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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0000950153-05-002472.txt : 20050928
<SEC-HEADER>0000950153-05-002472.hdr.sgml : 20050928
<ACCEPTANCE-DATETIME>20050928165438
ACCESSION NUMBER:		0000950153-05-002472
CONFORMED SUBMISSION TYPE:	497
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20050928
DATE AS OF CHANGE:		20050928
EFFECTIVENESS DATE:		20050928

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING CORPORATE LEADERS TRUST
		CENTRAL INDEX KEY:			0000024924
		IRS NUMBER:				136061925
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	002-10694
		FILM NUMBER:		051108732

	BUSINESS ADDRESS:	
		STREET 1:		ING FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		800-992-0180

	MAIL ADDRESS:	
		STREET 1:		ING FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM CORPORATE LEADERS TRUST FUND
		DATE OF NAME CHANGE:	20000821

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	LEXINGTON CORPORATE LEADERS TRUST FUND
		DATE OF NAME CHANGE:	19920703

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CORPORATE LEADERS TRUST FUND
		DATE OF NAME CHANGE:	19890306

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			USLICO SERIES FUND/VA/
		CENTRAL INDEX KEY:			0000827885
		IRS NUMBER:				541499398
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-20957
		FILM NUMBER:		051108733

	BUSINESS ADDRESS:	
		STREET 1:		4601 N FAIRFAX DR
		STREET 2:		P O BOX 3700
		CITY:			ARLINGTON
		STATE:			VA
		ZIP:			22203
		BUSINESS PHONE:		703-875-3400

	MAIL ADDRESS:	
		STREET 1:		4601 N FAIRFAX DRIVE
		CITY:			ARLINGTON
		STATE:			VA
		ZIP:			22203

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	USLICO SERIES FUND
		DATE OF NAME CHANGE:	19880321

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING VARIABLE INSURANCE TRUST
		CENTRAL INDEX KEY:			0001090682
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	333-83071
		FILM NUMBER:		051108734

	BUSINESS ADDRESS:	
		STREET 1:		7337 EAST DOUBLETREE RANCH RD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		8774636464

	MAIL ADDRESS:	
		STREET 1:		7337 E DOUBLETREE RANCH RD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIMVARIABLE INSURANCE TRUST
		DATE OF NAME CHANGE:	20020405

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ING VARIABLE INSURANCE TRUST
		DATE OF NAME CHANGE:	19990715

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING VARIABLE PRODUCTS TRUST
		CENTRAL INDEX KEY:			0000916403
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-73140
		FILM NUMBER:		051108737

	BUSINESS ADDRESS:	
		STREET 1:		ING PILGRIM FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		800-992-0180

	MAIL ADDRESS:	
		STREET 1:		ING PILGRIM FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM VARIABLE PRODUCTS TRUST
		DATE OF NAME CHANGE:	20020405

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ING VARIABLE PRODUCTS TRUST
		DATE OF NAME CHANGE:	20020320

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM VARIABLE PRODUCTS TRUST
		DATE OF NAME CHANGE:	20000830

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING INVESTMENT FUNDS INC
		CENTRAL INDEX KEY:			0000061448
		IRS NUMBER:				136066974
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			0630

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	002-34552
		FILM NUMBER:		051108741

	BUSINESS ADDRESS:	
		STREET 1:		7337 E DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		18009920180

	MAIL ADDRESS:	
		STREET 1:		7337 E DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM INVESTMENT FUNDS INC/MD
		DATE OF NAME CHANGE:	19981113

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM INVESTMENT FUNDS INC
		DATE OF NAME CHANGE:	19950503

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM MAGNACAP FUND INC
		DATE OF NAME CHANGE:	19920703

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING FUNDS TRUST
		CENTRAL INDEX KEY:			0001066602
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1031

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	333-59745
		FILM NUMBER:		051108742

	BUSINESS ADDRESS:	
		STREET 1:		ING PILGRIM FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		800-992-0180

	MAIL ADDRESS:	
		STREET 1:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM FUNDS TRUST
		DATE OF NAME CHANGE:	20010312

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ING FUNDS TRUST
		DATE OF NAME CHANGE:	19980721

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING VP EMERGING MARKETS FUND INC
		CENTRAL INDEX KEY:			0000916764
		IRS NUMBER:				061387459
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-73520
		FILM NUMBER:		051108736

	BUSINESS ADDRESS:	
		STREET 1:		ING FUNDS SERVICES
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		1-800-992-0180

	MAIL ADDRESS:	
		STREET 1:		THE PILGRIM FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM EMERGING MARKETS FUND INC
		DATE OF NAME CHANGE:	20020405

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ING VP EMERGING MARKETS FUND INC
		DATE OF NAME CHANGE:	20020320

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ING EMERGING MARKETS FUND INC
		DATE OF NAME CHANGE:	20020320

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING SENIOR INCOME FUND
		CENTRAL INDEX KEY:			0001124959
		IRS NUMBER:				000000000
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	333-54910
		FILM NUMBER:		051108738

	BUSINESS ADDRESS:	
		STREET 1:		ING SENIOR INCOME FUND
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		4804773000

	MAIL ADDRESS:	
		STREET 1:		ING SENIOR INCOME FUND
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM SENIOR INCOME FUND
		DATE OF NAME CHANGE:	20010316

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING MAYFLOWER TRUST
		CENTRAL INDEX KEY:			0000911294
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-67852
		FILM NUMBER:		051108740

	BUSINESS ADDRESS:	
		STREET 1:		ING PILGRIM FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		800-992-0180

	MAIL ADDRESS:	
		STREET 1:		ING PILGRIM FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM MAYFLOWER TRUST
		DATE OF NAME CHANGE:	19991029

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	NORTHSTAR TRUST
		DATE OF NAME CHANGE:	19981209

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	NORTHSTAR ADVANTAGE TRUST
		DATE OF NAME CHANGE:	19950620

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING INVESTORS TRUST
		CENTRAL INDEX KEY:			0000837276
		IRS NUMBER:				000000000
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-23512
		FILM NUMBER:		051108731

	BUSINESS ADDRESS:	
		STREET 1:		7337 E. DOUBLETREE RANCH ROAD
		STREET 2:		.
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		800-366-0066

	MAIL ADDRESS:	
		STREET 1:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	GCG TRUST
		DATE OF NAME CHANGE:	19920703

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SPECIALTY MANAGERS TRUST
		DATE OF NAME CHANGE:	19911209

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	WESTERN CAPITAL SPECIALTY MANAGERS TRUST
		DATE OF NAME CHANGE:	19890725

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING VP NATURAL RESOURCES TRUST
		CENTRAL INDEX KEY:			0000844070
		IRS NUMBER:				222932678
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-26116
		FILM NUMBER:		051108735

	BUSINESS ADDRESS:	
		STREET 1:		THE PILGRIM FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		1-800-992-0180

	MAIL ADDRESS:	
		STREET 1:		THE PILGRIM  FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM NATURAL RESOURCES TRUST
		DATE OF NAME CHANGE:	20020405

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	ING NATURAL RESOURCES TRUST
		DATE OF NAME CHANGE:	20020320

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM NATURAL RESOURCES TRUST
		DATE OF NAME CHANGE:	20010508

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING MUTUAL FUNDS
		CENTRAL INDEX KEY:			0000895430
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			CA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	033-56094
		FILM NUMBER:		051108730

	BUSINESS ADDRESS:	
		STREET 1:		7337 E DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		18009920180

	MAIL ADDRESS:	
		STREET 1:		7337 E DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM MUTUAL FUNDS
		DATE OF NAME CHANGE:	19990526

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	NICHOLAS APPLEGATE MUTUAL FUNDS
		DATE OF NAME CHANGE:	19930328

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING PRIME RATE TRUST
		CENTRAL INDEX KEY:			0000826020
		IRS NUMBER:				956874587
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			0228

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	333-68239
		FILM NUMBER:		051108739

	BUSINESS ADDRESS:	
		STREET 1:		ING PRIME RATE TRUST
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		4804773000

	MAIL ADDRESS:	
		STREET 1:		ING PRIME RATE TRUST
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM AMERICA PRIME RATE TRUST
		DATE OF NAME CHANGE:	19960518

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM PRIME RATE TRUST/
		DATE OF NAME CHANGE:	19960518

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM PRIME RATE TRUST
		DATE OF NAME CHANGE:	19920703

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ING EQUITY TRUST
		CENTRAL INDEX KEY:			0001063946
		IRS NUMBER:				000000000
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		497
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	333-56881
		FILM NUMBER:		051108729

	BUSINESS ADDRESS:	
		STREET 1:		ING FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258
		BUSINESS PHONE:		800-992-0180

	MAIL ADDRESS:	
		STREET 1:		ING FUNDS
		STREET 2:		7337 E. DOUBLETREE RANCH ROAD
		CITY:			SCOTTSDALE
		STATE:			AZ
		ZIP:			85258

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	PILGRIM EQUITY TRUST
		DATE OF NAME CHANGE:	19991029

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	NORTHSTAR EQUITY TRUST
		DATE OF NAME CHANGE:	19980612
</SEC-HEADER>
<DOCUMENT>
<TYPE>497
<SEQUENCE>1
<FILENAME>p71206de497.txt
<DESCRIPTION>497(E)
<TEXT>
<PAGE>

                       SUPPLEMENT DATED SEPTEMBER 28, 2005
                         TO THE CURRENT PROSPECTUSES OF
 ING CORPORATE LEADERS TRUST, ING EQUITY TRUST, ING FUNDS TRUST, ING INVESTMENT
 FUNDS, INC., ING INVESTORS TRUST (ONLY INCLUDES ING AMERICAN FUNDS PORTFOLIOS,
             ING LIFESTYLE PORTFOLIOS, ING MARKETPRO PORTFOLIO, ING
  MARKETSTYLE PORTFOLIOS AND ING VP INDEX PLUS INTERNATIONAL EQUITY PORTFOLIO),
     ING MAYFLOWER TRUST, ING MUTUAL FUNDS, ING PRIME RATE TRUST, ING SENIOR
             INCOME FUND, ING VARIABLE INSURANCE TRUST, ING VARIABLE
  PRODUCTS TRUST, ING VP EMERGING MARKETS FUND, INC., ING VP NATURAL RESOURCES
                TRUST AND USLICO SERIES FUND (THE "REGISTRANTS")

The Prospectuses for the Registrants are hereby supplemented with the following
information relating to "Information Regarding Trading of ING's U.S. Mutual
Funds." To the extent that any of the following disclosure modifies or is
otherwise inconsistent with the disclosure provided in your current Prospectus,
the disclosure in this supplement supersedes your Prospectus disclosure.

INFORMATION REGARDING TRADING OF ING'S U.S. MUTUAL FUNDS

As discussed in earlier supplements, ING Investments, LLC ("Investments"), the
adviser to the ING Funds, has reported to the Boards of Directors/Trustees (the
"Boards") of the ING Funds that, like many U.S. financial services companies,
Investments and certain of its U.S. affiliates have received informal and formal
requests for information since September 2003 from various governmental and
self-regulatory agencies in connection with investigations related to mutual
funds and variable insurance products. Investments has advised the Boards that
it and its affiliates have cooperated fully with each request.

In addition to responding to regulatory and governmental requests, Investments
reported that management of U.S. affiliates of ING Groep N.V., including
Investments (collectively, "ING"), on their own initiative, have conducted,
through independent special counsel and a national accounting firm, an extensive
internal review of trading in ING insurance, retirement, and mutual fund
products. The goal of this review was to identify any instances of inappropriate
trading in those products by third parties or by ING investment professionals
and other ING personnel. ING's internal review related to mutual fund trading is
now substantially completed. ING has reported that, of the millions of customer
relationships that ING maintains, the internal review identified several
isolated arrangements allowing third parties to engage in frequent trading of
mutual funds within ING's variable insurance and mutual fund products, and
identified other circumstances where frequent trading occurred, despite measures
taken by ING intended to combat market timing. ING further reported that each of
these arrangements has been terminated and fully disclosed to regulators. The
results of the internal review were also reported to the independent members of
the Boards.

Investments has advised the Boards that most of the identified arrangements were
initiated prior to ING's acquisition of the businesses in question in the U.S.
Investments

<PAGE>

further reported that the companies in question did not receive special benefits
in return for any of these arrangements, which have all been terminated.

Based on the internal review, Investments has advised the Boardsthat the
identified arrangements do not represent a systemic problem in any of the
companies that were involved.

In September 2005, ING Funds Distributor, LLC ("IFD"), the distributor of
certain ING Funds, settled an administrative proceeding with the NASD regarding
three arrangements, dating from 1995, 1996 and 1998, under which the
administrator to the then-Pilgrim Funds, which subsequently became part of the
ING Funds, entered into formal and informal arrangements that permitted frequent
trading. Under the terms of the Letter of Acceptance, Waiver and Consent ("AWC")
with the NASD, under which IFD neither admitted nor denied the allegations or
findings, IFD consented to the following sanctions: (i) a censure; (ii) a fine
of $1.5 million; (iii) restitution of approximately $1.44 million to certain ING
Funds for losses attributable to excessive trading described in the AWC; and
(iv) agreement to make certification to NASD regarding the review and
establishment of certain procedures.

In addition to the arrangements discussed above, Investments reported to the
Boards that, at this time, these instances include the following, in addition to
the arrangements subject to the AWC discussed above:


         -        Aeltus Investment Management, Inc. (a predecessor entity to
                  ING Investment Management Co.) identified two investment
                  professionals who engaged in extensive frequent trading in
                  certain ING Funds. One was subsequently terminated for cause
                  and incurred substantial financial penalties in connection
                  with this conduct and the second has been disciplined.

         -        ReliaStar Life Insurance Company ("ReliaStar") entered into
                  agreements seven years ago permitting the owner of policies
                  issued by the insurer to engage in frequent trading and to
                  submit orders until 4pm Central Time. In 2001 ReliaStar also
                  entered into a selling agreement with a broker-dealer that
                  engaged in frequent trading. Employees of ING affiliates were
                  terminated and/or disciplined in connection with these
                  matters.

         -        In 1998, Golden American Life Insurance Company entered into
                  arrangements permitting a broker-dealer to frequently trade up
                  to certain specific limits in a fund available in an ING
                  variable annuity product. No employee responsible for this
                  arrangement remains at the company.

For additional information regarding these matters, you may consult the Form 8-K
and Form 8-K/A for each of four life insurance companies, ING USA Annuity and
Life Insurance Company, ING Life Insurance and Annuity Company, ING Insurance
Company of America, and ReliaStar Life Insurance Company of New York, each filed
with the Securities and Exchange Commission (the "SEC") on October 29, 2004 and
September 8, 2004. These Forms 8-K and Forms 8-K/A can be accessed through the
SEC's Web site at http://www.sec.gov. Despite the extensive internal review
conducted

                                        2

<PAGE>

through independent special counsel and a national accounting firm, there can be
no assurance that the instances of inappropriate trading reported to the Boards
are the only instances of such trading respecting the ING Funds.


Investments reported to the Boards that ING is committed to conducting its
business with the highest standards of ethical conduct with zero tolerance for
noncompliance. Accordingly, Investments advised the Boards that ING management
was disappointed that its voluntary internal review identified these situations.
Viewed in the context of the breadth and magnitude of its U.S. business as a
whole, ING management does not believe that ING's acquired companies had
systemic ethical or compliance issues in these areas. Nonetheless, Investments
reported that given ING's refusal to tolerate any lapses, it has taken the steps
noted below, and will continue to seek opportunities to further strengthen the
internal controls of its affiliates.

         -        ING has agreed with the ING Funds to indemnify and hold
                  harmless the ING Funds from all damages resulting from
                  wrongful conduct by ING or its employees or from ING's
                  internal investigation, any investigations conducted by any
                  governmental or self-regulatory agencies, litigation or other
                  formal proceedings, including any proceedings by the SEC.
                  Investments reported to the Boards that ING management
                  believes that the total amount of any indemnification
                  obligations will not be material to ING or its U.S. business.

         -        ING updated its Code of Conduct for employees reinforcing its
                  employees' obligation to conduct personal trading activity
                  consistent with the law, disclosed limits, and other
                  requirements.

         -        The ING Funds, upon a recommendation from ING, updated their
                  respective Codes of Ethics applicable to investment
                  professionals with ING entities and certain other fund
                  personnel, requiring such personnel to pre-clear any purchases
                  or sales of ING Funds that are not systematic in nature (i.e.,
                  dividend reinvestment), and imposing minimum holding periods
                  for shares of ING Funds.

         -        ING instituted excessive trading policies for all customers in
                  its variable insurance and retirement products and for
                  shareholders of the ING Funds sold to the public through
                  financial intermediaries. ING does not make exceptions to
                  these policies.

         -        ING reorganized and expanded its U.S. Compliance Department,
                  and created an Enterprise Compliance team to enhance controls
                  and consistency in regulatory compliance.

         REQUESTS FOR INFORMATION FROM NEW YORK ATTORNEY GENERAL

         As has been widely reported in the media, the New York Attorney
         General's office ("NYAG") is conducting broad investigations regarding
         insurance quoting and brokerage practices. ING U.S. has been subpoenaed
         in this regard, and is cooperating fully with these NYAG requests for
         information.

         ING U.S. believes that its practices are consistent with our business
         principles and our commitment to our customers.

                                       3

<PAGE>

         At this time, in light of the current regulatory factors, ING U.S. is
         actively engaged in reviewing whether any modifications in our
         practices are appropriate for the future.

         There can be no assurance that these matters, or the adverse publicity
         associated with them, will not result in increased fund redemptions,
         reduced sale of fund shares, or other adverse consequences to ING
         Funds.

         This supplement supersedes the supplement dated August 31, 2005 with
         respect to ING GET U.S. Core Portfolio - Series 10 and ING GET U.S.
         Core Portfolio - Series 11; the supplement dated July 29, 2005 with
         respect to ING Fixed Income Funds and ING Money Market Fund; the
         supplement dated July 29, 2005 with respect to ING Institutional Prime
         Money Market Fund; the supplement dated July 29, 2005 with respect to
         ING MarketPro Portfolio, ING MarketStyle Portfolios and ING VP Index
         Plus International Equity Portfolio; the supplement dated July 1, 2005
         with respect to ING Prime Rate Trust; the supplement dated July 1, 2005
         with respect to ING Senior Income Fund; the supplement dated June 1,
         2005 with respect to ING GET U.S. Core Portfolio - Series 9; the
         supplement dated April 29, 2005 with respect to ING American Funds
         Portfolios and ING Lifestyle Portfolios; the supplement dated April 29,
         2005 with respect to ING Corporate Leaders Trust; the supplement dated
         April 29, 2005 with respect to ING Domestic Equity Value Funds; the
         supplement dated April 29, 2005 with respect to ING GET U.S. Core
         Portfolios; the supplement dated April 29, 2005 with respect to ING VP
         Global Equity Dividend Portfolio; the supplement dated April 29, 2005
         with respect to ING Variable Products Trust Portfolios; the supplement
         dated April 29, 2005 with respect to ING VP Emerging Markets Fund; the
         supplement dated April 29, 2005 with respect to ING VP Natural
         Resources Trust; the supplement dated April 29, 2005 with respect to
         USLICO Series Fund; the supplement dated March 1, 2005 with respect to
         ING Global Equity Funds and ING International Equity Funds; the
         supplement dated February 1, 2005 with respect to ING Domestic Equity
         Value Funds; the supplement dated February 1, 2005 with respect to ING
         Global Equity Fund and ING International Equity Fund; the supplement
         dated October 29, 2004 with respect to ING Domestic Equity Growth
         Funds, ING Domestic Equity Value Funds and ING Domestic Equity and
         Income Funds; and the supplement dated October 29, 2005 with respect to
         ING Principal Protection Funds.

               PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE

                                       4
</TEXT>
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