(d)(4)(ii)
[LOGO]
May 16, 2007
ING Investment Management Advisors B.V.
Xxxxxxx Xxxxxxxxxxx 00
XX Xxx 00000 0000 XX
The Hague, The Netherlands
Attention: Xxxx Xxxxxxx
Dear Xx. Xxxxxxx:
Pursuant to Section 1 of the Amended and Restated Sub-Advisory Agreement
dated December 7, 2005 between ING Investments, LLC and ING Investment
Management Advisors B.V. (the "Agreement") we hereby notify you of our
intention to retain you as Sub-Adviser to render investment advisory services
to ING International Equity Dividend Fund (the "Fund"), a newly established
series of ING Mutual Funds, upon all of the terms and conditions set forth in
the Agreement. Upon your acceptance, the Agreement will be modified to give
effect to the foregoing by adding the above-mentioned Fund to the Amended
Schedule A of the Agreement. The Amended Schedule A, with the annual
sub-advisory fees indicated for the Fund, is attached hereto.
Please signify your acceptance to act as Sub-Adviser under the Agreement
with respect to the Fund by signing below.
Very sincerely,
/s/ Xxxx Xxxxx
------------------------------
Xxxx Xxxxx
Senior Vice President
ING Investments, LLC
ACCEPTED AND AGREED TO:
ING Investment Management
Advisors B.V.
By: /s/ X.X. Xxx Xxxxxxxx
--------------------------
Name: X.X. Xxx Xxxxxxxx
Title: CIO ING ING IM , Duly
Authorized
0000 X. Xxxxxxxxxx Xxxxx Xx. Tel: 000-000-0000 ING Investments, LLC
Scottsdale, AZ 00000-0000 Fax: 000-000-0000
xxx.xxxxxxxx.xxx
AMENDED SCHEDULE A
to the
AMENDED AND RESTATED SUB-ADVISORY AGREEMENT
by and between
ING INVESTMENTS, LLC
and
ING INVESTMENT MANAGEMENT ADVISORS B.V.
Series Annual Sub-Adviser Fee
------ -------------------------------------
(as a percentage of average daily net
assets)
ING Emerging Markets Fixed Income Fund 0.35% on the first $250 million;
0.30% on the next $250 million; and
0.25% thereafter
ING Global Equity Dividend Fund 0.20%
ING Index Plus International Equity Fund 0.20%
ING International Equity Dividend Fund 0.20%
ING International Value Opportunities 0.25% on the first $1 billion; and
Fund 0.20% thereafter
ING Russia Fund 0.60%
