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)

ING Condensed Consolidated Interim Accounts for the Three Month Period ended March 31, 2009.

In this report

Condensed consolidated interim accounts

Condensed consolidated balance sheet			3
Condensed consolidated profit and loss account			4
Condensed consolidated statement of comprehensive income			5
Condensed consolidated statement of cash flows			6
Condensed consolidated statement of changes in equity			8
Notes to the condensed consolidated interim accounts			9
Review report			16

ING Group Interim Accounts 1Q2009

Condensed consolidated balance sheet* of ING Group as at

		31 March				31 December
amounts in millions of euros		2009				2008
ASSETS
Cash and balances with central banks			19,696				22,045
Amounts due from banks			57,011				48,447
Financial assets at fair value through profit and loss			255,585				280,505
Investments 2			214,225				258,292
Loans and advances to customers 3			641,075				619,791
Reinsurance contracts			5,729				5,797
Investments in associates			4,064				4,355
Real estate investments			4,228				4,300
Property and equipment			6,386				6,396
Intangible assets 4			6,822				6,915
Deferred acquisition costs			11,615				11,843
Other assets			45,400				62,977
Total assets			1,271,836				1,331,663
EQUITY
Shareholders’ equity (parent)			19,370				17,334
Non-voting equity securities			10,000				10,000
			29,370				27,334
Minority interests			1,137				1,594
Total equity			30,507				28,928
LIABILITIES
Subordinated loans			10,619				10,281
Debt securities in issue			114,131				96,488
Other borrowed funds			29,530				31,198
Insurance and investment contracts			236,386				240,790
Amounts due to banks			123,538				152,265
Customer deposits and other funds on deposit			516,629				522,783
Financial liabilities at fair value through profit and loss			164,353				188,398
Other liabilities			46,143				60,532
Total liabilities			1,241,329				1,302,735
Total equity and liabilities			1,271,836				1,331,663

The accompanying notes referenced from 2 to 11 are an integral part of these condensed consolidated interim accounts.

ING Group Interim Accounts 1Q2009

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

		3 months ending
		31 March				31 March
amounts in millions of euros		2009				2008
Interest income banking operations			24,081				23,881
Interest expense banking operations			-21,044				-21,342
Interest result banking operations			3,037				2,539
Gross premium income			8,914				12,574
Investment income 5			1,129				2,611
Commission income			1,083				1,238
Other income 6			699				1,036
Total income			14,862				19,998
Underwriting expenditure			10,855				13,680
Addition to loan loss provision			772				98
Intangible amortisation and other impairments			51				6
Staff expenses			2,075				2,189
Other interest expenses			194				265
Other operating expenses			1,789				1,713
Total expenses			15,736				17,951
Result before tax			-874				2,047
Taxation			-60				483
Net result (before minority interests)			-814				1,564
Attributable to:
Equityholders of the parent			-793				1,540
Minority interests			-21				24
			-814				1,564

		3 months ending
		31 March				31 March
amounts in euros		2009				2008
Basic earnings per ordinary share			-0.39				0.74
Diluted earnings per ordinary share			-0.39				0.74

The accompanying notes referenced from 2 to 11 are an integral part of these condensed consolidated interim accounts.

ING Group Interim Accounts 1Q2009

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

		3 months ending
		31 March				31 March
amounts in millions of euros		2009				2008
Result for the period			-814				1,564
Unrealised revaluations after taxation			1,316				-4,720
Realised gains/losses transferred to profit and loss			633				-142
Changes in cash flow hedge reserve			-515				-79
Transfer to insurance liabilities/DAC			593				290
Exchange rate differences			807				-1,759
Other revaluations			—				-4
Total amount recognised directly in equity			2,834				-6,414
Total comprehensive income			2,020				-4,850
Comprehensive income attributable to:
Equityholders of the parent			2,046				-4,700
Minority interests			-26				-150
			2,020				-4,850

The Unrealised revaluations after taxation comprises EUR -26 million (31 March 2008: EUR 170 million) related to the share of other comprehensive income of associates.

The Exchange rate differences comprises EUR 17 million (31 March 2008: EUR -49 million) related to the share of other comprehensive income of associates.

ING Group Interim Accounts 1Q2009

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

				3 months ending
				31 March				31 March
amounts in millions of euros				2009				2008
Result before tax					-874				2,046
Adjusted for		– depreciation			403				358
		– deferred acquisition costs and value of business acquired			313				-624
		– increase in provisions for insurance and investment contracts			3,102				5,415
		– addition to loan loss provisions			772				97
		– other			-265				-696
Taxation paid					-89				17
Changes in		– amounts due from banks, not available on demand			-617				-2,329
		– trading assets			23,207				2,095
		– non-trading derivatives			-640				774
		– other financial assets at fair value through profit and loss			367				1,711
		– loans and advances to customers			-2,942				-23,907
		– other assets			-1,351				3,312
		– amounts due to banks, not payable on demand			-34,162				-11,165
		– customer deposits and other funds on deposit			14,009				11,033
		– trading liabilities			-24,907				12,260
		– other financial liabilities at fair value through profit and loss			1,802				420
		– other liabilities			-881				-5,186
Net cash flow from (used in) operating activities					-22,753				-4,367
Investment and advances		– group companies			—				-452
		– associates			-57				-417
		– available-for-sale investments			-57,273				-68,686
		– real estate investments			-46				-88
		– property and equipment			-193				-100
		– assets subject to operating leases			-323				-353
		– investments for risk of policyholders			-16,677				-10,544
		– other investments			-137				-91
Disposals and redemptions		– group companies			1,316				75
		– associates			61				95
		– available-for-sale investments			59,077				69,895
		– held-to-maturity investments			515				522
		– real estate investments			96				63
		– property and equipment			19				89
		– assets subject to operating leases			109				95
		– investments for risk of policyholders			16,237				8,971
		– other investments			1				2
Net cash flow from (used in) investing activities					2,725				-924

ING Group Interim Accounts 1Q2009

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

Proceeds from borrowed funds and debt securities			132,195				99,483
Repayments of borrowed funds and debt securities			-118,078				-83,850
Issuance of ordinary shares			—				447
Purchase of treasury shares			-33				-1,593
Sale of treasury shares			11				104
Dividends paid			—				-9
Net cash flow from financing activities			14,095				14,582
Net cash flow			-5,933				9,291
Cash and cash equivalents at beginning of period			31,271				-16,811
Effect of exchange rate changes on cash and cash equivalents			-93				340
Cash and cash equivalents at end of period			25,245				-7,180
Cash and cash equivalents comprises the following items
Treasury bills and other eligible bills			5,644				4,261
Amounts due from/to banks			-95				-25,897
Cash and balances with central banks			19,696				14,456
Cash and cash equivalents at end of period			25,245				-7,180

The accompanying notes referenced from 2 to 11 are an integral part of these condensed consolidated interim accounts.

ING Group Interim Accounts 1Q2009

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

		3 months ending 31 March 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			—				—				1,329				1,329				—				-13				1,316
Realised gains/losses transferred to profit and loss			—				—				633				633				—				—				633
Changes in cash flow hedge reserve			—				—				-515				-515				—				—				-515
Transfer to insurance liabilities/DAC			—				—				593				593				—				—				593
Exchange rate differences			—				—				799				799				—				8				807
Total amount recognised directly in equity			—				—				2,839				2,839				—				-5				2,834
Net result for the period			—				—				-793				-793				—				-21				-814
			—				—				2,046				2,046				—				-26				2,020
Changes in the composition of the group			—				—				—				—				—				-431				-431
Dividends			—				—				—				—				—				-1				-1
Purchase/sale of treasury shares			—				—				-21				-21				—				—				-21
Exercise of warrants and options			—				—				—				—				—				—				—
Employee stock option and share plans			—				—				12				12				—				—				12
Balance at end of period			495				9,182				9,693				19,370				10,000				1,137				30,507

		3 months ending 31 March 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			—				—				-4,730				-4,730				—				10				-4,720
Realised gains/losses transferred to profit and loss			—				—				-142				-142				—				—				-142
Changes in cash flow hedge reserve			—				—				-79				-79				—				—				-79
Transfer to insurance liabilities/DAC			—				—				293				293				—				-3				290
Exchange rate differences			—				—				-1,582				-1,582				—				-177				-1,759
Other revaluations			—				—				—				—				—				-4				-4
Total amount recognised directly in equity			—				—				-6,240				-6,240				—				-174				-6,414
Net result for the period			—				—				1,540				1,540				—				24				1,564
			—				—				-4,700				-4,700				—				-150				-4,850
Changes in the composition of the group			—				—				—				—				—				-163				-163
Dividends			—				—				—				—				—				-9				-9
Purchase/sale of treasury shares			—				—				-1,398				-1,398				—				—				-1,398
Exercise of warrants and options			—				448				—				448				—				—				448
Employee stock option and share plans			—				—				26				26				—				—				26
Balance at end of period			534				9,187				21,863				31,584				—				2,001				33,585

The accompanying notes referenced from 2 to 11 are an integral part of these condensed consolidated interim accounts.

ING Group Interim Accounts 1Q2009

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.

The following standards and interpretations became effective in 2009:

•		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’1
•		IFRIC 16 ‘Hedges of a Net Investment in a Foreign Operation’1
•		2008 Annual Improvements to IFRS
•		Amendment to IFRS 7 ‘Improving Disclosures about Financial Instruments’1
•		Amendment to IFRIC 9 and IAS 39 – ‘Embedded Derivatives’ 1

The Group has adopted IFRS 8 Operating Segments with effect from 1 January 2009. IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance. In contrast, the predecessor Standard (IAS 14 Segment Reporting) required an entity to identify two sets of segments (business and geographical), using a risks and rewards approach, with the entity’s ’system of internal financial reporting to key management personnel’ serving only as the starting point for the identification of such segments. The identification of the Group’s reportable segments has not changed as a result of the adoption of IFRS 8.

None of the other recently issued standards and interpretations has had a material effect on equity or result for the period.

The following new and revised standards and interpretations were issued by the IASB, which become effective for ING Group as of 2010:

•		Amendment to IFRS 1 ‘First-time adoption of IFRS’1
•		IFRS 3 ‘Business Combinations’ (revised) and IAS 27 ‘Consolidated and Separate Financial Statements’ (amended) 1
•		Amendment to IAS 39 ‘Financial Instruments: Recognition and Measurement’ – ‘Eligible Hedged Items’1
•		IFRIC 17 ‘Distributions of Non-cash Assets to Owners’1
•		IFRIC 18 ‘Transfers of Assets from Customers’1
•		Improvements to IFRSs1

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.

ING Group Interim Accounts 1Q2009

Notes to the condensed consolidated interim accounts*

These condensed consolidated interim accounts should be read in conjunction with ING Group’s 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 based on the fair value. The impact of this change in accounting policy was not material to shareholders’ equity and Net result of ING Group.

2. INVESTMENTS

		31 March				31 December
amounts in millions of euros		2009				2008
Available-for-sale
– equity securities			7,464				8,822
– debt securities			191,907				234,030
			199,371				242,852
Held-to-maturity
– debt securities			14,854				15,440
			14,854				15,440
			214,225				258,292

Following the amendments to IAS 39 and IFRS 7, ‘Reclassification of Financial Assets’ ING Group reclassified certain financial assets from Investments to Loans and advances to customers and Amounts due from banks. On 12 January 2009 ING Group identified assets, eligible under the amendments, for which, it now has an intent to hold for the foreseeable future. At the reclassification date the fair value of the reclassified assets amounted to EUR 22.8 billion. As a result of the reclassification, the presentation is better aligned with the nature of the portfolios.

As of the reclassification date, the (weighted average) effective interest rates on reclassified assets 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 31 March 2009 the carrying value in the balance sheet and the fair value of the reclassified financial assets amounted to EUR 21.9 billion and EUR 20.9 billion respectively.

If the reclassification had not been made, profit before tax would have been unchanged and shareholders’ equity would have been EUR 0.7 billion after tax lower due to unrealised fair value losses.

After the reclassification, the reclassified financial assets contributed EUR 139 million to result before tax for the period ended 31 March 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.

See note 10 for the derecognition of certain available-for-sale debt securities as a result of the transaction with the Dutch Government.

ING Group Interim Accounts 1Q2009

Notes to the condensed consolidated interim accounts*

3. LOANS AND ADVANCES TO CUSTOMERS

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

		31 March				31 December
amounts in millions of euros		2009				2008
Insurance operations			30,469				25,681
Banking operations			621,187				601,638
			651,656				627,319
Eliminations			-10,581				-7,528
			641,075				619,791

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

		31 March				31 December
amounts in millions of euros		2009				2008
Loans to, or guaranteed by, public authorities			56,294				26,387
Loans secured by mortgages			306,229				303,951
Loans guaranteed by credit institutions			1,458				548
Personal lending			25,384				27,547
Corporate loans			234,932				245,731
			624,297				604,164
Loan loss provisions			-3,110				-2,526
			621,187				601,638

Changes in loan loss provisions were as follows:

		Insurance								Banking								Total
						31								31								31
		31 March				December				31 March				December				31 March				December
amounts in millions of euros		2009				2008				2009				2008				2009				2008
Opening balance			59				30				2,611				2,001				2,670				2,031
Changes in the composition of the group			-1				-4				—				2				-1				-2
Write-offs			-2				-6				-202				-728				-204				-734
Recoveries			—				2				37				91				37				93
Increase in loan loss provisions			—				38				772				1,280				772				1,318
Exchange rate differences			2				-1				-3				-50				-1				-51
Other changes			—				—				-9				15				-9				15
Closing balance			58				59				3,206				2,611				3,264				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 31 March 2009 of 3,206 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 respectively EUR 3,110 million (31 December 2008: EUR 2,526 million) and EUR 96 million (31 December 2008: EUR 85 million).

4. INTANGIBLES

		31 March				31 December
amounts in millions of euros		2009				2008
Value of business acquired			2,048				2,084
Goodwill			3,031				3,070
Software			891				881
Other			852				880
			6,822				6,915

ING Group Interim Accounts 1Q2009

Notes to the condensed consolidated interim accounts*

5. INVESTMENT INCOME

		Insurance								Banking								Total
		31 March				31 March				31 March				31 March				31 March				31 March
amounts in millions of euros		2009				2008				2009				2008				2009				2008
Income from real estate investments			16				13				40				52				56				65
Dividend income			22				160				—				43				22				203
Income from investments in debt securities			1,481				1,773				—				—				1,481				1,773
Income from loans			376				453				—				—				376				453
Realised gains/losses on disposal of debt securities			-312				107				178				26				-134				133
Reversals/Impairments of available- for-sale debt securities			-198				-52				-179				-26				-377				-78
Realised gains/losses on disposal of equity securities			34				100				3				29				37				129
Impairments of available-for-sale equity securities			-187				-37				-21				-7				-208				-44
Change in fair value of real estate investments			-44				10				-80				-33				-124				-23
			1,188				2,527				-59				84				1,129				2,611

6. OTHER INCOME

		Insurance								Banking								Total
		31 March				31 March				31 March				31 March				31 March				31 March
amounts in millions of euros		2009				2008				2009				2008				2009				2008
Net gains/losses on disposal of group companies			-42				46				—				4				-42				50
Valuation results on non-trading derivatives			539				526				-1				91				538				617
Net trading income			-50				-209				261				229				211				20
Result from associates			-100				36				-95				-15				-195				21
Other income			38				81				149				247				187				328
			385				480				314				556				699				1,036

Result from associates includes:

		Insurance								Banking								Total
		31 March				31 March				31 March				31 March				31 March				31 March
amounts in millions of euros		2009				2008				2009				2008				2009				2008
Share of results from associates			-100				36				-95				3				-195				39
Impairments			—				—				—				-18				—				-18
			-100				36				-95				-15				-195				21

ING Group Interim Accounts 1Q2009

Notes to the condensed consolidated interim accounts*

7. SEGMENT REPORTING

ING Group’s operating segments relate to the internal segmentation by business lines. These include the business lines: Retail Banking, ING Direct, Wholesale Banking, Insurance Europe, Insurance Americas, Insurance Asia/Pacific and Other mainly includes items not directly attributable to the business lines.

Each business line is headed by a member of the Executive Board. 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.

The accounting policies of the business segments are the same as those described under Accounting policies for the consolidated balance sheet and profit and loss account. Transfer prices for inter-segment transactions are set at arm’s length. Corporate expenses are allocated to business lines based on time spent by head office personnel, the relative number of staff, or on the basis of income and/or assets of the segment. With regard to investments in equity securities, a fixed return of 3% is allocated to the insurance business lines. The differences between the actual dividend income, capital gains and impairments and the allocated return are included in Other.

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. ING’s policy for the banking business units is that equity may only be invested locally at the local risk free rate. Banking business units are charged by the Corporate Line for the income that they make on the invested equity and are given a benefit based on the risk free euro rate on the economic capital they employ. Consequently, the results of the businesses as disclosed are the local results after Group overhead charges while the investment returns on equity are based on the risk free euro rate on economic capital.

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

																						Insu-
										Whole-				Insu-				Insu-				rance
		Retail				ING				Sale				rance				rance				Asia/								Total				Elimi-				Total
amounts in millions of euros		Banking				Direct				Banking				Europe				Americas				Pacific				Other				segments				nations				Group
31 March 2009
Total income			1,733				698				1,440				3,966				5,031				2,383				554				15,805				-943				14,862
Underlying result before tax			139				44				506				-75				-510				-149				-236				-281				—				-281
Divestments			—				—				—				—				-42				—				-17				-59				—				-59
Special items			-122				34				-166				-102				-176				—				—				-532				—				-532
Result before tax			17				78				340				-177				-729				-149				-253				-874				—				-874
31 March 2008
Total income			1,946				609				1,307				4,407				7,494				4,328				-39				20,052				-54				19,998
Underlying result before tax			638				155				570				339				211				182				—				2,095				—				2,095
Divestments			—				—				—				—				168				—				-91				77				—				77
Special items			-126				—				—				—				—				—				—				-126				—				-126
Result before tax			512				155				570				339				379				182				-91				2,047				—				2,047

Impairments on investments are presented within Investment income, which is part of Total income. In the first quarter of 2009, total impairments of EUR 585 million (first quarter of 2008: EUR 121 million) are included in the following segments: nil (first quarter of 2008: EUR 7 million) in Retail Banking, EUR 129 million (first quarter of 2008: EUR 4 million) in ING Direct, EUR 59 million (first quarter of 2008: EUR 22 million) in Wholesale Banking, EUR 9 million (first quarter of 2008: nil) in Insurance Europe, EUR 172 million (first quarter of 2008: EUR 50 million) in Insurance Americas, EUR 29 million (first quarter of 2008: EUR 2 million) in Insurance Asia/Pacific and EUR 187 million (first quarter of 2008: EUR 36 million) in Other.

Divestments reflects the net impact of divestments including the sale of ING’s 70% stake in Canada. Special items includes EUR 447 million in restructuring costs and the one-time EUR 46 million transaction result on the Illiquid Asset Back-up Facility (before tax).

ING Group Interim Accounts 1Q2009

Notes to the condensed consolidated interim accounts*

8. 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 November 2008 the Government of Argentina passed legislation to nationalise the private pension system (AFJPs). Under the law, all client balances held by the private pension system would be transferred to the Argentina Government and AFJP’s pension business would be terminated. The law became effective in December 2008 when the Argentine Social Security Administration (ANSES) took ownership over the affiliate accounts in 2009. The nationalisation impacted the pension assets only, thus leaving ING responsible for the ongoing operating costs and liabilities including severance obligations. This resulted in a loss of EUR 188 million that was recognised in 2008.

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.

ING Group Interim Accounts 1Q2009

Notes to the condensed consolidated interim accounts*

9. 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.

Issue of debt securities in issue

In January 2009, ING Bank issued 3 year USD 6 billion government guaranteed senior unsecured bonds. In February 2009, ING Bank issued a 5 year EUR 4 billion fixed rate government guaranteed senior unsecured bond and in March 2009 ING Bank issued a 5 year USD 2 billion fixed rate government guaranteed senior unsecured bond. 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.

10. 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.

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 result, before tax, on the transaction (the difference between the sales proceeds and amortised cost) is therefore approximately nil. 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.

11. FAIR VALUE OF FINANCIAL ASSETS

The methods used to determine fair value of financial assets is disclosed in the 2008 Annual Accounts and has not changed significantly. 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 1Q 2009 by the following:

•		The derecognition of Alt-A securities as disclosed in Note 10 resulted in a reduction in Valuation techniques not supported by market inputs of EUR 15.2 billion.
•		The reclassification from Available-for-sale to Loans as disclosed in Note 2 resulted in a reduction in Valuation techniques supported by market inputs of EUR 22.8 billion.
•		Certain Asset Backed Securities for an amount of approximately EUR 8 billion were reclassified from Reference to published price quotations in active markets to Valuation techniques not supported by market inputs because the relevant markets have become inactive in 1Q 2009.

ING Group Interim Accounts 1Q2009

Review report

To the Shareholders, the Supervisory Board and the Executive Board of ING Groep N.V.

REVIEW REPORT
Introduction

We have reviewed the accompanying condensed consolidated interim financial information for the three months period ended 31 March 2009, of ING Groep N.V., Amsterdam, which comprises the condensed consolidated balance sheet as at 31 March 2009, the related condensed consolidated profit and loss account, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of cash flows and the condensed consolidated statement of changes in equity for the three months period then ended and explanatory notes. Management is responsible for the preparation and presentation of this condensed consolidated interim information in accordance with IAS 34, “Interim Financial Reporting” as adopted by the European Union. Our responsibility is to express a conclusion on this interim information based on our review.

Scope of Review

We conducted our review in accordance with Dutch law including Standard 2410, “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Dutch auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial information as at 31 March 2009 is not prepared, in all material respects, in accordance with IAS 34, “Interim Financial Reporting”, as adopted by the European Union.

Amsterdam, 13 May 2009

signed by C.B. Boogaart for
Ernst & Young Accountants LLP

ING Group Interim Accounts 1Q2009

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.

Dated: May 13, 2009