Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| [ ] [ ] [X] |
Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) |
| CUSIP No. 921020103 | 13G | Page 2 of 6 Pages |
| 1 | NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS ING Groep N.V. |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
Not Applicable |
(a) [ ] (b) [ ] |
| 3 | SEC USE ONLY |
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION The Netherlands |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
5 | SOLE VOTING POWER 0 |
| 6 | SHARED VOTING POWER 0 |
|
| 7 | SOLE DISPOSITIVE POWER 0 |
|
| 8 | SHARED DISPOSITIVE POWER 0 |
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 |
| 10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable |
[ ] |
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.00 |
| 12 | TYPE OF REPORTING PERSON HC |
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| Item 1(a). | Name of Issuer: Van der Moolen Holding N.V. |
| Item 1(b). | Address of Issuer’s Principal Executive Offices: Keizersgracht 307 1016 ED Amsterdam The Netherlands |
| Item 2(a). | Name of Person Filing: ING Groep N.V. |
| Item 2(b). | Address of Principal Business Office or, if none, Residence: Amstelveenseweg 500 1081 KL Amsterdam P.O. Box 810 1000 AV Amsterdam The Netherlands |
| Item 2(c). | Citizenship: See item 4 on Page 2 |
| Item 2(d). | Title of Class of Securities: Ordinary Shares |
| Item 2(e). | CUSIP Number: 921020103 |
| Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (Not Applicable) |
| (a) | [ ] | Broker or dealer registered under Section 15 of the Exchange Act of 1934, as amended (the “Exchange Act”); |
| (b) | [ ] | Bank as defined in Section 3(a)(6) of the Exchange Act; |
| (c) | [ ] | Insurance company as defined in Section 3(a)(19) of the Exchange Act; |
| (d) | [ ] | Investment company registered under Section 8 of the Investment Company Act of 1940, as amended (the “Investment Company Act”); |
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| (e) | [ ] | An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
| (f) | [ ] | An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
| (g) | [ ] | A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G); |
| (h) | [ ] | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act; |
| (i) | [ ] | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act; |
| (j) | [ ] | Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
| Item 4. | Ownership. |
| (a) | Amount beneficially owned: See item 9 on Page 2 |
| (b) | Percent of class: See item 11 on Page 2 |
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote: See item 5 on Page 2 |
| (ii) | Shared power to vote or to direct the vote: See item 6 on Page 2 |
| (iii) | Sole power to dispose or to direct the disposition of: See item 7 on Page 2 |
| (iv) | Shared power to dispose or to direct the disposition of: See item 8 on Page 2 |
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| Item 5. | Ownership of Five Percent or Less of a Class. Not Applicable |
| Item 6. | Ownership of More than Five Percent on Behalf of Another
Person. Not Applicable |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. Not Applicable |
| Item 8. | Identification and Classification of Members of the Group. Not Applicable |
| Item 9. | Notice of Dissolution of Group. Not Applicable |
| Item 10. | Certification. Not Applicable |
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| January 28, 2003 (Date) |
|
| ING GROEP N.V. |
|
| By: /s/ C. F. Drabbe (Signature) C. F. Drabbe, Assistant General Counsel (Name/Title) B.H. Uyttenbroek (Signature) B.H. Uyttenbroek Compliance Officer (Name/Title) |