TEXT-Fitch expects to rate ING U.S. new notes 'BBB-'

Feb 7 - Fitch Ratings expects to assign a 'BBB-' rating to ING U.S., Inc.'s
(ING U.S.) $1 billion planned issuance of 2.9% senior notes due 2018. The
transaction is expected to close on Feb. 11, 2013.

The net proceeds of this offering will be used for general corporate purposes,
including repayment of commercial paper and amounts owed under its term loan
agreement. Pro forma financial leverage is expected to remain near 27%.

On Jan. 7, 2013, Fitch affirmed all of its ratings for ING U.S. and its
subsidiaries with a Stable Outlook.

RATING SENSITIVITIES

The key rating triggers that could result in a downgrade include:
--Inability to complete an IPO as planned. This would include not being able to
secure third party financing to replace the $500 million of remaining
intercompany debt and the $1.275 billion bank term loan;
--A decline in reported risk-based capital (RBC) below 385%;
--Financial leverage exceeding 30% after the IPO;
--Significant adverse operating results;
--Further material reserve charges required in its insurance/variable annuity
books or a significant weakening of distribution channel or scale advantages.

The key rating triggers that could result in an upgrade include:
--Increased operating profitability and generation of consistent statutory
capital;
--Sustained maintenance of GAAP interest coverage over 10x and statutory
interest coverage over 4x;
--A reported RBC above 450%, and financial leverage below 25%;
--Private sale of closed-block book at good value with boost to capitalization
and reduction in volatility and risk.

Fitch expects to assign the following:

ING U.S., Inc.
--2.9% Senior Notes due Feb. 2018 at 'BBB-'.

Fitch currently rates the ING U.S. entities as follows:

ING U.S., Inc.
--Long-term Issuer Default Rating (IDR) at 'BBB';
--5.5% senior notes due July 15, 2022 at 'BBB-'.

ING Life Insurance and Annuity Company
ING USA Annuity and Life Insurance Company
ReliaStar Life Insurance Co.
ReliaStar Life Insurance Company of New York
Security Life of Denver Insurance Company
--Insurer Financial Strength (IFS) at 'A-'.

Equitable of Iowa Companies, Inc.
--Long-term IDR at 'BBB'.

Equitable of Iowa Companies Capital Trust II
--8.424% Trust Preferred Stock at 'BB'.

Additional information is available at 'www.fitchratings.com'. The ratings above
were solicited by, or on behalf of, the issuer, and therefore, Fitch has been
compensated for the provision of the ratings.

Applicable Criteria and Related Research::
--'Insurance Rating Methodology' (Jan. 11, 2013).

Applicable Criteria and Related Research:
Insurance Rating Methodology - Amended