SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 6-K

Report of Foreign Private Issuer

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 ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-130040) OF ING GROEP N.V. AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

 

 

This Report contains a copy of the following:

(1)

The Press Release issued on November 7, 2007.

		CORPORATE COMMUNICATIONS

PRESS RELEASE		7 November 2007

ING results demonstrate resilience in challenging environment

•

Underlying net profit up 19.2% to EUR 1,946 million supported by investment gains

	-		Underlying profit indudes a EUR 455 million net gain on the sale of part of ING’s stake in ABN Amro
	-		Profit declines 8.6%, excluding ABN Amro gain, on lower revaluations of real estate & private equity investments
	-		Strong life sales push value of new business up 47.5% to EUR 298 million; solid volume growth in banking
	-		Net profit up 46.8% to EUR 2,306 million (EUR 1.08 per share) after divestment gains and restructuring expenses

•

Risk management and strong balance sheet protected ING from the direct impact of market turmoil

	-		Negligible impact from liquidity crisis on long-term funding costs of the banking business
	-		No material impairmentson EUR 3.1 billion portfolio of investments backed by subprime assets
	-		No material revaluations on debt securities held in the third quarter as credit spreads increased

•

Investments continue to support growth, optimise the competitive position and sharpen focus

	-		Acquisitions of Oyak Bank in Turkey and Latin American pension business of Santander progressing on track
	-		Investments planned to optimise Belgian retail network to boost pre-tax profit by over EUR 100 million
	-		Initiatives at Wholesale to generate EUR 30 million in cost savings and EUR 100 million in revenue by 2009

Chairman’s Statement

“The third quarter was marked by turmoil in financial markets as concerns about US subprime lending triggered a liquidity crisis and a repricing of risk. Risk management protected us against the direct impact of this turmoil, demonstrating ING’s resilience in a challenging environment,” said Michel Tilmant, Chairman of ING Group. “Our strong balance sheet and large customer deposit base enabled ING to manage the liquidity crisis with only a negligible increase in funding costs. We incurred no material impairments or revaluations on our subprime residential mortgage-backed securities or leveraged finance transactions. Revaluations of debt securities held were essentially flat as lower interest rates offset credit-spread widening in the third quarter.”

“The commercial performance of the business remained robust. ING achieved strong sales of life insurance in Central Europe and Asia as well as variable annuities in the US. That drove a 47.5% increase in the value of new business to EUR 298 million. The banking businesses continued to show solid volume growth in mortgages, term deposits and current accounts. That was partially offset by outflows from high-balance customers at ING Direct UK, where management actions are being taken to stop the outflow.”

“The market turbulence has made the business environment more challenging. Strategic trading results in Wholesale Banking were impacted by the market turmoil and deal flow slowed in leveraged finance. Revaluations on real estate and private equity investments were less favourable than in recent quarters. Equity market volatility has increased. The yield curve has remained flat, and competition for deposits is intensifying for Retail Banking and ING Direct”

“The fundamentals underpinning our businesses remain strong and will support growth over the long term. We continue to invest to support ING’s wealth management strategy, including the acquisitions of Oyak Bank in Turkey and the Latin American pension business of Santander. Our stake in the Bank of Beijing increased its market value more than ten-fold to EUR 2.1 billion following that bank’s IPO in the third quarter. We also continue to invest in existing businesses to optimise our competitive position. The integration of Postbank and ING Bank in the Netherlands is on track. Investments are also planned to optimise the retail distribution model in Belgium to boost profit there by more than EUR 100 million by 2012. At Wholesale Banking we are introducing new initiatives to improve efficiency and stimulate growth, which are expected to generate EUR 30 million in cost savings and EUR 100 million in revenue benefits by 2009.”

Media Relations:
T +31 20 541 6522

Press Conference Call:
7 November, 1 1 a.m. CET
Listen -only via:
NL: +31 20 794 8500
UK: +44 20 7190 1537

Investor Relations:
T +31 20 541 5571

Analyst Conference Calls:
7 November, 9 am and 4 pm CET
Listen-only via:
NL: +31 20 796 5332
UK: +44 20 8515 2303
US: +1 303 262 2211

Contents:
ING Group Key Figures			2
Insurance Europe			5
Insurance Americas			6
Insurance Asia/Pacific			7
Wholesale Banking			8
Retail Banking			9
ING Direct			10
Appendices			11

ING GROUP

ING Group: Key Figures

In EUR million		3Q2007				3Q2006				Change				2Q2007				Change				9M2007				9M2006				Change
Underlying1 profit before tax Insurance Europe			362				511				-29.2	%			679				-46.7	%			1,483				1,617				-8.3	%
Insurance Americas			480				512				-6.3	%			593				-19.1	%			1,606				1,453				10.5	%
Insurance Asia/Pacific			151				168				-10.1	%			153				-1.3	%			463				481				-3.7	%
Corporate line Insurance			291				-195								531								739				-75
Underlying profit before tax from Insurance			1,285				996				29.0	%			1,956				-34.3	%			4,291				3,476				23.4	%
Wholesale Banking			404				527				-23.3	%			668				-39.5	%			1,808				1,979				-8.6	%
Retail Banking			526				469				12.2	%			555				-5.2	%			1,620				1,491				8.7	%
ING Direct			120				177				-32.2	%			171				-29.8	%			456				522				-12.6	%
Corporate line Banking			53				-43								-65								-69				-88
Underlying profit before tax from Banking			1,103				1,130				-2.4	%			1,329				-17.0	%			3,816				3,904				-2.3	%
Underlying profit before tax			2,388				2,126				12.3	%			3,285				-27.3	%			8,106				7,380				9.8	%
Taxation			371				418				-11.2	%			473				-21.6	%			1,339				1,561				-14.2	%
Profit before minority interests			2,017				1,708				18.1	%			2,812				-28.3	%			6,767				5,819				16.3	%
Minority interests			72				76				-5.3	%			76				-5.3	%			214				251				-14.7	%
Underlying net profit			1,946				1,632				19.2	%			2,735				-28.8	%			6,553				5,568				17.7	%
Net gains/losses on divestments			444				-83																444				-62
Net profit from divested units							22								11								32				85
Special items after tax			-83												-188								-271
Net profit (attributable to shareholders)			2,306				1,571				46.8	%			2,559				-9.9	%			6,759				5,591				20.9	%
Earnings per share (in EUR)			1.08				0.73				47.9	%			1.18				-8.5	%			3.14				2.59				21.2	%
KEY FIGURES
Net return on equity2			23.8	%			23.1	%							23.9	%							23.8	%			23.1	%
Assets under management (end of period)			637,900				569,300				12.0	%			636,700				0.2	%			637,900				569,300				12.0	%
Total staff (FTEs end of period)			123,026				120,415				2.2	%			119,097				3.3	%			123,026				120,415				2.2	%

Note: Small differences are possible in the tables due to rounding

Resilience amid turbulent markets

ING GROUP

Underlying profit before tax (EUR million)

ING’s earnings and income proved resilient in the third quarter despite turmoil in financial markets as concerns about US subprime lending triggered a liquidity crisis. ING incurred no material impairments or revaluations on subprime residential mortgage-backed securities and took a small markdown of EUR 29 million on leveraged finance transactions.

Profit was supported by high investment income, including a gain on the sale of part of ING’s stake in ABN Amro, however revaluations on private equity and real estate investments diminished after several years of outstanding returns.

Underlying net profit rose 19.2% to EUR 1,946 million, including a net gain of EUR 455 million on ABN Amro shares, which is reflected in the Corporate Line Insurance. Excluding that gain, profit declined 8.6%, or

7.2% excluding currency effects. The result reflects a decline in life insurance as returns on real estate and private equity investments normalise, as well as lower non-life results as underwriting conditions in Canada and Mexico became more challenging.

Banking results were flat as growth in Retail Banking offset declines in Wholesale Banking and ING Direct. Risk costs increased, but were relatively low as the loan portfolio remained healthy.

ING benefited from a low effective tax rate thanks to high tax-exempted gains and a lower statutory tax rate in the Netherlands.

Net profit increased 46.8% to EUR 2,306 million, supported by the EUR 418 million gain on the sale of part of the Belgian business and a EUR 26 million gain on the sale of RegioBank. Net profit also includes EUR 54 million

Page 2/20

in restructuring charges for combining the Dutch retail banks and restructuring at Wholesale Banking as well as EUR 29 million in currency hedge expenses for the pending acquisition of Oyak Bank. The positive revaluation of EUR 1.9 billion after tax on ING’s stake in Bank of Beijing is reflected in shareholders’ equity.

Insurance

Underlying profit before tax from insurance increased 29.0% including the EUR 455 million ABN Amro gain. Excluding that gain, profit from insurance declined 16.7%, reflecting EUR 105 million lower revaluation results on real estate and private equity, lower dividends, and more challenging underwriting conditions in non-life.

Profit from Insurance Europe declined 29.2%, reflecting lower investment income from real estate and private

equity in the Netherlands. That offset strong growth in Central Europe, where life results increased 15.1 %.

Insurance Americas’ profit declined 6.3% but was flat excluding currency effects as weaker results at the non-life business in Canada offset a modest increase in the US, supported by growth of assets under management.

Profit from Insurance Asia/Pacific declined to EUR 151 million from EUR 168 million, mainly due to volatility in the hedge results in Japan. Excluding that volatility, profit from Insurance Asia/Pacific was up 16.0%.

Total insurance premium income increased 5.0%, or 8.0% excluding currency effects, driven by strong sales of wealth-accumulation products. Sales momentum continued in Central & Rest of Europe, Asia/Pacific and the US.

Insurance: Key Figures

In EUR million		3Q2007				3Q2006				Change
Gross premium income			11,395				10,848				5.0	%
Operating expenses			1,363				1,193				14.3	%
Underlying profit before tax			1,285				996				29.0	%
KEY FIGURES LIFE
Underlying profit before tax			972				688				41.3	%
Expenses/premiums life insurance1			14.7	%			12.5	%
Expenses/AUM investment products1			0.73	%			0.74	%
Single-premium sales			8,992				6,085				47.8	%
Annual-premium sales			1,041				944				10.3	%
Total new sales (APE)			1,940				1,552				25.0	%
Value of new business			298				202				47.5	%
Internal rate of return1			13.4	%			13.8	%
KEY FIGURES NON-LIFE
Underlying profit before tax			314				308				1.9	%
Claims ratio1			65.7	%			60.5	%
Expense ratio1			30.8	%			30.5	%
Combined ratio1			96.5	%			91.0	%

Total new life sales increased 25.0% to EUR 1,940 million in the third quarter, led by growth in Central Europe, Asia and the US. Sales were driven by a 47.8% increase in single-premium sales, supported by demand for a new single-premium variable annuity product in the US and wealth accumulation products in Asia. The launch of a new pension fund in Romania added EUR 37 million to sales. Pricing discipline was maintained, and the value of new life business rose 47.5% to EUR 298 million.

Expenses increased 14.3%, due in part to one-off releases of employee benefit provisions in the third quarter last year. Excluding those releases, expenses were up 7.2%, driven by continued growth of the business in Central Europe, Asia/ Pacific and the US.

Banking

Results at ING’s banking business proved resilient despite the turmoil in credit markets. Underlying profit before tax declined 2.4% as growth at Retail Banking helped offset declines at Wholesale Banking and ING Direct.

Retail Banking was up 12.2%, driven by strong growth in the Netherlands and Poland as higher volumes continued to offset margin pressure from the flat yield curve and increasing competition in the Benelux.

Profit from Wholesale Banking declined 23.3% as market turbulence impacted results from Financial Markets and Structured Finance, while ING Real Estate, Leasing and General Lending continued to show solid results.

Results from ING Direct declined 32.2% due to a loss in the UK and investments to expand the product range and geographical footprint. Excluding the UK and investments in growth, profit from ING Direct rose 7.8%.

Total underlying income of the banking businesses rose 3.3% supported by the strong commercial growth in retail current accounts and mortgages. Total risk-weighted assets (RWAs) increased 4.7% in the third quarter and were up

Page 3/20

Banking: Key Figures

In EUR million		3Q2007				3Q2006				Change
Total underlying income			3,493				3,380				3.3	%
Operating expenses			2,321				2,206				5.2	%
Gross result			1,172				1,174				-0.2	%
Addition to loan loss provision			69				44				56.8	%
Underlying profit before tax			1,103				1,130				-2.4	%
KEY FIGURES
Interest margin			0.91	%			1.06	%
Underlying cost/income ratio			66.5	%			65.3	%
Risk costs in bp of average CRWA			8				5
Risk-weighted assets (end of period)			373,209				332,016				12.4	%
Underlying RAROC after tax1			23.4	%			20.6	%
Economic capital (average)			14,322				15,626				-8.3	%
Total bank lending2			501,779				488,889				2.6	%

1.		Year-to-date
2.		30 September compared with 30 June 2007

12.4% compared with a year earlier. That growth helped offset a narrowing of the interest margin to 0.91%, down 4 basis points from the second quarter and 15 basis points from a year earlier.

Operating expenses increased 5.2%, due entirely to investments to support the growth of the business, notably at ING Direct, ING Real Estate and the retail banking activities in developing markets. Expenses at mature businesses were flat.

Net risk costs increased, but remained low as ING’s loan portfolio continued to be healthy. The addition equalled an annualised 8 basis points on average credit-risk-weighted assets, well below the normalised level of 25-30 basis points expected over the credit cycle.

From 1 January 2008, ING will transfer the mid-corporate client business in its home markets from Wholesale to Retail Banking, subject to Works Council approval. The transfer will allow the branch distribution network to be fully rooted in the Retail organisation, and will allow Wholesale Banking to focus on providing value-added products.

Assets under Management

Despite turbulent market conditions in the third quarter, assets under management increased by EUR 1.2 billion in the third quarter to EUR 637.9 billion at the end of September. Net inflow added EUR 8.5 billion and higher market values on equities and fixed-income securities contributed EUR 5.1 billion. That was offset by exchange rates, which had a negative impact of EUR 16.0 billion, mainly due to the weaker US dollar. Acquisitions and divestments had a net positive impact of EUR 3.5 billion as the purchases of Landmark Investment Management in South Korea and Santander’s pension business in Mexico offset the sale of part of the Belgian insurance business.

Capital Management

All of ING’s capital ratios remained well within target. The leverage position of ING Group improved from 9.32% to 9.14% as core debt reduced after a dividend was upstreamed from Insurance to ING Group.

The leverage ratio for Insurance increased from 11.03% to 13.40%, and the EU capital coverage ratio decreased to 280% from 297%. ING increased its hybrid target ratio for Insurance from 15% to 25%, bringing the target in line with that of the Bank.

The Tier-1 ratio of the Bank decreased from 7.55% to 7.39% but remained above the target of 7.2%. Risk-weighted assets increased 4.7%, or EUR 16.8 billion, to EUR 373.2 billion, driven by the continued growth of the business. The winddown of two asset-backed commercial paper conduits added EUR 6 billion to RWAs.

Share Buyback

ING made progress with its EUR 5.0 billion share buyback programme, which is expected to run until June 2008. In the third quarter 19.74% of the programme was executed as 31,939,198 shares were bought back at an average price of EUR 30.90. At the end of the third quarter, 33.16% of the total programme had been completed. The impact was partially offset by the exercise of 837,746 warrants B, leading to the issue of 1,675,492 shares at a price of EUR 24.96.

Risk Management

Risk management and a strong liquidity position helped ING manage the turbulence in financial markets in the third quarter. There were no material impairments or revaluations on US subprime or other troubled asset classes.

ING’s subprime exposure amounted to EUR 3.1 billion at the end of September, representing 0.24% of total assets. Net impairments amounted to just EUR 2 million. The subprime RMBS portfolio was fair valued at 96% at the end of September against 98% in July as lower interest rates partly offset credit-spread widening. That resulted in a negative revaluation of EUR 122 million before tax.

The exposure to Alt-A residential mortgage-backed securities amounted to EUR 26.9 billion, representing 2.1 % of total assets. The portfolio’s fair value was 98% at the end of the third quarter versus 99% in July and no impairments were taken. CDO and CLO exposure was EUR 1.1 billion, or 0.1% of assets. The portfolio was fair valued at 96%, unchanged from July, and impairments of EUR 5 million were taken.

Negative fair value changes in the proprietary trading portfolio of Wholesale Banking amounted to EUR 15 million on US subprime and EUR 10 million on CDOs, which were recorded in the P&L. A markdown of EUR 29 million was taken on leveraged finance transactions.

Based on market values at 31 October there has been no material change to the fair value of our subprime, Alt-A, CDO/ CLO or leveraged finance portfolios.

INSURANCE EUROPE

Insurance Europe: Key Figures

		Total													Netherlands									Belgium									Central & Rest of Europe
In EUR million		3Q2007				3Q2006				Change					3Q2007				3Q2006					3Q2007				3Q2006					3Q2007				3Q2006
Gross premium income			2,197				2,204				-0.3	%				1,381				1,370					259				377					556				456
Operating expenses			446				350				27.4	%				346				270					14				16					86				68
Underlying profit before tax			362				511				-29.2	%				269				429					9				7					85				76
LIFE INSURANCE
Underlying profit before tax			227				409				-44.5	%				136				327					7				9					84				73
Single-premium sales			640				805				-20.5	%				255				319					217				344					168				142
Annual-premium sales			168				121				38.8	%				37				32					3				5					128				84
Total new sales (APE)			232				201				15.4	%				63				63					24				39					145				99
Value of new business			92				66				39.4	%				13				15					4				8					74				43
Internal rate of return (YTD)			14.3	%			15.3	%								11.4	%			13.4	%				12.7	%			11.7	%				16.8	%			19.0	%
NON-LIFE INSURANCE
Underlying profit before tax			135				102				32.4	%				133				102					1				-3					1				3
Claims ratio			53.1	%			55.5	%								50.7	%			53.7	%				71.8	%			65.4	%				46.3	%			48.5	%
Expense ratio			36.1	%			33.3	%								36.6	%			33.5	%				10.7	%			31.7	%				45.9	%			39.5	%
Combined ratio			89.2	%			88.8	%								87.3	%			87.2	%				82.5	%			97.1	%				92.2	%			88.0	%

Central Europe drives strong increase in VNB

• Value of new business +39.4%

• Sales in Central Europe +46.5%

• Earnings impacted by lower revaluations of real estate and private equity

INSURANCE EUROPE
Underlying profit before tax (EUR million)

Strong sales in Central Europe drove growth in the value of new business at Insurance Europe. Sales were boosted by pension reform in Romania, where a mandatory second-pillar pension system has been introduced. A four-month sales window opened in mid-September, and ING was off to a very strong start. In the first two weeks the ING pension fund signed up some 360,000 clients, contributing EUR 34 million to value of new business and EUR 37 million in sales. Total life sales for Insurance Europe increased 15.4% to EUR 232 million and the value of new business was up 39.4% to EUR 92 million.

The Dutch life insurance market remains challenging with continued margin pressure as some competitors adopt aggressive pricing strategies, and sales of unit-linked products have diminished. Market uncertainty and less intensive marketing reduced sales of investment products in Belgium. The sale of ING’s broker and employee benefits business in Belgium resulted in a gain of EUR 418 million which is excluded from the underlying results.

Unrest in financial markets put pressure on real estate and private equity markets in the third quarter, resulting in lower revaluations after several quarters of outstanding investment returns on both asset classes.

Lower investment income put pressure on results in the third quarter, and underlying profit before tax at Insurance Europe declined 29.2% to EUR 362 million. Investment income was down 17.4%, reflecting EUR 56 million lower revaluations of real estate and EUR 58 million lower on private equity, as well as EUR 32 million less dividend income.

The life insurance activities in the Netherlands were most affected by the decline in investment income, as well as a release of employee benefits provisions last year, and profit there was down 58.4%. That offset a 15.1 % increase in life results from Central Europe and higher non-life profits in the Netherlands and Belgium.

Premium income was flat at EUR 2,197 million as higher life premiums in Central & Rest of Europe were offset by a decline in Belgium. Expenses were up EUR 96 million reflecting a EUR 79 million release of employee benefit provisions in the Netherlands last year and EUR 7 million higher investments in greenfields.

INSURANCE AMERICAS

Insurance Americas: Key Figures

		Total													United States									Canada									Latin America
In EUR million		3Q2007				3Q2006				Change					3Q2007				3Q2006					3Q2007				3Q2006					3Q2007				3Q2006
Gross premium income			5,735				5,802				-1.2	%				4,522				4,509					747				731					467				562
Operating expenses			603				607				-0.7	%				357				357					143				138					103				112
Underlying profit before tax			480				512				-6.3	%				309				329					108				135					63				48
LIFE INSURANCE
Underlying profit before tax			365				359				1.7	%				309				329														56				30
Single-premium sales			5,704				3,935				45.0	%				5,654				3,881														51				54
Annual-premium sales			388				411				-5.6	%				313				332														75				79
Total new sales (APE)			958				805				19.0	%				879				720														80				85
Value of new business			73				43				69.8	%				64				32														9				11
Internal rate of return (YTD)			10.8	%			11.2	%								10.7	%			11.1	%													11.9	%			12.7	%
NON-LIFE INSURANCE
Underlying profit before tax			115				153				-24.8	%													108				135					7				18
Claims ratio			70.9	%			62.5	%																	65.3	%			57.4	%				83.0	%			73.2	%
Expense ratio			28.2	%			29.4	%																	27.8	%			29.7	%				29.0	%			28.8	%
Combined ratio			99.1	%			91.9	%																	93.2	%			87.1	%				112.0	%			102.1	%

Strong growth of sales and value of new business

•Value of new business +69.8%

•Variable annuity sales +30.1%

• Insignificant earnings impact from subprime in US

INSURANCE AMERICAS
Underlying profit before tax (EUR million)

Insurance Americas posted strong growth in sales and value of new business in the third quarter, however bottom-line growth was challenging due to difficult market conditions in Canada and the US.

Variable annuity sales in the US climbed 30.1%, led by the successful introduction of a new withdrawal benefit rider in August. Individual life sales rebounded, and the Institutional Markets business capitalised on increased credit spreads, resulting in a tripling in sales of funding agreements and guaranteed investment contracts. The value of new business rose 69.8% to EUR 73 million.

Disruption in the subprime mortgage market had no significant impact on results: credit-related impairments on fixed-income investments in the US, including mortgage-backed securities were immaterial.

Concerns about subprime and liquidity issues impacted equity markets in the third quarter, contributing to a higher amortisation of deferred acquisition costs and reserve increases in the US. That was partially compensated by increased fee income on higher assets under management.

Underlying profit before tax at Insurance Americas declined 6.3% to EUR 480 million, but was flat excluding currencies as higher life results in Latin America and the US were largely offset by less favourable non-life results in Canada and Mexico.

ING Canada’s underwriting results continued to soften as the market turns, reflected in a 790 basis point deterioration in the claims ratio to 65.3%. That was partially offset by a 190 basis point decline in the expense ratio which brought the combined ratio to a solid 93.2%. Profit in Canada fell 18.6% excluding currency effects to EUR 108 million.

Results in Latin America climbed 31.2% supported by a strong performance in life insurance across the region as well as improved non-life business in Brazil. That more than compensated for weak results in Mexico’s non-life business.

Total premium income was down 1.2%, due to EUR 403 million in negative currency effects. Excluding currencies, premium income was up 6.1 %.

Higher sales-related costs and increased spending on technology initiatives, customer service and distribution expansion pushed operating expenses up 5.7% excluding currency effects.

INSURANCE ASIA/PACIFIC

Insurance Asia/Pacific: Key Figures

		Total													Australia & NZ									Japan									South Korea									Taiwan									Rest of Asia
In EUR million		3Q07				3Q06				Change					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06
Gross premium income			3,454				2,869				20.4	%				96				81					1,500				1,141					896				854					715				598					247				195
Operating expenses			292				238				22.7	%				56				48					47				401					67				491					62				56					60				45
Underlying profit before tax			151				168				-10.1	%				49				36					25				61					69				55					0				0					9				16
LIFE INSURANCE
Underlying profit before tax			151				165				-8.5	%				49				36					25				61					69				55					0				0					8				13
Single-premium sales			2,647				1,345				96.8	%				1,224				378					1,162				791					77				97					154				56					30				23
Annual-premium sales			485				412				17.7	%				16				33					57				80					239				203					117				59					56				37
Total new sales (APE)			750				546				37.4	%				138				70					173				159					247				212					132				65					59				40
Value of new business			133				93				43.0	%				15				11					12				7					43				36					55				36					9				3
Internal rate of return (YTD)			16.7	%			17.1	%								21.3	%			16.1	%				11.5	%			12.9	%				24.8	%			35.6	%				19.2	%			19.4	%				9.1	%			8.9	%

Strong sales growth across the region

• Single-premium sales double

• Value of new business +43.0%

• AUM up 3.8% to EUR 99.4 bln

INSURANCE ASIA/PACIFIC
Underlying profit before tax (EUR million)

Insurance Asia/Pacific continued to show strong sales growth in the third quarter as ING capitalises on a shift from traditional life to wealth accumulation products across the region. New sales increased 37.4%, driven by single-premium sales, which almost doubled. Growth was led by strong sales of superannuation products in Australia, single-premium variable annuities in Japan, and investment-linked products in Taiwan and Korea. The value of new business was up 43.0% to EUR 133 million, in pace with new sales production, as attractive margins were maintained through product innovation and efforts to improve efficiency.

Investments continued to support growth, including the expansion of the greenfield businesses and enlargement of the tied agent networks. An exclusive 10-year bancassurance distribution agreement was signed with Public Bank in Malaysia, and in Hong Kong ING formed an alliance with China Construction Bank (Asia). The purchase of Landmark Investment Management in Korea was completed in the third quarter, adding EUR 6.9 billion to assets under management in the region, which increased 3.8% in the third quarter to EUR 99.4 billion at the end of September.

Underlying profit before tax from Insurance Asia/Pacific declined to EUR 151 million from EUR 168 million, mainly due to volatility in the hedge results in Japan. Hedge results had a positive impact of EUR 31 million in the third quarter of 2006, while the same period this year included a negative impact of EUR 8 million. Excluding that volatility, profit from Japan increased 10.0% and profit from Insurance Asia/Pacific was up 16.0%.

In South Korea, profit before tax rose 25.5% to EUR 69 million supported by growth of variable annuity sales and the impact of one-off expenses in both quarters.

Australia posted a 36.1% profit increase to EUR 49 million as strong growth in funds under management led to higher fee income, supported by continued growth of the superannuation business.

Profit from the Rest of Asia declined to EUR 9 million from EUR 16 million, reflecting expansion of the greenfields in India, China and Thailand, as well as a one-off gain in Hong Kong in the third quarter last year.

Premium income increased 20.4%, or 28.2% excluding currency effects, driven by the ongoing success of SPVA sales in Japan as well as strong sales in Taiwan, Malaysia and Hong Kong.

Operating expenses for the region increased 22.7%, driven by continued growth of the business and accelerated investments in greenfields.

WHOLESALE BANKING

Wholesale Banking: Key Figures

																								Structured									Leasing &									Financial
		Total													GL&PCM									Finance									Factoring									Markets									Real Estate									Other
In EUR million		3Q07				3Q06				Change					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06
Total income			1,288				1,339				-3.8	%				393				417					152				176					130				117					202				252					308				277					104				100
Operating expenses			868				821				5.7	%				260				284					89				66					70				66					183				169					138				122					129				114
Gross result			420				518				-18.9	%				133				133					63				110					60				51					19				83					170				155					-25				-14
Loan loss provision			17				-9									-34				-6					13				-7					5				3					2				0					2				1					30				0
Underlying profit before tax			404				527				-23.3	%				167				139					50				117					55				48					17				83					168				154					-55				-14
KEY FIGURES
Cost/income ratio			67.4	%			61.3	%								66.1	%			68.1	%				58.4	%			37.5	%				53.8	%			56.4	%				90.7	%			67.1	%				44.8	%			44.0	%				124.1	%			114.0	%
Risk costs (bp of CRWA)			4				-3									-21				-4					17				-11					10				8					3				0					3				1					930				0
RWA (bln, end of period)			184.6				157.5				17.2	%				68.3				62.3					30.2				26.0					19.1				15.9					28.5				23.1					37.1				27.0					1.4				3.1
RAROC after tax1			22.5	%			20.8	%								10.7	%			6.1	%				30.5	%			37.7	%				20.6	%			20.1	%				20.6	%			27.0	%				40.1	%			32.2	%				31.3	%			19.0	%
Economic capital1			7,461				8,097				-7.9	%				2,248				2,836					915				992					564				576					2,203				2,246					1,252				1,037					279				410

1.		Year-to-date. Economic capital is average over period

Income resilient despite market turmoil

• Growth continues in Real Estate, Leasing, Lending

• Small markdown of EUR 29 million on leveraged finance

• New programme to reduce expenses, stimulate growth

WHOLESALE BANKING
Underlying profit before tax (EUR million)

Financial markets experienced significant turbulence in the third quarter as fears of losses in the US sub-prime mortgage market spread to the credit markets and liquidity dried up. Against this backdrop, income at Wholesale Banking proved fairly resilient as growth at ING Real Estate, Leasing, and General Lending helped offset losses in the strategic proprietary trading portfolio of Financial Markets. That included negative fair value changes of EUR 15 million on subprime-related assets and EUR 10 million on CDOs.

In Leveraged Finance, ING had a modest pipeline with EUR 2.3 billion in 14 deals to be distributed when markets became disrupted in August. Since then the amount in the pipeline has not changed materially, although there were changes in composition. A small markdown of EUR 29 million net of fees was taken to reflect the change in cost price of transactions that were funded in the third quarter.

A number of initiatives were started in the third quarter to stimulate growth and reduce operating expenses. A total of 300 full-time functions will be reduced across the Wholesale Bank, saving EUR 30 million in annual expenses from 2009. A provision of EUR 45 million was booked to pay for the redundencies in the third quarter.

In Financial Markets, investments are being made to support ING’s growth strategy in emerging markets, including expanding the product offering and increasing market coverage, while upgrading IT systems and centralising processing. The plan is expected to generate revenue benefits of EUR 100 million a year from 2009, and a provision of EUR 55 million is expected for the project in the fourth quarter.

Underlying profit before tax of Wholesale Banking declined 23.3% to EUR 404 million as market turbulence impacted results from Financial Markets and Structured Finance. Financial Markets reported a 79.5% drop in pretax profit as a loss on the proprietary trading portfolio was partially offset by a strong increase in the client-related business. Profit from Structured Finance declined 57.3%, reflecting lower income and the markdown in Leveraged Finance plus a small addition to loan loss provisions compared with a release last year.

Results from the rest of Wholesale Banking continued to show solid growth. ING Real Estate’s profit before tax rose 9.1%, fuelled by continued income growth from its investment management activities. General Lending & PCM posted a 20.1% increase, supported by volume growth and significant releases from loan loss provisions. Leasing & Factoring profit grew by 14.6% driven by continued growth of the portfolio.

RETAIL BANKING

Retail Banking: Key Figures

		Total													Netherlands									Belgium									Poland									Rest of World
In EUR million		3Q07				3Q06				Change					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06					3Q07				3Q06
Total income			1,575				1,495				5.4	%				1,012				980					345				363					97				61					121				91
Operating expenses			1,011				988				2.3	%				577				586					273				286					72				49					89				67
Gross result			564				507				11.2	%				435				394					73				77					25				12					31				24
Addition to loan loss provision			38				38				0.0	%				33				37					5				-5					-6				-3					5				9
Underlying profit before tax			526				469				12.2	%				402				357					68				82					30				15					26				15
KEY FIGURES
Cost/income ratio			64.2	%			66.1	%								57.0	%			59.8	%				78.9	%			78.8	%				74.7	%			80.3	%				74.1	%			73.6	%
Risk costs (bp of CRWA)			14				16									17				21					9				-11					-157				-164					24				60
RWA (bln, end of period)			111.2				98.4				12.9	%				79.2				70.9					21.7				19.7					1.6				0.7					8.7				7.2
Underlying RAROC after tax1			42.2	%			32.6	%								58.5	%			48.9	%				45.7	%			38.8	%				65.9	%			19.7	%				7.1	%			0.0	%
Economic capital1			3,754				4,099				-8.4	%				2,004				2,119					565				711					116				127					1,069				1,142

1. Year-to-date. Economic capital is average over period

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ING DIRECT

ING Direct: Key Figures

In EUR million		3Q2007				3Q2006				Change
Total income			536				543				-1.3	%
Operating expenses			401				351				14.2	%
Gross result			135				192				-29.7	%
Addition to loan loss provision			15				15				0.0	%
Underlying profit before tax			120				177				-32.2	%
KEY FIGURES
Interest margin			0.74	%			0.85	%
Cost/income ratio			74.9	%			64.6	%
Risk costs (bp of average CRWA)			8				7
Risk-weighted assets (bln, end of period)			76.5				86.5				-11.6	%
RAROC after tax1			15.8	%			12.0	%
Economic capital1			2,839				3,189				-11.0	%

1. Year-to-date. Economic capital is average over period

Continued investments to support growth

• Profit impacted by challenges in the UK and investments to expand product offering

TOTAL RETAIL BALANCES
(EUR bln, end of period)

ING DIRECT
Underlying profit before tax (EUR million)

With its large retail funding base, ING Direct was well positioned to weather the recent liquidity crisis. However, the liquidity crisis did lead to increased competition in some markets from traditional banks that offered high client rates to attract more retail funding.

In the current interest rate environment ING Direct continues to focus less on savings growth and more on expanding the product lines, and the company continued to show solid growth. Total client retail balances grew by EUR 6.0 billion excluding currency effects to EUR 303.7 billion despite outflows in the UK.

ING Direct UK experienced a sizable outflow as it lagged rate increases by the Bank of England. That led to EUR 5.1 billion in outflows from rate-sensitive customers with high account balances as well as those with maturing term deposits sold in the first quarter. Appropriate measures are being taken to address this situation.

Client rates on the standard variable savings account in the UK were increased 25 basis points in September and another 15 bps to 5.40% on 1 October. That strongly reduced outflows in October, although it puts pressure on short-term results until assets reprice. As a result, additional losses are expected in the fourth quarter and in 2008.

Mortgage production reached its fourth consecutive quarterly record, with EUR 7.2 billion in new production excluding currency effects, bringing the total portfolio to EUR 89.0 billion at the end of September. Off-balance sheet funds, including mutual funds and brokerage accounts, increased by EUR 0.2 billion in the quarter to EUR 17.3 billion. Some 645,000 new customers were added in the third quarter, and ING Direct had 19.4 million customers at the end of September.

Underlying profit before tax declined 32.2% to EUR 120 million, mainly due to a loss of EUR 37 million at ING Direct UK. ING Direct continues to invest to expand its product offering, and investments totalled EUR 99 million in the third quarter, up from EUR 65 million a year earlier. Excluding the UK and growth investments, profit from ING Direct rose 7.8%.

Profit at ING Direct USA increased from EUR 8 million to EUR 17 million, driven by strong growth. In Germany, profit declined to EUR 88 million from EUR 94 million, due to investments to expand in payment accounts as well as lower income as margins were reduced following a client rate increase.

The number of payment accounts continued to grow in Spain, the US and Germany with 163,000 new accounts opened in the quarter, bringing the total to 670,000. ING Direct France and ING Direct UK launched guaranteed investment products in August.

Geographical expansion continued as ING Direct USA launched campaigns in Seattle and Houston. Preparations also continue for the launch in Japan.

Organic growth was complemented by the purchase of USD 1.4 billion in NetBank deposits, including 104,000 customers, in September. ING-DiBa in Germany has agreed to buy a EUR 4.3 billion mortgage portfolio from Hypo Real Estate Bank AG. In the US the purchase of ShareBuilder, an online stockbroker, was agreed adding 660,000 clients and USD 2 billion in assets under management. The later transactions will be reflected in the fourth quarter.

APPENDICES

Appendix 1: Key Figures per Quarter
Appendix 2: Divestments & Special Items
Appendix 3: ING Group Consolidated P&L: 3^rd Quarter
Appendix 4: ING Group Consolidated P&L: 9 Months
Appendix 5: Insurance P&L by Business Line:
Appendix 6: Insurance Investment & Other Income
Appendix 7: Banking P&L by Business Line
Appendix 8: Banking Investment & Other Income
Appendix 9: Life New Business Production

- ING Group Quarterly Report
- ING Group Statistical Supplement
- Analyst Presentation
- US Statistical Supplement

The ING Group Condensed consolidated interim accounts for the period ended 30 September 2007 (in accordance with IAS 34 “Interim Financial reporting” and including the review report from Ernst & Young) are included in the ING Group Statistical Supplement.

In preparing the financial information in this press release, the same accounting principles are applied as in the 3Q 2007 interim accounts. All figures in this press release are unaudited. Small differences are possible in the tables due to rounding.

Certain of the statements contained in this release 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) changes in the availability of, and costs associated with, sources of liquidity such as interbank funding, as well as conditions in the credit markets generally, including changes in borrower and counterparty creditworthiness, (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, and (x) changes in the policies of governments and/or regulatory authorities. ING assumes no obligation to update any forward-looking information contained in this document.

APPENDIX 1: KEY FIGURES PER QUARTER

ING Group: Key Figures per Quarter

In EUR million		3Q2007				2Q2007				1Q2007				4Q2006				3Q2006				2Q2006				1Q2006
Underlying profit before tax
Insurance Europe			362				679				441				632				511				685				421
Insurance Americas			480				593				533				539				512				457				484
Insurance Asia/Pacific			151				153				159				140				168				157				156
Corporate line Insurance			291				531				-84				20				-195				-2				122
Underlying profit before tax from Insurance			1,285				1,956				1,049				1,331				996				1,297				1,183
Wholesale Banking			404				668				737				546				527				717				735
Retail Banking			526				555				539				444				469				454				568
ING Direct			120				171				165				172				177				190				155
Corporate line Banking			53				-65				-56				-14				-43				-25				-20
Underlying profit before tax from Banking			1,103				1,329				1,384				1,148				1,130				1,336				1,438
Underlying profit before tax			2,388				3,285				2,433				2,479				2,126				2,633				2,621
Taxation			371				473				496				281				417				550				590
Underlying profit before minority interests			2,017				2,812				1,938				2,197				1,709				2,083				2,033
Minority interests			72				76				65				85				76				86				89
Underlying net profit			1,946				2,735				1,873				2,113				1,632				1,995				1,941
Net gains/losses on divestments			444												-23				-83				-9				30
Net profit from divested units							11				21				11				22				28				35
Special items after tax			-83				-188
Net profit (attributable to shareholders)			2,306				2,559				1,894				2,101				1,571				2,014				2,006
Earnings per share (in EUR)			1.08				1.18				0.88				0.98				0.73				0.93				0.93

APPENDIX 2: DIVESTMENTS & SPECIAL ITEMS

Divestments & Special items after tax per Quarter

In EUR million		3Q2007				2Q2007				1Q2007				4Q2006				3Q2006				2Q2006				1Q2006
Underlying net profit			1,946				2,735				1,873				2,113				1,632				1,995				1,941
Net gains/losses on divestments
- sale of Belgian broker business			418
- sale of RegioBank			26
- sale of Degussa Bank															-23
- gain on unwinding Piraeus cross-shareholding																											19
- sale of stake in Australian non-life																											11
- sale of William de Broe																							-9
- sale of Deutsche Hypothekenbank																			-83
Total gains/losses on divestments			444												-23				-83				-9				30
Profit after tax from divested units							11				21				11				22				28				35
Net special items:
- restructuring provision Wholesale Banking			-34
- restructuring provision Retail Banking			-8
- hedge on purchase price for OYAK Bank acquisition			-29
- provision for combining ING Bank and Postbank			-12				-188
Total special items			-83				-188
Net profit (attributable to shareholders)			2,306				2,559				1,894				2,101				1,571				2,014				2,006