Issued by Security Life of Denver Insurance Company

Your future. Made easier.SM

LIFE

Your Guide to ING Indexed Universal Life – CV

Early retirement.Financial security.Expanding your business.

Oh, the possibilities.

Work Hard NowPlay Hard LaterLike most Americans, you’re working as hard as you can today to enjoythe retirement you deserve tomorrow. A retirement filled with traveling to far off places. Or simply to visit the grandkids a few extra times a year.A retirement involving a dream home near the ninth tee. A retirementwhere you can help finance your child’s or grandchild’s college education.Or finance your own reading collection for afternoons on the hammock.

Although everyone’s mental picture of his or herretirement years is different, most would agree

on one thing. That if you work hard now,you should be able to enjoy the fruits ofyour labor later.

Financing Your Retirement Wish List.

In these ever-changing times, affording your dreams can be challenging to say the least. In the “old” days, you could rely on the three-pronged approach to retirement planning:

• Social Security• Employer-Sponsored Plans• Personal Assets

But times have changed. Social Security is no longer the ironclad program it once was andits future is in question. Employers are cutting back on their retirement benefits, if they evenoffer them at all. This leaves one’s personal assets to now shoulder a greater share of theretirement challenge.

Consider this.John Anderson, a 50 year old marketing professional, is married with twoteenage boys, ages 13 and 16. He has minimal life insurance coveragethrough his employer and maximizes his contributions to his company’sretirement plan annually. However, after meeting with a financialprofessional, he realizes he still may not have enough assets to generatethe required amount of income needed in his retirement years. He canmanage to save an additional $15,000 per year to help supplement hisexisting retirement plan, but he’s not sure what other conservativealternatives he should consider to get the most bang for his buck.

That’s where ING Indexed Universal Life-CV can help.• Because ING Indexed Universal Life-CV has no contribution limits like his company’s retirement plan,

he is able to contribute the additional $15,000, or more, per year.

• Through policy withdrawals and loans, he is able to tap into the policy’s cash values to generate anannual tax-free income stream above and beyond the income he would receive from his company’sretirement plan. While interest accumulated in other financial vehicles may be fully taxable when eitherearned or withdrawn, money accessed via policy loans and withdrawals* until it exceeds the premiumspaid is 100% income tax and penalty free.

• And with a family to think about, he is immediately covered with insurance protection that can be usedto help finance whatever needs his family has (i.e. paying off the mortgage, college funding, etc.) in theevent of his premature death.

* Loans and withdrawals may limit your ability to make elections to the Indexed Strategy, reduce or eliminate index credits, generate an income tax liability, reduce available cash valueand reduce the death benefit, or cause the policy to lapse.

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Have you maximizedyour company’sretirement plan andare now wonderingwhat the next stepshould be?[ ]

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The Value of ING Indexed Universal Life-CV

Long-term Growth PotentialING Indexed Universal Life-CV is a life insurance product that offers valuable death benefit protection, as wellas the potential for long-term surrender value accumulation. That’s money that you can access through policyloans and withdrawals income tax-free.1 Yes, income tax-free.

With the help of this policy you may be able to:• Supplement your retirement income• Help fund college costs• Pay for long term care or other unexpected medical expenses• As a business owner, attract and retain your key employees

Valuable Death Benefit ProtectionWith three death benefit options, you have the flexibility to choose what best suits your life insurance needsand financial objectives. You select which death benefit option best meets your goals now, and in the future.Since financial goals can change, you can change the death benefit option after the first year. This meansthat within certain limits you can increase or decrease the policy death benefit to meet your changing needs.(The death benefit is not subject to the index adjustment.)

Premium Financing for Life InsuranceBuying life insurance presents a unique challenge for individuals of high net worth. The desire for a valuabledeath benefit is often met with the reluctance of diverting funds from potentially profitable investments tobuy a policy. Fortunately, ING Indexed Universal Life-CV can be used in premium financing for life insurance.

Essentially, premium financing means borrowing money to pay life insurance premiums. The concept issimple, but the actual transaction is very complex. For this reason, it is absolutely critical to involve your owntax and legal advisors in the process.

ING Indexed Universal Life-CV is a strong product to use in traditional premium financing for life insurancecases in part because of the Waiver of Surrender Charge Rider (state restrictions may apply). This rider,available only on traditional premium financing cases, waives surrender charges when a qualifying eventoccurs. It may also allow you to post less outside collateral (such as a letter of credit) because it may providethe lending institution access to the full policy net account value under the conditions set forth in the rider. Apremium financing arrangement can be useful in estate planning for those who qualify. There is the potentialfor a gift tax savings when the policy is owned by an irrevocable life insurance trust. For more information,contact your personal tax and legal advisors.

1 Income tax free distributions are achieved by withdrawing to the cost basis then using policy loans. Withdrawals and loans may limit your ability to make elections to the IndexedStrategy, reduce or eliminate index credits, generate an income tax liability, reduce available cash value, reduce the death benefit or cause the policy to lapse.

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Businesses Can Also Benefit From Potential Surrender Value Build-Up.Surrender value accumulation is not only beneficial forpersonal goals, but for business goals as well. Businessescan use ING Indexed Universal Life-CV to help:

• Manage cash flow problems.• Expand their business into a new building or buy

new equipment.• Provide extra retirement benefits to a valued employee.• Buy out an older partner.

And so much more.

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Indexed universal life insurance is virtually the same as more traditionaluniversal life insurance with one very important difference: the creditingrate is linked, in part to increases, if any, in a designated market index.Meaning, changes in a market index are taken into account as part ofthe formula that determines the amount credited to the policy.

* Rate declared by company

With indexed universal life there is an opportunity for more upsidepotential than with a more traditional universal life policy. At the sametime, the downside risk, is limited through a guaranteed minimuminterest rate* unlike a variable universal life policy.

* All guarantees are based on the financial strength and claims-paying ability of Security Life of Denver InsuranceCompany, who is solely responsible for all obligations under its policies.

Flexibility.Universal life insurance allows you to pay premiums at any time, invirtually any amount, subject to certain minimums and maximums. Plus, you can pay premiums in advance, even skip payments, subject tocertain limitations. And, because your financial needs are ever changing,you decide how much life insurance you need at any particular time.Universal life insurance allows you, within limits, to reduce or increasethe death benefit to keep pace with your needs.

What indexed universallife insurance IS NOT

IT IS NOT an investment in the stock market and does notparticipate in any stock, equity or bond investment.

You DO NOT buy or participatedirectly in the index. The index issimply a measuring tool that’s onecomponent used to determine theamount the company will credit tothe policy.

IT IS NOT a policy where cashvalue is based upon performanceof a variable investment option,such as in the case with variableuniversal life insurance.

IT IS NOT meant to be used as a short-term investment vehicle.

Indexed universal life and the opportunity it brings

Benefits Traditional UL Indexed UL

Valuable death benefit protection X X

Flexible premiumpayment options X X

Amount credited to the policy

Based on the insurancecompany’s portfolio rate*

Linked in part to increases, if any, in a market index

Enhanced

Crediting

Potential

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Is an indexed universal life product right for me?

Indexed universal life is a life insurance product with greater cash value protection against market decline than variable universal life, and more crediting potential than with more traditional universal life.

Determine your risk comfort level by asking yourself the following questions:❏ Am I interested in a variable universal life insurance policy with the potential for higher returns

because there is no cap on earnings but also potential for greater loss because there is no minimum rate guarantee?

❏ Is a guaranteed interest rate important to me?

❏ Or, am I somewhere in between the two extremes above and willing to take some risks, but looking forguarantees also?

If you’re like many who fall somewhere in the middle, you probably answered “yes” to the last question. You want security, but know that the price of security often means slower accumulation. The recent volatilityof the market may be fresh in your mind. If you’re looking for that middle ground in a life insurance product,indexed universal life may be the answer.

Traditional Universal Life

Indexed Universal Life

Variable Universal Life

More Conservative More Aggressive

❏ What is the guaranteed minimum interest rate?

❏ How is the rate credited to my policy determined?

❏ What is the participation rate? For how long is the participationrate guaranteed?

❏ What is the point to point?

❏ What is the cap?

❏ What are the administrative fees?

❏ What are the surrender charges or penalties if I want to end mycontract early?

❏ What are the charges associated with partial withdrawals and loans?

Important ConsiderationsAs with any insurance product, you must carefully consider your ownpersonal situation, financial objectives and goals.

Compare similar policies from different companies to find which one islikely to give you the best value for your money. Keep in mind that itmay be misleading to compare one life insurance policy to anotherunless you compare all the features of each policy. Then you can decidewhat combination of features makes the most sense for you.

Note: Some companies refer to thisas the “floor”

Note: Companies may use one or acombination of the followingcrediting methods:

• participation rate

• rate spreads or asset fees

• caps

Participation RatePercentage that determines how muchof the index’s increase is reflected inthe indexed interest

• acts as one factor in determining a ceiling on the crediting rate ofthe policy

Point to Point

Time period over which the index isbeing measured

Cap

The upper limit of index increase thatcan be applied to the policy; may bechanged by the company

Here are some questions you should ask youragent to really gain a better understanding of indexed universal life insurance

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Enhanced Crediting Potential

So now let’s look at that big differentiating factor between ING Indexed Universal Life-CVand a more traditional universal life insurance product . . . enhanced crediting potentialbased in part on the movements of a market index.

How Interest Crediting WorksThere are 2 types of interest crediting strategies: Fixed and Indexed.

Fixed StrategyYour premium payments, minus any premium expense charges (the net premiums), are initially credited to the Fixed Strategy that earns a current interest rate. This rate may vary, but will not be less than theguaranteed minimum interest rate of 3% per year. At each policy anniversary, a new current credited interest rate is guaranteed for the next 12 months. The cost of insurance, administrative, and rider charges are also deducted from the Fixed Strategy. If the Fixed Strategy amount is depleted, the remainder will bededucted proportionately from the Indexed Strategy blocks.

Indexed StrategyThe Indexed Strategy has a guaranteed minimum interest rate of 1% per year and also receives an indexcredit, linked in part to increases, if any, in the S&P 500® 1 (subject to a maximum index credit rate cap). Even if the S&P 500® goes down, or has negative performance, your policy will still be credited with theguaranteed minimum interest rate of 1% per year on the amounts you have elected to the Indexed Strategy.Remember, you are not directly investing in the stocks of the S&P 500®, or in the index itself. The maximumindex credit rate is based on the index cap and is subject to change at any time. Please see the DisclosureSupplement to Application and the policy for details on the calculation of the index credit.

If desired, you may choose to automatically have a percentage of each of your net premiums elected to theIndexed Strategy. On the 28th of each month (given at least three business days prior notification), you mayalso elect an additional amount from the Fixed Strategy to the Indexed Strategy. The money elected in aparticular month to the Indexed Strategy belongs to that month’s “block.” When each block – and you canhave as many as 12 blocks in a year – matures 12 months from its election date, the appropriate index creditis applied to your block. You may then elect some or all of the matured block value to the Fixed Strategy, orallow it to automatically start a new Indexed Strategy block. Please see your Disclosure Supplement toApplication and policy for details on election restrictions.

See how it works.You make a

Premium Payment.

Indexed StrategyComprised of “blocks,” with each block earning

index credits linked in part to increases, if any, in the S&P 500® (subject to amaximum index credit

rate cap), plus a guaranteedminimum interest rate of 1%.

We deduct the premium expense charge.

Net premium is credited to the Fixed Strategy.

Fixed StrategyEarns an interest rate

no less than 3% per year.Remaining charges

are deducted at this time as provided in the policy.

Elections may be made monthly, creating a new block with each election.

Elections may occur on the block's maturity date.

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Why the S&P 500® Index?The Standard & Poor’s® 500Composite Stock Price Index (S&P500®) is used as the index for INGIndexed Universal Life-CV.

The widely recognized S&P 500® iscurrently the most commonly usedindex for indexed universal life. Itrepresents about 75% of the totalUS equity market2.

The graph to the right is ahypothetical example of how thefluctuation in the S&P 500® Indexwould have impacted the calculationof the index credit for ING IndexedUniversal Life-CV.

-40%

-35%

-30%-25%

-20%

-15%

-10%

-5%

0%

5%

10%

15%

20%

25%

30%

35%

1 The S&P 500® (Standard & Poor’s 500® Composite Stock Price Index) is an index of the stock performance of 500 publicly traded companies that does not reflect thedividends payable on the underlying stocks. If the S&P 500® is discontinued, becomes unavailable to us or if calculation of the index is substantially changed, we willsubstitute a successor index of our choosing (subject to the approval of the state insurance authorities), and communicate the change to you in writing.

“Standard & Poor’s®”, “S&P®”, “S&P 500®”, “Standard & Poor’s 500”, and “500” are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use bySecurity Life of Denver Insurance Company. This Product is not sponsored, endorsed, sold or promoted by Standard & Poor’s and Standard & Poor’s makes no representationregarding the advisability of purchasing this Product.

2 Source: Standard & Poor’s®

8

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How to Determine Index Credits for the Indexed Strategy

This is an illustrative depiction of the calculation provided in the policy and Disclosure Supplement to Application.

On the block maturity date:

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So let’s look at hypothetical examples using the steps outlined to the left

All values and rates in the following examples (unless otherwise guaranteed) are hypothetical and do notattempt to predict or reflect actual figures. Additionally, the examples use an index cap that may be more orless than the actual cap on the index credit rate for any particular block. Please contact your agent or go towww.inglifeinsurance.com to access updated cap information.

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Access to Policy Cash Values through Loans and Withdrawals

You now know your policy can accumulate cash value and may be wondering, “How do I access it if I need it?”

You may obtain tax-free income through a combination of policy loans and withdrawals.Income tax free distributions are achieved by withdrawing to the cost basis (premiums

paid), then using policy loans. This assumes the policy qualifies as life insurance, is not amodified endowment contract, and does not lapse with an outstanding loan.

With ING Indexed UL-CV, policy loans are available anytime on or after the first monthly processing date.Policy loans after the 10th policy year can be taken at zero net-interest cost on a current basis. This meansthat although a current annual interest rate of 3% (guaranteed not to exceed 3.15%) is charged on policyloans, the company also credits a guaranteed minimum annual interest rate of 3% to the loaned value,resulting in a zero net-interest cost loan. In policy years 1-10, there is a 4% maximum guaranteed annualinterest rate charged on policy loans.

On any monthly processing date after the first policy anniversary, you may take a partial withdrawal againstyour policy's net surrender value. Generally, the minimum partial withdrawal is $500 and the maximum is the net surrender value of the policy minus $500. A $10 fee is charged to the account value for each partial withdrawal.

Loans and withdrawals may limit your ability to make elections to the Indexed Strategy, reduce oreliminate index credits, generate an income tax liability, reduce available cash value and reduce thedeath benefit, or cause the policy to lapse.

RidersTo customize your policy even further, you can add other benefits called riders. Some of the benefits of thefollowing riders include using term insurance to provide planned increases or decreases in death benefits aswell as special benefits if the insured becomes disabled or terminally ill.

• Adjustable Term Insurance Rider• Accelerated Benefit Rider• Additional Insured Rider• Overloan Lapse Protection Rider• Waiver of Cost of Insurance Rider• Waiver of Specified Premium Rider• Waiver of Surrender Charge Rider (Traditional Premium Finance cases only)

These riders are subject to state availability, additional charges and certain limitations, and may not beavailable with all versions of the product.

Tax Free

Income

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Final Points to Consider1. Review your own life insurance needs and

circumstances. Choose the kind of policy with benefitsthat most closely fit your needs and premium paymentsthat match your budget.

2. Indexed universal life insurance policies are not designedto be short-term investment vehicles, rather theyprovide valuable death benefit protection.

3. Read your policy carefully. Ask your agent aboutanything that is not clear to you.

4. Review your life insurance with your agent every fewyears to keep up with your changing income and needs.

Security Life of Denver Insurance Company1290 BroadwayDenver, CO 80203

Neither ING nor its affiliated companies andrepresentatives offer legal or tax advice. You should consult tax and legal advisors regarding your individual situation.

This document is not intended to be a completeexplanation of your policy, which must be consulted for restrictions, definitions and details.

ING Indexed Universal Life-CV, policy form series #1178,with an equity indexed feature, varies by state and may notbe available in every state. It is issued by Security Life ofDenver Insurance Company, a member of the ING family ofcompanies. Not available in New York. All guarantees arebased on the financial strength and claims-paying ability ofSecurity Life of Denver Insurance Company who is solelyresponsible for the obligations under its own policies.

The ING Indexed Universal Life-CV product may not beused in a "Funded ERISA Plan" that includes the followingtypes of employee pension and benefit plans andarrangements: tax qualified plans (i.e., I.R.C. 401(a) profitsharing, defined benefit and defined contribution plans)and funded welfare benefit plans (i.e., I.R.C. §419 andI.R.C. §419A plans, VEBAs, and plans that hold the policyin a secular trust).

© 2009 ING North America Insurance Corporationcn60848112009

ING, A Global LeaderWhen you choose to do business with the ING family of life insurance companies, you arechoosing to do business with a global leader.

ING Groep N.V. (ING), the parent company of Security Life of Denver Insurance Company, is a global financialservices company of Dutch origin with over 150 years experience and now one of the top 20 largest financialinstitutions in the world (based on market capitalization), featuring:*

• More than 85 million private, corporate and institutional clients; over 15 million in the U.S.• Over 130,000 employees• Over $950 billion of assets under management• More than $2.2 trillion in total global assets• Operations and subsidiaries in over 50 countries

You promise to help protect your financial future with one of the ING family of life insurance companies --and we promise to be here when you need us.

*As of 06/30/08. The assets and client base of ING have no impact on Security Life of Denver Insurance Company’s ability to meet its obligations or upon the performance of itsproducts. Insurance product obligations are the sole responsibility of Security Life of Denver Insurance Company.

WWW.ING.COM/US

151837 02/09/2009