<DOCUMENT>
<TYPE>EX-99.B(R)(I)
<SEQUENCE>9
<FILENAME>a2160016zex-99_bri.txt
<DESCRIPTION>EX-99.B(R)(I)
<TEXT>
<Page>

                                                              Exhibit 99.B(r)(i)

                                 CODE OF ETHICS

<Page>

       Effective June 1, 2004 as amended on October 1, 2004 and February 1, 2005

<Table>
<S>                                                                               <C>
I.     STATEMENT OF GENERAL PRINCIPLES                                             5

II.    DEFINITIONS                                                                 6

III.   GOVERNING LAWS, REGULATIONS AND PROCEDURES                                 11

IV.    CONFIDENTIALITY OF TRANSACTIONS                                            12

V.     ETHICAL STANDARDS                                                          12
     A.  Investment Activities Related to the Funds or Managed Accounts           12
     B.  Conflicts                                                                12
     C.  Obligation to Comply with Laws and Regulations                           13
     D.  Selection of Broker-Dealers                                              13
     E.  Supervisory Responsibility                                               13
     F.  Accountability                                                           13

VI.    EXEMPTED TRANSACTIONS                                                      14

VII.   RESTRICTIONS ON PERSONAL INVESTING ACTIVITIES                              14
     A.  General                                                                  14
     B.  Pre-clearance                                                            14
     C.  Restrictions on Purchase of Initial Public Offerings                     16
     D.  Restrictions on Purchase of Limited Offerings                            16
     E.  Blackout Periods                                                         16
     F.  Ban on Short-Term Trading Profits                                        17
     G.  Gifts                                                                    17
     H.  Services as a Director                                                   17
     I.  Naked Options                                                            17
     J.  Short Sales                                                              18
     K.  Permitted Exception                                                      18

VIII.  COMPLIANCE PROCEDURES                                                      18
     A.  Disclosure of Personal Holdings                                          18
     B.  Duplicate Trade Confirmation Statements and Account Statements           18
     C.  Quarterly Reporting                                                      19
       1) Access Persons and Advisory Representatives                             19
       2) Exclusions                                                              20
       3) Disinterested Directors                                                 20
       4) All Directors                                                           20
     D.  Certification of Compliance with Code of Ethics                          20
</Table>

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<Table>
<S>                                                                               <C>
IX.    TRANSACTIONS IN ING FUND SHARES                                            21
     A.  Applicability of Article IX                                              21
     B.  Compliance with Prospectus                                               21
     C.  Transactions required to be through an Approved Plan or Contract         21
     D.  30-Day Holding Period for ING Fund Shares.                               22
     E.  Pre-clearance of Transactions in ING Fund Shares.                        22
     F.  Reporting of Transactions in ING Fund Shares                             23
     G.  Reporting of Transactions in Shares of Funds Managed by Affiliated
         Advisers                                                                 23
     H.  Disinterested Directors /Trustees/Consultants                            23
     I.  Questions to Compliance Director                                         23
     J.  Review by Compliance Director                                            24
     K.  Minimum Sanctions                                                        24

X.     SANCTIONS                                                                  24
     A.  Generally                                                                24
     B.  Procedures                                                               24

XI.    MISCELLANEOUS PROVISIONS                                                   25
     A.  Records                                                                  25
     B.  Confidentiality                                                          26
     C.  Interpretation of Provisions                                             26
     D.  Effect of Violation of this Code                                         26

XII.   EXHIBITS                                                                   27

EXHIBIT A:                                                                        27
         Procedures to Control the Flow and Use of Material Non-Public
         Information in Connection With Securities Activities                     27
         Reporting Material Non-Public Information To Compliance Director         28

EXHIBIT B                                                                         29
         Designated Persons of ING Investments able to provide pre-clearance      29

EXHIBIT C-1                                                                       30
         SAMPLE LETTER TO BROKERAGE FIRM TO ESTABLISH DUPLICATE CONFIRMS AND
         PERIODIC STATEMENTS                                                      30

EXHIBIT C-2                                                                       31
         SAMPLE LETTER TO BROKERAGE FIRM TO ESTABLISH DUPLICATE CONFIRMS AND
         PERIODIC STATEMENTS                                                      31

EXHIBIT D                                                                         32
         [Annual Certification by all Covered Persons and Directors]              32
</Table>

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<Table>
<S>                                                                               <C>
EXHIBIT E                                                                         33
       CERTIFICATION REGARDING EXEMPTION FROM CERTAIN REPORTING REQUIREMENTS OF
       THE ING CODE OF ETHICS                                                     33
EXHIBIT F                                                                         35
       INITIAL CERTIFICATION OF CODE OF ETHICS
</Table>
<Page>

I. STATEMENT OF GENERAL PRINCIPLES

Each of (i) the ING Funds (sometimes referred to as "Funds"), (ii) ING
Investments, LLC ("ING Investments"), a registered investment adviser under the
Investment Advisers Act of 1940, as amended ("Advisers Act"), which serves as
the investment adviser for the Funds and, and (iii) ING Funds Distributor, LLC.
("IFD"), a registered broker-dealer under the Securities Exchange Act of 1934,
as amended ("the Exchange Act"), which serves as the principal underwriter for
the ING Funds (hereinafter, ING Investments, and IFD, collectively "Fund
Affiliates") hereby adopt this Code of Ethics (hereinafter, "Code"), pursuant to
Section 17(j) of the Investment Company Act of 1940, as amended (the "1940 Act")
and Rule 17j-1 promulgated thereunder by the Securities and Exchange Commission
("SEC").

In general, Rule 17j-1 imposes an obligation on registered investment companies,
investment advisers and principal underwriters to adopt written codes of ethics
covering the securities activities of certain directors, trustees, officers, and
employees. This Code is designed to ensure that: (i) those individuals who have
access to information regarding the portfolio securities activities of
registered investment company clients and other advisory clients, do not
intentionally use information concerning such clients' portfolio securities
activities for his or her personal benefit and to the detriment of such clients
and (ii) Access Persons and Employees of the ING Funds and the Fund Affiliates
do not engage in improper trading of shares of the ING Funds (ING Fund Shares").
A sub-adviser of any Fund (and the sub-adviser's Access Persons and Employees)
shall be subject to this Code unless the boards of directors/trustees of the
Funds ("Boards") have approved a separate code of ethics for that sub-adviser (a
"Sub-Adviser Code"). In that case, such sub-adviser and all Access Persons of
such Fund that are officers, directors or employees of such sub-adviser shall be
subject to the terms of such Sub-Adviser's Code of Ethics in lieu of the terms
of this Code. In reviewing and approving a Sub-Adviser Code, the Boards shall,
in addition to making the findings required by Rule 17j-1, consider whether the
Sub-Adviser Code has provisions reasonably designed to detect and deter improper
trading by Sub-Adviser Employees in shares of the portfolio of the Fund
sub-advised by it. It is not the intention of this Code to prohibit personal
securities activities by Access Persons and Employees, but rather to prescribe
rules designed to prevent actual and apparent conflicts of interest. While it is
not possible to define and prescribe all-inclusive rules addressing all possible
situations in which conflicts may arise, this Code sets forth the policies of
the Funds and Fund Affiliates regarding conduct in those situations in which
conflicts are most likely to develop.

RULE 17j-1(b)(1)-(4) SPECIFICALLY STATES:

It is unlawful for any affiliated person of or principal underwriter for a Fund,
or any affiliated person of an investment adviser of or principal underwriter
for a Fund, in connection with the purchase or sale, directly or indirectly, by
the person of a Security Held or to be Acquired by the Fund:

A.   To employ any device, scheme or artifice to defraud the Fund;

<Page>

B.   To make any untrue statement of a material fact to the Fund or omit to
     state a material fact necessary in order to make the statements made to the
     Fund, in light of the circumstances under which they are made, not
     misleading;

C.   To engage in any act, practice or course of business that operates or would
     operate as a fraud or deceit on the Fund; or

D.   To engage in any manipulative practice with respect to the Fund.

In discharging his or her obligations under the Code, every Access Person and
Employee should adhere to the following general fiduciary principles governing
personal investment activities:

     1.   Every Access Person or Employee should at all times scrupulously place
          the interests of the Funds' shareholders and advisory clients ahead of
          his or her own interests with respect to any decision relating to
          personal investments.

     2.   No Access Person or Employee should take inappropriate advantage of
          his or her position with a Fund, or with the Fund Affiliates as the
          case may be, by using knowledge of any Fund's or 's transactions to
          his or her personal profit or advantage.

     3.   Every Access Person and Employee should at all times conform to the
          "POLICIES AND PROCEDURES TO CONTROL THE FLOW AND USE OF MATERIAL
          NON-PUBLIC INFORMATION IN CONNECTION WITH SECURITIES ACTIVITIES", a
          copy of which is attached and is incorporated by reference into this
          Code.

II.  DEFINITIONS

This Code defines directors, officers and employees of the Funds and Fund
Affiliates into several categories, and imposes varying requirements by category
appropriate to the sensitivity of the positions included in the category. As
used herein and unless otherwise indicated, the following terms shall have the
meanings set forth below.

     "ACCESS PERSONS": includes:

     (i)  any Advisory Person of the Funds or the Advisers. All of the Advisers'
          directors, trustees, officers and general partners are presumed to be
          Access Persons of the Funds. All of the Funds' directors, trustees and
          officers are presumed to be Access Persons of the Funds; and

     (ii) any of ING Investments supervised persons:

          (a) who has access to nonpublic information regarding any clients'
          purchase or sale of securities, or non-public information regarding
          the portfolio holdings of any reportable fund, or

          (b) who is involved in making securities recommendations to clients,
          or who has access to such recommendations that are non-public or

<Page>

     (iii) any director or officer of IFD who, in the ordinary course of
           business, makes, participates in or obtains information regarding the
           purchase or sale of Securities by the Funds or Managed Accounts, or
           whose functions or duties in the ordinary course of business relate
           to the making of any recommendation to the Funds or Managed Accounts
           regarding the purchase or sale of Securities.

     This definition includes, but is not limited to, the following individuals:
     Portfolio Managers, Investment Personnel, certain Employees in Operations,
     all Employees in Marketing, the Finance department, Information Systems,
     Accounting/Compliance Department, Legal Counsel, Legal Administration and
     Executive Management and their support staff members, as such individuals
     are defined by the Company's Human Resource Department.

     "ADVISERS": "ING Investments", a registered adviser under the Investment
     Advisers Act of 1940, as amended ("Advisers Act"), which serves as the
     investment adviser for the Funds and Managed Accounts and sub-advisers
     subject to this Code.

     "ADVISORY PERSON": includes any director, trustee, officer, general
     partner, or Employee of the Funds or the Advisers (or of any company in a
     control relationship to the Fund or the Advisers) who, in connection with
     his or her regular functions or duties, makes, participates in or obtains
     information regarding the purchase or sale of Securities by the Funds or
     Managed Accounts, or whose functions relate to the making of any
     recommendations with respect to such purchases or sales. This term also
     includes any natural persons in a control relationship with the Fund or
     investment adviser who obtains information concerning recommendations made
     to the Fund regarding the purchase or sale of Securities. This definition
     also includes Shared Employees.

     "ADVISORY REPRESENTATIVES": means any officer or director of the Advisers;
     or any Employee of the Advisers who makes any recommendation, who
     participates in the determination of which recommendation should be made or
     whose functions or duties relate to the determination of which
     recommendation shall be made.

     "AFFILIATED ADVISERS": means any adviser affiliated as defined under the
     Investment Company Act of 1940, section 2(a)(3).

     "AUTOMATIC DISGORGEMENT": Where a violation results from a transaction
     which can be reversed prior to settlement such transaction should be
     reversed, with the cost of the reversal being borne by the Covered Person;
     or if reversal is impractical or impossible, then any profit realized on
     such short-term investment, net of brokerage commissions but before tax
     effect, shall be disgorged to the appropriate Fund, or if no Fund is
     involved then to a charity designated by the relevant Advisers.

     "AUTOMATIC INVESTMENT PLAN": means a program in which regular periodic
     purchases (or withdrawals) are made automatically in (or from) investment
     accounts in accordance with a predetermined schedule and allocation. An
     Automatic Investment Plan includes a dividend reinvestment plan.

<Page>

     "BEING CONSIDERED FOR PURCHASE OR SALE": means, with respect to any
     security, that a recommendation to purchase or sell such security has been
     made and communicated or, with respect to the person making the
     recommendation, such person seriously considers making such recommendation.

     "BENEFICIAL OWNERSHIP": generally has the same meaning as under Section 16
     of the Exchange Act and Rule 16a-1(a)(2) under the Act, as having or
     sharing, directly or indirectly, through any contract arrangement,
     understanding, legal, marital or co-habitation relationship, or otherwise,
     a direct or indirect "pecuniary interest" in the security.

          i)   "Pecuniary interest" means the opportunity, directly or
               indirectly, to profit or share in any profit derived from a
               transaction in securities.

          ii)  "Indirect pecuniary interest" includes, but is not limited to:
               (a) a general partner's proportionate interest in portfolio
               securities held by a general or limited partnership; (b) a
               person's right to dividends that is separated or separable from
               the underlying securities (otherwise, a right to dividends alone
               will not constitute a pecuniary interest in securities); (c) a
               person's interest in securities held by a trust; (d) a person's
               right to acquire securities through the exercise or conversion of
               any derivative security, whether or not presently exercisable;
               and (e) a performance-related fee, other than an asset based fee,
               received by any broker, dealer, bank, insurance company,
               investment company, investment manager, trustee, or person or
               entity performing a similar function, with certain exceptions.

          iii) A person's Beneficial Ownership interest ordinarily extends to
               securities held in the name or for the benefit of (a) a spouse,
               minor children, or significant other, (b) another relative
               resident in the Covered Person's home, or (c) an unrelated person
               in circumstances that suggest a sharing of financial interests,
               such as when the Covered Person makes a significant contribution
               to the financial support of the unrelated person (or vice versa)
               or they share in the profits of each other's securities
               transactions. "Significant others" are two people who share the
               same primary residence, share living expenses, and are in a
               committed relationship in which they intend to remain
               indefinitely. For interpretive purposes, a person who resides
               with the Covered Person and is referred to as the "boyfriend" or
               "girlfriend" of the Covered Person would be presumed to be a
               significant other, while a person referred to as the Covered
               Person's "roommate" would not, absent a demonstration to the
               contrary. Any questions about whether a particular person is
               covered in the definition of beneficial ownership should be
               directed to the Compliance Director.

     IMPORTANT NOTE: Covered Persons are reminded that all information about the
     Funds and the Fund Affiliates which they acquire in their capacity as
     Employees or Access Persons is proprietary and confidential to the Funds
     and the Fund affiliates, and communication of this information to friends,
     family, or any other individual is strictly prohibited, regardless of any
     determination of beneficial ownership under this provision.

<Page>

     "CONTROL": shall have the same meaning as that set forth in Section 2(a)(9)
     of the 1940 Act.

     "COVERED PERSON": means any person subject to the Code, including any
     Access Person or Employee or their Related Persons.

     "DESIGNATED PERSON": means, the Chief Compliance Officer or a member of the
     Chief Compliance Officer's staff appointed as such.

     "DISINTERESTED DIRECTOR": means a director/trustee of the Funds who is not
     an "interested person" of the Funds within the meaning of Section 2(a)(19)
     of the 1940 Act.

     "EMPLOYEE": means any employee of any ING Fund or Fund Affiliate as defined
     in the first paragraph of Article I - Statement of General Purposes,
     including all supervised persons of ING Investments.

     "FUNDS" OR "FUND": means investment companies registered under the 1940 Act
     for which ING Investments serves as the investment adviser. This includes
     both the ING retail funds and the ING variable portfolios.

     "ING FUNDS": means investment companies registered under the 1940 Act for
     which certain ING entities serve as the investment adviser. This includes
     funds for which ING Investments, LLC., ING Life Insurance Company and
     Annuity Company and Directed Services, Inc serve as the investment adviser.
     It encompasses both the ING retail funds and the ING variable portfolios.

     "ING INSURANCE COMPANY": means insurance companies that are part of ING
     USFS.

     "INVESTMENT PERSONNEL": includes any Advisory Person who makes,
     participates in or obtains information concerning recommendations regarding
     the purchase or sale of Securities by the Funds or Managed Accounts or any
     natural person in a control relationship to the Fund or Advisers who
     obtains information regarding the purchase or sale of Securities by the
     Funds or Managed Accounts and includes the following individuals: all
     Portfolio Managers of the Funds and Managed Accounts, the Portfolio support
     staff and traders who provide information and advice to any such Portfolio
     Managers or who assist in the execution of such Portfolio Managers'
     decisions and all Finance Department staff of the Advisers.

     "MANAGED ACCOUNTS": means any account other than registered investment
     companies.

     "PERSONAL SECURITIES HOLDINGS" OR "PERSONAL SECURITIES TRANSACTIONS":
     means, with respect to any person, any Security Beneficially Owned, or any
     Security purchased or otherwise acquired, or sold or otherwise disposed of
     by such person, including any Security in which such person has, or by
     reason of such transaction acquires or disposes of, any direct or indirect
     Beneficial Ownership in such Security, and any account over which such
     person has discretion; provided, however, that such terms shall not include
     any holding or transaction in a Security held in or effectuated for an
     account over which such person does not have any direct or indirect
     influence and has certified these facts to the Compliance

<Page>

     Director, in a manner satisfactory to the Compliance Director, and updates
     this certification annually and as long as all holdings and transactions in
     the account are reported in accordance with the provisions of ARTICLE
     VIII.A. (Disclosure of Personal Holdings) and ARTICLE VIII.B. (Duplicate
     Trade Confirmation Statements and Account Statements). Personal Securities
     Transactions shall include all Securities or commodity interests regardless
     of the dollar amount of the transaction or whether the sale is in response
     to a tender offer.

     "PORTFOLIO MANAGER": means any Employee of a Fund or the Advisers who is
     entrusted with the direct responsibility and authority to make investment
     decisions affecting a Fund or Managed Account, and who, therefore, may be
     best informed about such Fund's or account's investment plans and
     interests.

     "RELATED PERSONS": persons in whose holdings or transactions a Covered
     Person has a beneficial ownership interest.

     "SECURITY": includes any note, stock, treasury stock, bond, debenture,
     evidence of indebtedness, certificate of interest or participation in any
     profit-sharing agreement, collateral-trust certificate, pre-organization
     certificate or subscription, transferable share, investment contract,
     voting-trust certificate, certificate of deposit for a security, fractional
     undivided interest in oil, gas or other mineral rights, any put, call,
     straddle, option, or privilege on any security (including a certificate of
     deposit) or on any group or index of securities, or any put, call,
     straddle, option or privilege entered into on a national securities
     exchange relating to foreign currency. Securities also includes shares of
     closed-end investment companies, various derivative instruments such as
     ELKs(TM), LEAPs(TM) and PERCs(TM), exchange traded funds such as
     SPDR's(TM), CUBE's(TM), WEB's(TM), HOLDR's(TM), iShare's(TM), Viper's(TM)
     and Diamonds(TM), limited partnership interests and private placement
     common or preferred stocks or debt instruments. Commodity interests, which
     includes futures contracts, and options on futures, or any other type of
     commodity interest which trades on any exchange, shall also be included in
     this Code's definition of Security. Commodity interests in agricultural or
     industrial commodities, such as agricultural products or precious metals,
     are not covered under this Code. Security includes any certificate or
     interest, participation in, temporary or interim certificate for, receipt
     for, guarantee of or warrant or right to subscribe to or purchase, or of
     the foregoing.

     Security does not include shares of registered open-end investment
     companies that are not managed by an Affiliated Adviser, securities issued
     by the government of the United States and any options or futures thereon,
     bankers' acceptances, bank certificates of deposit and time deposits,
     commercial paper, repurchase agreements, and such other money market
     instruments as designated by the board of directors/trustees of such Fund,
     Please note that while shares of the ING Funds that are open-end funds are
     not defined as "Securities" under the Code, transactions in shares of these
     Funds are governed by Article IX of the Code.

     "SECURITY HELD OR TO BE ACQUIRED" by a Fund or for a Managed Account means:

<Page>

     A.   any Security which, within the most recent fifteen (15) days,

          (i)  is or has been held by such Fund or Managed Account, or

          (ii) is being or has been considered by such Fund or Managed Account
               for purchase for such Fund or Managed Account

     B.   any option to purchase or sell, and any security convertible into or
          exchangeable for a Security described in paragraph (a) above.

     "SHARED EMPLOYEE": means any Employee who is an Employee of a Fund
     Affiliate and is also an Employee of another ING Funds' sub-adviser, by
     virtue of a Shared Employee arrangement or other writing and is subject to
     a 17j-1 Code approved by the Board of the relevant Funds.

III. GOVERNING LAWS, REGULATIONS AND PROCEDURES

All Employees shall have and maintain knowledge of and shall comply strictly
with all applicable federal and state laws and all rules and regulations of any
governmental agency or self-regulatory organization governing his or her
activities.

Every Employee will be given a copy of the Code of Ethics at the time of his or
her employment and is required to submit a statement, at least annually, that he
or she has reviewed the Code and is familiar with its content.

Each Employee shall comply with all laws and regulations relating to the use of
material non-public information. Trading on "inside information" of any sort,
whether obtained in the course of research activities, through a client
relationship or otherwise, is strictly prohibited. All Employees shall comply
strictly with procedures established by the Funds and the Advisers to ensure
compliance with applicable federal and state laws and regulations of
governmental agencies and self-regulatory organizations. The Employees shall not
knowingly participate in, assist, or condone any acts in violation of any
statute or regulation governing securities matters, nor any act, which would
violate any provision of this Code or any rules adopted thereunder.

Each Employee having supervisory responsibility shall exercise reasonable
supervision over Employees subject to his or her control with a view to
preventing any violation by such of the provisions of the Code.

Any Employee encountering evidence that acts in violation of applicable statutes
or regulations or provisions of the Code of Ethics have occurred shall report
such evidence to the Compliance Director or a Designated Person or the Board of
each fund.

Employees must inform the Compliance Director if they ever become the subject of
external investigations.

<Page>

IV. CONFIDENTIALITY OF TRANSACTIONS

All information relating to any Fund or Managed Account portfolio or pertaining
to any studies or research activity is confidential until publicly available.
Whenever statistical information or research is supplied to or requested by the
Funds or Managed Accounts, such information must not be disclosed to any persons
other than persons designated by the Designated Person or the Board of the Fund
or the Advisers. If a Fund or Managed Account is considering a particular
purchase or sale of a security, this must not be disclosed except to such duly
authorized persons.

Any Employee authorized to place orders for the purchase or sale of Securities
on behalf of a Fund or Managed Account shall take all steps reasonably necessary
to provide that all brokerage orders for the purchase and sale of Securities for
the account of the Fund or Managed Account, will be so executed as to ensure
that the nature of the transactions shall be kept confidential until the
information is reported to the SEC or each Fund's shareholders or the holders in
the normal course of business.

If any Employee or Access Person should obtain information concerning the Fund's
or Managed Account's portfolio (including consideration of acquiring or
recommending any security for such portfolios), whether in the course of such
person's duties or otherwise, such person shall respect the confidential nature
of this information and shall not divulge it to anyone unless it is properly
part of such person's services to the Fund or Managed Accounts to do so or such
person is specifically authorized to do so by the Designated Person of the Fund
or Managed Accounts. No Access Person or Employee shall disclose any non-public
information relating to a client's portfolio or transactions or to the
investment recommendations of the Advisers, nor shall any Access Person or
Employee disclose any non-public information relating to the business or
operations of the Funds, Fund Affiliates or Managed Accounts unless properly
authorized to do so.

V. ETHICAL STANDARDS

   A.     INVESTMENT ACTIVITIES RELATED TO THE FUNDS OR MANAGED ACCOUNTS

          All Access Persons, in making any investment recommendations or in
          taking any investment action, shall exercise diligence and
          thoroughness, and shall have a reasonable and adequate basis for any
          such recommendations or actions.

   B.     CONFLICTS

          All Access Persons and Employees shall conduct themselves in a manner
          consistent with the highest ethical standards. They shall avoid any
          action, whether for personal profit or otherwise, that results in an
          actual or potential conflict of interest, with a Fund or Managed
          Account, or which may otherwise be detrimental to the interest of a
          Fund or Managed Account. Therefore, no Access Person or Employee shall
          undertake to manage money for compensation in competition with the
          Funds or Managed Accounts.

          Every Employee or Access Person of the Funds or Managed Accounts who
          owns beneficially, directly or indirectly, 1/2 of 1% or more of the
          stock of any corporation is

<Page>

          required to report such holdings to the President of the Funds and the
          Compliance Director .

   C.     OBLIGATION TO COMPLY WITH LAWS AND REGULATIONS

          Every Access Person shall acquire and maintain knowledge of, and shall
          comply strictly with, all applicable federal and state laws and all
          rules and regulations of any governmental agency or self-regulatory
          organization governing such Access Person's activities. In addition,
          every Access Person shall comply strictly with all procedures
          established by the Funds or Fund Affiliates to ensure compliance with
          such laws and regulations. Access Persons shall not knowingly
          participate in, assist or condone any acts in violation of any law or
          regulation governing Securities transactions, nor any act that would
          violate any provision of this Code.

   D.     SELECTION OF BROKER-DEALERS

          Any Employee or Access person having discretion as to the election of
          broker-dealers to execute transactions in securities for the Funds
          shall select broker-dealers solely on the basis of the services
          provided directly or indirectly by such broker-dealers as provided in
          the registration statements for the relevant Funds. An Employee shall
          not directly or indirectly, receive a fee or commission from any
          source in connection with the sale or purchase of any security for a
          Fund or Managed Account.

          In addition, Employees shall take all actions reasonably calculated to
          ensure that they engage broker-dealers to transact business with each
          Fund or whose partners, officers and Employees, and their respective
          affiliates, will conduct themselves in a manner consistent with the
          provisions of Article V.

   E.     SUPERVISORY RESPONSIBILITY

          Every Access Person or Employee having supervisory responsibility
          shall exercise reasonable supervision over employees subject to his or
          her control in order to prevent any violation by such persons of
          applicable laws and regulations, procedures established by the Funds
          or Fund Affiliates, as the case may be, or the provisions of this
          Code.

   F.     ACCOUNTABILITY

          Reports of Possible Violations - Any Access Person or Employee
          (including all Supervised Persons) encountering evidence of any action
          in violation of the provisions of this Code shall report such evidence
          to the Compliance Director. Employees may convey concerns about ING
          business matters that they believe implicate matters of ethics or
          questionable practices to the Compliance Director. The Compliance
          Director may assign a Designated Person to investigate matters brought
          to his or her attention. The Compliance Director will report such
          matters to the Funds' and ING Investments' Chief Compliance Officers
          quarterly. The Chief Compliance Officer, using his or her discretion,
          may report such matters to the Funds' Disinterested Directors. If, as
          a result of fiduciary obligations to other persons or entities, an
          Access Person believes that he or she is unable to comply with certain
          provisions of this Code, such Access Person shall so advise the
          Designated Person of any Fund or the Advisers, for which such person
          is an

<Page>

          Access Person in writing and shall set forth with reasonably
          specificity the nature of his or her fiduciary obligations and the
          reasons why such Access Person believes that he or she cannot comply
          with the provisions of the Code.

VI. EXEMPTED TRANSACTIONS

The provisions of Article VII of this Code shall not apply as follows:

     A.   To purchases or sales effected in any account over which a Covered
          Person has no direct or indirect influence or control;

     B.   To purchases or sales which are non-volitional on the part of either
          the Covered Person or a Fund or Managed Account;

     C.   To purchases which are part of an automatic dividend reinvestment plan
          or employee stock purchase plan;

     D.   To purchases effected upon the exercise of rights issued by an issuer
          pro rata to all holders of a class of its securities, to the extent
          such rights were acquired from such issuer, and sales of such rights
          so acquired;

     E.   The provisions of Article VII of this Code (other than Article VII.A)
          shall not apply to a Disinterested Director.

     F.   The provisions of Article VII (other than Article VII. A). and Article
          VIII. B. shall not apply to Access Persons who are Shared Employees
          and Access Persons who are subject to another 17j-1 Code approved by
          the Board of the relevant Funds.

The exemptions provided in this Article VI do not apply to Article IX F. 1.

VII. RESTRICTIONS ON PERSONAL INVESTING ACTIVITIES

     A.   GENERAL

          No Access Person shall purchase or sell, directly or indirectly or for
          any account over which an Access Person has discretion, any Security
          (including both publicly traded and private placement Securities), in
          which he or she has, or by reason of such transaction acquires, any
          direct or indirect Beneficial Ownership and which he or she knows or
          should have known at the time of such purchase or sale (i) is being
          considered for purchase or sale by a Fund or Managed Account; or (ii)
          is being purchased or sold by a Fund or Managed Account.

     B.   PRE-CLEARANCE

          Every Covered Person must pre-clear all Personal Securities
          Transactions with the Compliance Department. In order to receive
          pre-clearance for Personal Securities Transactions, the Covered Person
          must complete and submit a Personal Trading

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          Approval form. A member of the Compliance Department is available each
          business day to respond to pre-clearance requests. Covered Persons are
          directed to identify:

          1.   the subject of the transaction and the number of shares and
               principal amount of each security involved,

          2.   the date on which the Covered Person desires to engage in the
               subject transaction;

          3.   the nature of the transaction (i.e., purchase, sale, private
               placement, or any other type of acquisition or disposition);

          4.   the approximate price at which the transaction will be effected;
               and

          5.   the name of the broker, dealer, or bank with or through whom the
               transaction will be effected.

          When granted, clearance authorizations will be identified by
          authorization number and will be effective until the end of that
          calendar day (or in the case of a private placement purchase, the
          closing of the private placement transaction Pre-clearance may be
          obtained by providing a completed Personal Trading Approval form to a
          Designated Person for authorization. The current list of Designated
          Persons of the Advisers who are authorized to provide pre-clearance
          trade approval is attached as Exhibit B. Questions regarding
          pre-clearance procedures should be directed to the Compliance
          Department.

          In determining whether to grant approval of Personal Securities
          Transactions of Investment Personnel who desire to purchase or
          otherwise acquire Securities in private placement transactions
          conducted pursuant to Section 4(2) of the Securities Act, the
          appropriate Designated Person will consider, among other factors,
          whether the investment opportunity presented by such private placement
          offering should be reserved for an investment company and its
          shareholders, or a Managed Account and its shareholders, and whether
          the opportunity is being offered to an individual by virtue of his
          position with the Fund or Managed Account. In the event that
          Investment Personnel who have been authorized to acquire Securities in
          a private placement transaction later have any role in a Fund's or
          Managed Account's subsequent consideration of an investment in the
          issuer of the Securities acquired in such prior private placement
          transaction, such Investment Personnel must provide written
          notification of such prior authorization and investment to the
          Compliance Department, immediately upon learning of such Fund's or
          Managed Account's subsequent consideration. In such circumstances, the
          Fund's or Managed Account's decision to purchase Securities of such
          issuer will be subject to an independent review

          COMPLIANCE OF TRANSACTIONS WITH THIS CODE BY ACCESS PERSONS AND
          EMPLOYEES MAY DEPEND ON THE SUBSEQUENT INVESTMENT ACTIVITIES OF THE
          FUNDS OR MANAGED ACCOUNTS. THEREFORE, PRE-CLEARANCE APPROVAL OF A
          TRANSACTION BY THE DESIGNATED PERSON DOES NOT NECESSARILY MEAN THE
          TRANSACTION COMPLIES WITH THE CODE.

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     C.   RESTRICTIONS ON PURCHASE OF INITIAL PUBLIC OFFERINGS

          1.   No Investment Personnel (or Employee who is a Registered
               Representative) may directly or indirectly acquire Beneficial
               Ownership in any securities in an initial public offering without
               first obtaining prior written approval from the Compliance
               Director. For the purpose of this provision, "initial public
               offering" means an offering of securities registered under the
               Securities Act, the issuer of which, immediately before the
               registration, was not subject to the reporting requirements of
               Sections 13 or 15(d) of the Exchange Act.

          2.   The Compliance Director shall not grant approval for any
               Investment Personnel (or Employee who is a Registered
               Representative) to acquire Beneficial Ownership in any securities
               in an initial public offering, except as permitted by NASD Rule
               2790. Among other transactions, Rule 2790 permits the purchase of
               securities in an initial public offering that qualifies as an
               "issuer-directed" offering either (i) to a specific list of
               purchasers, or (ii) as part of a spin-off or conversion offering,
               all in accordance with the provisions of Rule 2790.

     D.   RESTRICTIONS ON PURCHASE OF LIMITED OFFERINGS

          No Investment Personnel may directly or indirectly acquire Beneficial
          Ownership in any securities in a "limited offering" (sometimes
          referred to as a "private placement") except after receiving prior
          written approval from the Compliance Director. In all such instances,
          the Investment Personnel shall provide the Compliance Director with
          the full details of the proposed transaction (including written
          certification that the investment opportunity did not arise by virtue
          of the Investment Personnel's activities on behalf of advisory
          clients). Any Investment Personnel who has obtained prior approval and
          made an investment in a limited offering must disclose in writing to
          the Compliance Director immediately upon learning of such Fund's or
          Managed Account's subsequent consideration of an investment in the
          issuer by a Fund. If the Investment Personnel plays a part in any
          subsequent consideration of an investment in the issuer by a Fund, the
          Fund's decision to purchase securities of the limited offering issuer
          will be subject to an independent review by Investment Personnel with
          no investment in the issuer. For this purpose, a "limited offering"
          means an offering that is exempt from registration under the
          Securities Act pursuant to Section 4(2) or 4(6) thereof, or pursuant
          to Regulation D thereunder.

     E.   BLACKOUT PERIODS

          1.   No Access Person or Employee may execute any Personal Securities
               Transaction on a day during which any Fund or Managed Account has
               a pending "buy" or "sell" order in that same security until such
               order is executed or withdrawn. Provided that this restriction
               will not apply if:

               (i)  the Access Person or Employee is physically located at a
                    site where (a) no Investment Personnel for the Fund or in
                    question are present and (b) information about the trading
                    activities of the Fund or Managed Account is not available;
                    and

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               (ii) the Access Person or Employee does not have actual knowledge
                    of securities being bought, sold, or considered for purchase
                    or sale by the Fund or Managed Account.

          2.   Any purchase or sale of any Personal Security Holding by a
               Portfolio Manager which occurs within seven (7) calendar days
               (exclusive of the day of the relevant trade) from the day a Fund
               or Managed Account he or she manages trades in such security will
               be subject to Automatic Disgorgement. This seven-day blackout
               period also applies to any portfolio support staff member who
               recommends the purchase or sale of the particular security to a
               Fund's or 's Portfolio Manager.

     F.   BAN ON SHORT-TERM TRADING PROFITS

          Investment Personnel may not profit from the purchase and sale, or
          sale and purchase, of the same (or equivalent) Personal Securities
          Holding within sixty (60) calendar days, unless such Investment
          Personnel have requested and obtained an exemption from this provision
          from the Compliance Department with respect to a particular
          transaction.

          VIOLATIONS OF THIS POLICY WILL BE SUBJECT TO AUTOMATIC DISGORGEMENT

          This prohibition shall not apply to any transaction in index futures,
          index options, including WEB's(TM), SPDR's(TM) or similar baskets of
          portfolio securities. Nor shall it apply to the exercise of vested
          options in ING stock.

     G.   GIFTS

          Investment Personnel may not receive any fee, commission, gift or
          other thing, or services, having a value of more than $100.00 each
          year from any person or entity that does business with or on behalf of
          the Funds or a Managed Accounts.

     H.   SERVICES AS A DIRECTOR

          Investment Personnel may not serve on the boards of directors of
          publicly traded companies, unless

          1.   the individual serving as a director has received prior
               authorization from the appropriate Designated Person based upon a
               determination that the board service would be consistent with the
               interests of the Managed Accounts, the Funds and their
               shareholders and

          2.   policies and procedures have been developed and maintained by the
               Boards that are designed to isolate the individual from those
               making investment decisions (an "Ethical Wall").

     I.   NAKED OPTIONS

          Investment Personnel are prohibited from engaging in naked options
          transactions. Transactions under any incentive plan sponsored by the
          Fund Affiliates or their affiliates are exempt from this restriction.

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     J.   SHORT SALES

          Short sales of Securities by Investment Personnel are prohibited.

     K.   PERMITTED EXCEPTION

          Purchases and sales of the following securities are exempt from the
          restrictions set forth in paragraphs A, D, and E above if such
          purchases and sales comply with the pre-clearance requirements of
          paragraph B above and are:

          1.   Equity Securities of a company with a market capitalization in
               excess of $10 billion, when transactions are for 3000 shares or
               less, or

          2.   $10,000 or less per calendar month, whichever is lesser.

VIII. COMPLIANCE PROCEDURES

Any person filing a required holdings or transaction report under this Article
VIII may include a statement that the report will not be construed as an
admission that such person has any direct or indirect beneficial ownership of
any securities covered by the report. Each report shall be submitted to the
Compliance Director The Compliance Director shall review each report received
and report to the Chief Compliance Officer and the Board as required in Section
X.

     A.   DISCLOSURE OF PERSONAL HOLDINGS

          All Access Persons (other than Disinterested Directors) must disclose
          all Securities holdings upon commencement of employment and thereafter
          on an annual basis. Initial reports shall be made within 10 days of
          hire or within 10 days of becoming an Access Person. Annual disclosure
          shall be made by February 14 of each year. Pursuant to Rule
          17j-1(d)(1)(iv) under the 1940 Act, an Access Person of the Adviser
          need not make a separate initial or annual report to the extent that
          the information in the report duplicates information the Access Person
          is required to record under Rule 204-2(a)(13) of the Advisers Act. An
          Access Person of the Adviser may satisfy this reporting requirement by
          providing the report to the compliance department of the Adviser. The
          initial and annual reports are required to include the following
          information current as of a date no more than 45 days prior to the
          date of hire (initial report) or submitting the report (annual
          report):. The initial and annual reports are required to include the
          TITLE, NUMBER OF SHARES AND PRINCIPAL AMOUNT OF EACH SECURITY, THE
          EXCHANGE TICKER SYMBOL OR CUSIP NUMBER, THE DATE OF REPORT SUBMISSION,
          the name of any broker, dealer or bank with whom the Access Person
          maintained an account in which any securities (not limited to
          Securities as defined by this Code) were held for the direct or
          indirect benefit of the Access Person.

     B.   DUPLICATE TRADE CONFIRMATION STATEMENTS AND ACCOUNT STATEMENTS

          All Access Persons (other than Disinterested Directors) must cause
          duplicate trading confirmations for all Personal Securities
          Transactions and copies of periodic statements for all Securities
          accounts to be sent to the Compliance Department. A form letter that

<Page>

          may be used to direct brokerage firms maintaining such accounts to
          send duplicate trade confirmations to the Compliance Department is
          attached as Exhibits C-1 and C-2.

     C.   QUARTERLY REPORTING

          All Access Persons (except as provided below) must prepare (and report
          as required below) a quarterly report identifying any new accounts
          that were opened or any existing accounts that have been closed. This
          report shall contain the following information:

          1.   The name of the broker, dealer or bank with or through whom the
               new account was opened and the date on which the account was
               opened.

          2.   The name of the broker, dealer or bank with or through whom the
               account was closed, the account number of the closed account and
               the date on which the account was closed.

          In addition, Quarterly Transaction Reports are required as described
          below:

          1)   ACCESS PERSONS AND ADVISORY REPRESENTATIVES

               Except as provided below, all Access Persons and Advisory
               Representatives must prepare a quarterly report of all personal
               securities transactions in Securities no later than 30 days
               following the end of each quarter in which such Personal
               Securities Transactions were effected. Pursuant to Rule
               17j-1(d)(1)(iv) under the 1940 Act an Access Person of the
               Adviser need not make a separate quarterly report to the extent
               that the information in the report duplicates information the
               Access Person is required to record under Rule 204-2(a)(13) of
               the Advisers Act. An Access Person of the Adviser may satisfy
               this reporting requirement by providing the report to the
               compliance department of the Advisers. The Quarterly Transaction
               Reports must state:

               i)   the title, exchange ticker symbol or CUSIP number , the
                    number of shares and principal amount of each Security (as
                    well as the interest rate and maturity date, if applicable)
                    involved;

               ii)  the trade date and nature of the transactions (i.e.,
                    purchase, sale, private placement, or other acquisition or
                    disposition);

               iii) the price of the Security at which each transaction was
                    effected; and

               iv)  the name of the broker, dealer or bank with or through which
                    each transaction was effected; and

               v)   the date the report is submitted.

<Page>

          2)   EXCLUSIONS

               Quarterly Transaction reports are not required to include any
               Personal Securities Transaction effected in any account over
               which the Access Person or Advisory Representative has no direct
               or indirect influence or control and has certified these facts to
               the Compliance Director, in a manner satisfactory to the
               Compliance Director, and updates this certification annually and
               as long as all holdings and transactions in the account are
               reported in accordance with the provisions of Article VIII.A.
               (Disclosure of Personal Holdings) and Article VIII.B. (Duplicate
               Trade Confirmation Statements and Account Statements) In addition
               the report is not required to include shares of registered
               open-end investment companies (except for ING Fund Shares as
               provided in Article IX), securities issued by the Government of
               the United States, bankers' acceptances, bank certificates of
               deposit, commercial paper, and high quality short-term debt
               instruments, including repurchase agreements. In addition, Access
               Persons are not required to make a quarterly transaction report
               with respect to transactions effected through an Automatic
               Investment Plan. However, any transaction that overrides the
               pre-set schedule or allocations of the Automatic Investment Plan
               must be reported.

          3)   DISINTERESTED DIRECTORS

               Disinterested Directors do not have to provide a quarterly report
               identifying any new accounts that were opened or any existing
               accounts that have been closed. However, Disinterested Directors
               must submit a quarterly report containing the information set
               forth in subsection (1) above only with respect to those
               transactions for which such person knew or, in the ordinary
               course of fulfilling his or her official duties as a Fund
               director/trustee, should have known that during the 15-day period
               immediately before or after the director/trustee's transaction in
               Securities that are otherwise subject to Access Person reporting
               requirements, a Fund or a Managed Account had purchased or sold
               such Securities or was actively considering the purchase or sale
               of such Securities. Disinterested Directors are not required to
               submit a report containing the information set forth in
               subsection (1) above with respect to purchases or sales that are
               non-volitional on the part of such persons, such as transactions
               in an account over which such person has delegated discretionary
               trading authority to another person.

          4)   ALL DIRECTORS

               In addition, solely to facilitate compliance with timely Form 4
               filing requirements, all Directors or Trustees must submit a
               report of any transaction involving a Fund that is a closed-end
               investment company (such as the ING Prime Rate Trust or ING
               Senior Income Funds) on the trade date of such transaction.

     D.   CERTIFICATION OF COMPLIANCE WITH CODE OF ETHICS

          All Access Persons and Employees will be provided with a copy of this
          Code upon beginning his or her appointment or employment with a Fund
          or Fund Affiliate, as the

<Page>

          case may be, and any amendments thereto and must certify annually that
          they have read and understand this Code, and that they recognize that
          they are subject to the terms and provisions hereof. Further, all
          Employees and Access Persons including all Directors must certify by
          January 30th of each year that they have complied with the
          requirements of this Code for the prior calendar year.

IX. TRANSACTIONS IN ING FUND SHARES

     A.   APPLICABILITY OF ARTICLE IX

          The following restrictions and requirements apply to all purchases and
          sales of shares of any ING Fund, regardless of whether such ING Fund
          is available for purchase directly or through one or more variable
          insurance products, other than exchange traded closed-end funds ("ING
          Fund Shares") and all holdings of ING Fund Shares by Covered Persons
          or in which they have a beneficial ownership interest ("Covered
          Transactions" or "Covered Holdings"), except as provided below.
          Covered Transactions and Covered Holdings include transactions and
          holdings by any person whose transactions or holdings the Covered
          Person has a Beneficial Ownership interest (as defined in Article II
          of the Code) ("Related Persons").

          1.   These restrictions and requirements (except for the reporting
               requirements of Paragraph F) do not apply to purchases of ING
               Fund shares through (1) an automatic dividend reinvestment plan,
               or (2) through any other automatic investment plan, automatic
               payroll deduction plan WHERE THE ALLOCATION HAS BEEN IN EFFECT
               FOR 30 DAYS, or other automatic plan approved by the Compliance
               Director.

          2.   Covered Persons must provide the Compliance Director with a list
               of his or her Related Persons (and the name and location of the
               relevant account or variable insurance contract or policy) who
               hold ING Fund Shares. The list shall be updated to reflect
               changes on a quarterly basis.

     B.   COMPLIANCE WITH PROSPECTUS

          All Covered Transactions in ING Fund Shares must be in accordance with
          the policies and procedures set forth in the Prospectus and Statement
          of Additional Information for the relevant Fund, including but not
          limited to the Fund's policies and procedures relating to short term
          trading and forward pricing of securities.

     C.   TRANSACTIONS REQUIRED TO BE THROUGH AN APPROVED PLAN OR CONTRACT

          1.   Exchanges among ING Funds acquired prior to June 1, 2004 and held
               in retirement, pension, deferred compensation and similar
               accounts that are required to be maintained by third party
               administrators ("Outside Plans"), are permitted, provided that
               the Covered Person informs the Compliance Director of these
               holdings of ING Fund Shares in the Outside Plan and cooperates
               with the Compliance Director in requiring the administrator for
               the Outside Plan to provide the Compliance Director with
               duplicate account statements reflecting all transactions in ING
               Fund Shares

<Page>

               effected in the Plan (an Outside Plan as to which such
               arrangements have been made is referred to as an "Approved
               Outside Plan.").

        2.     Exchanges among ING Funds portfolios that are part of an
               insurance contract ("Insurance Contracts"), provided that the
               Covered Person informs the Compliance Director Officer of these
               holdings in the Insurance Contract and cooperates with the
               Compliance Director in requiring the insurance company or the
               distributing/underwriting broker-dealer for the Insurance
               Contract to provide the Compliance Director with duplicate
               account statements reflecting all transactions in ING Fund
               portfolios effected in the Insurance Contract (an Insurance
               Contract as to which such arrangements have been made is referred
               to as an "Approved Insurance Contract.").

     D. 30-DAY HOLDING PERIOD FOR ING FUND SHARES.

          1.   ALL COVEREDPERSONS (OR RELATED PERSONS) MUST HOLD ANY INVESTMENT
               IN ING FUND SHARES FOR A MINIMUM OF 30 CALENDAR DAYS. This
               provision does not apply to shares of money market funds or other
               funds designed to permit short term trading, but does apply to
               movement between these funds and all other funds. The 30-day
               holding period is measured from the time of the most recent
               purchase of shares of the relevant ING Fund by the Covered Person
               or any of his or her Related Persons.

          2.   The Compliance Director may grant exceptions to the 30-day
               holding period. Such exceptions will only include redemptions
               following death or permanent disability if made within one year
               of death or the initial determination of permanent disability,
               mandatory distributions from a tax-deferred retirement plan or
               IRA or for redemptions pursuant to an approved withdrawal plan.

          3.   Exceptions to the 30-day holding period granted to Investment
               Personnel must be reported by the Compliance Director to the
               relevant Fund Board on a quarterly basis.

          4.   Exceptions to the 30-day holding period will not relieve any sale
               of ING Fund Shares from the application of any redemption fee
               that would apply to any other investor redeeming ING Fund Shares
               in similar circumstances.

     E. PRE-CLEARANCE OF TRANSACTIONS IN ING FUND SHARES.

          1.   All purchases and sales of ING Fund Shares by Covered Persons (or
               Related Persons) must be pre-cleared by the Compliance Director,
               in accordance with the procedures set forth in Article VII.B of
               the Code. When granted, clearance authorizations will be
               effective only for that day.

          2.   Pre-clearance requests must be accompanied by

               (i)  A REPRESENTATION OF ALL TRANSACTIONS IN ING FUND SHARES OF
                    THE APPLICABLE FUND WHICH IS THE SUBJECT OF THE
                    PRE-CLEARANCE BY THE COVERED PERSON (OR RELATED PERSON) IN
                    THE PREVIOUS 30 DAYS WHICH INCLUDES THE DATES FOR ALL
                    TRANSACTIONS;

<Page>

               (ii) a certification by the Covered Person that he or she is not
                    in possession of nonpublic information THAT, IF PUBLICLY
                    KNOWN, WOULD LIKELY HAVE A MATERIAL EFFECT ON THE NET ASSET
                    VALUE PER SHARE OF THE RELEVANT FUND AT THE TIME OF THE
                    TRADE (MATERIAL FOR THIS PURPOSE MEANS ONE CENT OR MORE PER
                    SHARE). Any questions the Covered Person may have regarding
                    materiality should be directed to in-house legal counsel.

          In determining whether to grant the pre-clearance request, the
          Compliance Director should review the proposed trade to determine
          whether the trade is conformity with the Fund's policies and
          procedures as disclosed in the prospectus and with the restrictions of
          the Code, including the restrictions imposed by this Article IX.

     F.   REPORTING OF TRANSACTIONS IN ING FUND SHARES

          1.   Access Persons must report all their holdings of ING Fund Shares.
               Covered Persons must report all their Covered Transactions in ING
               Fund Shares in accordance with the procedures set forth in
               Article VIII of the Code, provided that Covered Persons are
               excused from the quarterly reporting requirements of Article
               VIII.C as to transactions in:

               (i)  any ING Fund Shares held by DST, the ING 401(k) Plan, an ING
                    Insurance Company or an Approved Outside Plan or Approved
                    Insurance Contract in the name of the Covered Person or
                    persons identified in the list referred to in Article
                    IX.A.3., and

               ii)  any ING Fund Shares held in any other account for which
                    duplicate trading confirmations and copies of periodic
                    statements reflecting holdings of any transactions of ING
                    Fund Shares are received by the Compliance Department within
                    10 days following the end of each quarter.

     G.   REPORTING OF HOLDINGS AND TRANSACTIONS IN SHARES OF FUNDS MANAGED BY
          AFFILIATED ADVISERS

          Access Persons must report all holdings and transactions in shares of
          funds managed by Affiliated Advisers in accordance with the procedures
          set forth in Article VIII of the Code. Funds that must be reported are
          open-end funds and unit investment trusts.

     H.   DISINTERESTED DIRECTORS /TRUSTEES/CONSULTANTS

          The requirements of subsections A.2, C, D. E and F of this Section IX
          shall not apply to Disinterested Directors/Trustees/Consultants,
          except that such persons may be asked periodically to sign the
          certification attached as Exhibit D to certify that they have complied
          with this Code.

     I.   QUESTIONS TO COMPLIANCE DIRECTOR

          Covered Persons should direct any questions or doubt about how the
          Code of Ethics applies to a particular transaction in ING Fund Shares
          to the Compliance Director.

<Page>

     J.   REVIEW BY COMPLIANCE DIRECTOR

          The Compliance Director or a member of his or her staff will review
          compliance with this Article IX and the Compliance Director will
          report violations, together with the sanction imposed, to the Chief
          Compliance Officer quarterly. The Compliance Director will also report
          violations, together with the sanction imposed to the relevant Board
          at its next quarterly meeting.

     K.   MINIMUM SANCTIONS

          The minimum sanction for a violation of the provisions of this Article
          IX shall be disgorgement of any profit made in connection with the
          violation.

X. SANCTIONS

     A.   GENERALLY

          The Code is designed to assure compliance with applicable law and to
          maintain shareholder confidence in the Funds, the Advisers, and IFD.
          In adopting this Code, it is the intention of the Boards, the
          Advisers, and IFD to attempt to achieve 100% compliance with all
          requirements of the Code, but it is recognized that this may not be
          possible. Incidental failures to comply with the Code are not
          necessarily a violation of the law.

          The Designated Person shall investigate and report all apparent
          violations of the Code to the Compliance Director. If the Compliance
          Director, in consultation with the appropriate parties, determines
          that an Covered Person has violated any provision of this Code, he or
          she may impose such sanctions as he or she deems appropriate,
          including, without limitation, one or more of the following: warnings,
          periods of "probation" during which all personal investment activities
          (except for specifically approved liquidations of current positions),
          a letter of censure, suspension with or without pay, termination of
          employment, or Automatic Disgorgement of any profits realized on
          transactions in violation of this Code. Any profits realized on
          transactions in violation of Sections D and E of Article VII of this
          Code shall be subject to Automatic Disgorgement.

     B.   PROCEDURES

          The Compliance Director shall quarterly report violations, the
          corrective actions taken, and any sanctions imposed to the Chief
          Compliance Officer and the relevant entity's board of
          directors/trustees. If a transaction in Securities of a Designated
          Person is under consideration, a senior officer of the relevant Fund
          or Fund Affiliate, as the case may be, shall act in all respects in
          the manner prescribed herein for a Designated Person.

<Page>

XI. MISCELLANEOUS PROVISIONS

     A.   RECORDS

          The Funds, IFD and the Advisers shall maintain records at its
          principal place of business and shall make these records available to
          the Securities and Exchange Commission or any representative of the
          Commission to the extent set forth below, and may maintain such
          records under the conditions described in Rule 31a-2(f)(1) under the
          1940:

          i)   a copy of this Code and any other code of ethics which is, or at
               any time within the past five (5) years has been, in effect;
               shall be preserved in an easily accessible place;

          ii)  a record of any violation of this Code and of any action taken as
               a result of such violation shall be preserved in an easily
               accessible place for a period of not less than five (5) years
               following the end of the fiscal year in which the violation
               occurs;

          iii) a copy of reports made by Covered Persons pursuant to this Code,
               including reports of or information provided in lieu of these
               reports, and reports of transactions in ING Fund Shares that were
               held during the relevant period, shall be preserved for a period
               of not less than five (5) years from the end of the fiscal year
               in which the statement is provided, the first two years in an
               easily accessible place;

          iv)  a copy of each report disclosing Personal Securities Holdings and
               holdings of ING Fund Shares of Access Persons, made pursuant to
               this Code, shall be preserved for a period of not less than five
               (5) years from the end of the fiscal year in which the report is
               made;

          v)   a list of all persons who are, or within the past five (5) years
               have been, required to pre-clear Personal Securities Transactions
               or transactions in ING Fund Shares or make reports disclosing
               Personal Securities Holdings pursuant to this Code, or who are or
               were responsible for reviewing these reports, and each list of
               Related Persons provided to the Compliance Director pursuant to
               Article IX.A.B and must be maintained in an easily accessible
               place;

          vi)  a record of all written acknowledgements of the receipt of the
               Code and any amendments for each person who is currently, or
               within the past five years was, a supervised person of the
               Advisers. Supervised persons are the Adviser's partners,
               officers, directors, Employees as well as other persons who
               provide advice on behalf of the Adviser and are subject to the
               Adviser's supervision and control - Section 202(a)(25).

          vii) a record of any decision, and the reasons supporting the
               decision, to approve the acquisition of securities in an IPO or
               Limited Offering for at least 5 years after the end of the fiscal
               year in which the approval was granted.

<Page>

          viii) a copy of each report required by paragraph (c)(2)(ii) of Rule
                17j-1. Paragraph (c)(2)(ii) of Rule 17j-1 requires that a
                written report to be provided to the board of directors, no less
                than annually, that describes any issues arising under this Code
                or procedures since the last report to the board of directors,
                including, but not limited to, information about material
                violations of the Code or procedures and sanctions imposed in
                response to the material violations. Such a report must also
                certify that the Funds and the Advisers, as applicable, have
                adopted procedures reasonably necessary to prevent Covered
                Persons from violating the Code. A copy of such a report must be
                maintained for a period not less than five (5) yeas after the
                end of the fiscal year in which it is made, the first two years
                in an easily accessible place.

     B.   CONFIDENTIALITY

          All pre-clearance requests pertaining to Personal Securities
          Transactions, reports disclosing Personal Securities Holdings, and any
          other information filed pursuant to this Code shall be treated as
          confidential, but are subject to review as provided in the Code,
          review by the Securities and Exchange Commission and other regulators
          and self-regulatory organizations, and such internal review as may be
          requested by the Board of the relevant Fund.

     C.   INTERPRETATION OF PROVISIONS

          Each Fund's or Adviser's board of directors/trustees may from time to
          time adopt such interpretation of this Code as such board deems
          appropriate.

     D.   EFFECT OF VIOLATION OF THIS CODE

          In adopting Rule 17j-1, the SEC specifically noted, in Investment
          Company Act Release No. IC-11421, that a violation of any provision of
          a particular code of ethics, such as this Code, would not be
          considered a per se unlawful act prohibited by the general anti-fraud
          provisions of this Rule. In adopting this Code, it is not intended
          that a violation of this Code necessarily is or should be considered
          to be a violation of Rule 17j-1.

<Page>

XII. EXHIBITS

                                   EXHIBIT A:

  PROCEDURES TO CONTROL THE FLOW AND USE OF MATERIAL NON-PUBLIC INFORMATION IN
                      CONNECTION WITH SECURITIES ACTIVITIES

     The reputation for integrity and high ethical standards in the conduct of
     its affairs of the ING Investments, LLC and ING Funds Distributor, LLC
     ("ING") is of paramount importance to all of us. To preserve this
     reputation, it is essential that all transactions in securities are
     effected in conformity with securities laws and in a manner, which avoids
     the appearance of impropriety. In particular, it is a long-standing policy
     of ING that if an employee of ING or any of its subsidiaries or affiliated
     investment companies possesses material non-public information about the
     Adviser's securities recommendations, and client securities holding and
     transactions or a public company, the employee may not trade in or
     recommend trading in the securities of those companies nor disclose such
     information to another person, whether within or outside the ING
     organization, except in fulfillment of a legitimate business objective of
     ING. Violations of this policy may result in severe civil and criminal
     penalties under the Federal securities laws, as well as disciplinary action
     by ING. Employees should refer to ING's Code of Conduct for a complete
     statement of these policies.

Material non-public information is information not known to the public that: (1)
might reasonably be expected to affect the market value of securities and (2)
influence investor decisions to buy, sell or hold securities. It is not possible
to define with precision what constitutes "material" information. However,
advance information concerning a public company may include:

     -    a merger, acquisition or joint venture;

     -    a stock split or stock dividend;

     -    earnings or dividends of an unusual nature;

     -    the acquisition or loss of a significant contract;

     -    a significant new product or discovery;

     -    a change in control or a significant change in management;

     -    a call of securities for redemption;

<Page>

     -    the public or private sale of a significant amount of additional
          securities;

     -    the purchase or sale of a significant asset;

     -    a significant labor dispute;

     -    establishment of a program to make purchases of the issuer's own
          shares;

     -    a tender offer for another issuer's securities; and

     -    an event requiring the filing of a current report under the federal
          securities laws.

        REPORTING MATERIAL NON-PUBLIC INFORMATION TO COMPLIANCE DIRECTOR

     From time-to-time, a director, officer or employee of The Firm, may come
     into possession of material non-public information (of the type described
     above) about a company. If such information is obtained in connection with
     the performance of such person's responsibilities as a director, officer or
     employee of The Firm, then he or she must immediately report the
     information as follows:

     1)   A director, officer or employee, must report such information
          immediately to the Compliance Director, who is responsible for taking
          appropriate action, which may include restricting trading in the
          affected securities. Depending on the nature of such information, such
          director, officer or employee may have an ongoing duty to inform the
          Compliance Director of material changes in the information or the
          status of the transaction to which it relates to allow the Compliance
          Director to take appropriate action, including restricting or
          terminating restrictions on trading in the affected securities.

     2)   Such information need not be reported if, after reasonable inquiry,
          the director, officer or employee is satisfied that the Compliance
          Director has already received such information.

<Page>

                                    EXHIBIT B

       DESIGNATED PERSONS OF ING INVESTMENTS ABLE TO PROVIDE PRE-CLEARANCE

Lauren Bensinger - Primary AZ

Rhonda Ervin

Kathy Hinck

Meryl Brown

Maryann White

Edwin Saratt

<Page>

                                   EXHIBIT C-1

             SAMPLE LETTER TO BROKERAGE FIRM TO ESTABLISH DUPLICATE
                        CONFIRMS AND PERIODIC STATEMENTS


January 2, 1996


Merrill Lynch, Pierce, Fenner & Smith, Inc.
111 W. Ocean Blvd., 24th Floor
Long Beach, CA 90802


RE:   The Brokerage Account of ACCOUNT REGISTRATION

Account No. YOUR ACCOUNT NUMBER
AE          NAME OF YOUR REGISTERED REPRESENTATIVE


Dear Ladies/Gentlemen:

In accordance with the policies of ING Funds Services, LLC, a financial services
firm with which I have become associated, effective immediately, please forward
duplicate trade confirmations and periodic statements on the above-captioned
accounts as follows:

            ING Funds Services, LLC
            ATTN: LAUREN D. BENSINGER
            VP & COMPLIANCE DIRECTOR
            7337 E. Doubletree Ranch Road
            Scottsdale, AZ 85258


Sincerely,


Your Name

<Page>

                                   EXHIBIT C-2

             SAMPLE LETTER TO BROKERAGE FIRM TO ESTABLISH DUPLICATE
                        CONFIRMS AND PERIODIC STATEMENTS

Today's Date


BROKERAGE
ADDRESS
CITY, STATE ZIP


RE:      The Brokerage Account of
         ACCOUNT REGISTRATION

         Account No.  YOUR ACCOUNT NUMBER
         AE NAME OF YOUR REGISTERED REPRESENTATIVE


Dear Ladies/Gentlemen:

In accordance with the policies of ING Funds Distributor, LLC. ("IFD"), an NASD
member firm with which I have become associated, effective immediately, please
forward duplicate trade confirmations and periodic statements on the
above-captioned accounts as follows:

                           ING Funds Distributor, LLC.
                 ATTN: LAUREN D. BENSINGER, COMPLIANCE DIRECTOR
                          7337 E. Doubletree Ranch Road
                              Scottsdale, AZ 85258

IFD's Chief Compliance Officer has also signed below indicating her approval of
my opening a cash or margin account with your firm. (407 Letter)

Sincerely,

(REGISTERED REPRESENTATIVE'S SIGNATURE)
----------------------------------------------------
Registered Representative's Name

(LAUREN'S SIGNATURE)
----------------------------------------------------
Lauren D. Bensinger
V.P & Chief Compliance Officer

<Page>

                                    EXHIBIT D

            ANNUAL CERTIFICATION BY ALL COVERED PERSONS AND DIRECTORS

                                    ING FUNDS

1. I am fully familiar with the Code of Ethics effective February 1, 2005, as
adopted by each of the ING mutual funds, ING Investments, LLC and ING Funds
Distributor, LLC. and will comply with such Code at all times during the
forthcoming calendar year, and

2. I have complied with the Code at all times during the previous calendar year,
except as otherwise documented in my file.

3. I have, during the previous calendar year, disclosed and confirmed all
holdings and transactions required to be disclosed or confirmed pursuant to such
code.


Name (print):


Department:


Signature:


Date:


PLEASE FORWARD OR FAX TO

IIL'S COMPLIANCE DEPARTMENT, SCOTTSDALE

FAX: 480-477-2087

PHONE: 480-477-2141 (RHONDA ERVIN)

<Page>

                                    EXHIBIT E

            CERTIFICATION REGARDING EXEMPTION FROM CERTAIN REPORTING
                     REQUIREMENTS OF THE ING CODE OF ETHICS


Name: ________________________________________


Position/Department: _________________________


Article VI.A. of the ING Code of Ethics exempts transactions in "any account
over which an Access Person has no direct or indirect influence or control" from
the provisions regarding Restrictions on Personal Investing Activities in
Article VII of the Code. Article VIII.C.2. provides an exemption from quarterly
transaction reporting requirements for such accounts.

To take advantage of the exemptions provided above, I hereby certify as follows:

1. I have no direct or indirect influence or control over any transaction
effected in the following account(s):

<Table>
<Caption>
         BROKER, DEALER OR BANK WHO HOLDS DISCRETION.      ACCOUNT NUMBER
         ----------------------------------------------------------------
         <S>                                               <C>


</Table>

<Page>

2. I have attached accurate, full, and complete copies of all documents
establishing the account(s) listed above, including any instructions or
investment guidelines.

3. I will not communicate directly or indirectly with anyone who exercises
discretion to effect transactions in the account(s), other than (a) the receipt
of quarterly and annual account statements, (b) amendments to the account
documentation, including to the investment guidelines (which amendments will
promptly be provided to the Compliance Director), or (c) communications relating
to ministerial non-investment-related matters.

4. I understand that in order to take advantage of these exemptions, I am still
required to comply with the provisions of Article VIII.A. (Disclosure of
Personal Holdings) and Article VIII.B. (Duplicate Trade Confirmation Statements
and Account Statements) with respect to all holdings and transactions in these
accounts.

5. I will provide such additional documents or information, as the Compliance
Director shall request.


Signature:                                         Date:
           ------------------                            ---------------

<Page>

                                    EXHIBIT F

               INITIAL CERTIFICATION OF CODE OF ETHICS COMPLIANCE

                                    ING FUNDS

I am fully familiar with the effective Code of Ethics, dated February 1, 2005 as
adopted by each of the ING mutual funds, ING Investments, LLC ("IIL") and ING
Funds Distributor, LLC. and will comply with the Code at all times during the
forthcoming calendar year.

If I have any questions about any of the Code's policies or procedures, I will
contact the IIL Compliance Department for guidance before I engage in any
activities or take any action.


Name (print):


Department:


Signature:


Date:


PLEASE FORWARD OR FAX TO

IIL'S COMPLIANCE DEPARTMENT, SCOTTSDALE

FAX: 480-477-2087

PHONE: 480-477-2141 (RHONDA ERVIN)
</TEXT>
</DOCUMENT>
