIDATED PROFIT AND LOSS ACCOUNT

Commercial Banking: Consolidated profit and loss account

		Total Commercial									GL &								Structured								Leasing &								Financial								Other									Total Commercial
		Banking									PCM								Finance								Factoring								Markets								products									Banking excl. RE									ING Real Estate
in EUR million		1Q2010				1Q2009					1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009					1Q2010				1Q2009					1Q2010				1Q2009
Interest result			914				983					236				231				262				226				43				35				276				432				-2				-21					814				904					100				79
Commission income			299				258					54				49				87				58				8				7				6				9				49				44					204				168					95				89
Investment income			43				-87					0				1				-2				-3				0				0				43				-45				-1				-5					39				-52					4				-34
Other income			290				291					5				1				-20				-16				53				50				244				357				-11				9					271				401					19				-110
Total underlying income			1,545				1,445					296				283				327				265				103				92				568				754				34				28					1,328				1,422					217				23
Staff and other expenses			660				629					126				139				98				80				55				52				190				185				72				65					540				521					120				108
Intangibles amortisation and impairments			153				23					0				0				0				0				0				0				0				0				0				0					0				0					152				23
Operating expenses			813				652					126				139				98				80				55				53				190				185				72				65					541				521					272				131
Gross result			732				793					169				143				229				186				48				39				378				569				-38				-37					787				900					-55				-108
Addition to loan loss provision			162				280					42				37				31				139				30				24				2				-1				0				0					104				198					58				82
Underlying result before tax			570				512					127				107				199				47				18				15				376				570				-37				-37					683				702					-113				-190
Client balances (in EUR billion)
Residential mortgages
Other lending			135.8				151.1					35.8				48.2				45.8				46.9				16.3				16.8				3.8				2.9				0.0				0.1					101.8				114.9					34.0				36.2
Funds entrusted			54.7				62.0					31.8				32.3				3.0				2.2				0.0				0.1				19.2				26.7				0.7				0.8					54.7				62.0
AUM / Mutual funds			66.4				65.6																																																							66.4				65.6
Profitability and efficiency1
Cost/income ratio			52.6	%			45.1	%				42.8	%			49.2	%			29.8	%			30.0	%			53.2	%			57.4	%			33.5	%			24.5	%			210.6	%			231.4	%				40.7	%			36.7	%				125.4	%			563.0	%
Return on equity2			13.7	%			11.1	%				10.2	%			8.2	%			18.3	%			4.8	%			6.7	%			4.7	%			44.9	%			53.5	%			-30.7	%			-62.4	%				19.8	%			17.2	%				-28.3	%			-35.1	%
Risk1
Risk costs in bp of average RWA			41				63					36				26				28				129				138				88				2				-1				-2				-1					30				50					117				158
Risk-weighted assets (end of period)			153,152				178,611					43,734				57,488				41,489				44,623				8,252				10,345				35,614				41,642				4,612				4,212					133,701				158,310					19,451				20,301

1		Key figures based on underlying figures
2		Underlying after-tax return divided by average equity based on 7.5% core Tier 1 ratio (annualised)

APPENDIX 5 INSURANCE: MARGIN ANALYSIS AND KEY FIGURES

Insurance: Margin analysis and Key figures

		Total								Insurance								Insurance								Insurance								Insurance								Insurance
		Insurance								Benelux								CRE								US								Latin America3								Asia/Pacific1								ING IIM								Corporate line
in EUR million		1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009				1Q2010				1Q2009
Margin analysis
Investment margin			329				298				98				66				17				18				188				207				15				10				9				-4				2				1
Fees and premium based revenues			1,200				1,081				167				156				123				122				293				255				92				76				321				296				204				176
Technical margin			182				173				54				48				36				33				60				46				6				5				27				41
Income non-modelled life business			32				27				14				7				3				2																4				14				13
Life & ING IM operating income			1,744				1,578				334				277				179				175				541				508				113				96				371				346				206				177
Administrative expenses			757				742				150				174				61				65				246				224				45				39				96				105				160				134
DAC amortisation and trail commissions			434				412				65				65				46				49				146				131				15				14				162				152				1				1
Life & ING IM expenses			1,191				1,154				215				240				106				114				392				354				60				53				257				257				161				135
Life & ING IM operating result			552				425				119				37				73				61				148				154				53				42				114				89				45				42
Non-life operating result			48				34				32				20				2				1												13				12				1				1
Corporate line operating result			-185				-203
Operating result			415				255				151				56				75				62				148				154				66				54				115				90				45				42				-185				-203
Gains/losses and impairments			-200				-401				-10				-136				-4				2				-206				-237								3				15				-3				5				-23				1				-7
Revaluations			53				20				-21				93												94				-81				12				6								-9				-1				8				-31				4
Market & other impacts							-829				66				-164												-63				-468												6				-15												-10				-183
Underlying result before tax			269				-954				186				-150				71				64				-27				-633				89				63				136				63				49				27				-225				-389
Life Insurance - New business figures
Single premiums			3,153				3,736				658				563				171				145				1,702				2,156				478				251				143				622
Annual premiums			926				846				90				44				82				94				307				409				98				75				349				224
New sales (APE)			1,242				1,219				156				100				100				108				478				624				145				101				363				286
Other key figures
Gross premium income			8,262				8,835				2,997				2,432				542				518				3,066				3,908				32				55				1,619				1,911												6				9
Adm. expenses / operating income (Life & ING IM)			43.4	%			47.0	%			44.9	%			62.8	%			34.1	%			37.1	%			45.5	%			44.1	%			39.8	%			40.6	%			25.9	%			30.3	%			77.7	%			75.7	%
Life general account assets (end of period, in EUR billion)			153				148
Investment margin / Life general account assets2
(in bps)			84				109
Prov. for life insurance & investm. contracts for risk policyholder (end of period, in EUR billion)			115.0				93.3				22.7				16.9				3.6				2.5				68.1				51.6				0.1				0.1				20.5				22.2
Net production Client balances (in EUR billion)			-5.1				-1.4				0.7				-0.7				0.3				0.4				-1.3				-0.4				0.6				0.3				0.1				0.4				-5.4				-1.3
Client balances (end of period, in EUR billion)			426.1				378.0				69.8				65.0				26.8				18.8				128.7				113.9				40.7				29.5				39.2				42.8				121.0				107.9
Adminstrative expenses (total)			870				879				239				279				62				67				246				224				45				39				96				106				160				134				22				30