EXHIBIT (d)(1)(ii)
[ING LOGO]
FUNDS
February 9, 2005
Xxxxxxx X. Xxxxxx
Executive Vice President
ING Investments, LLC
0000 X. Xxxxxxxxxx Xxxxx Xxxx
Xxxxxxxxxx, XX 00000
Dear Xx. Xxxxxx:
Pursuant to the Amended and Restated Investment Advisory Agreement dated
April 30, 2001, as amended, between ING Variable Products Trust and ING
Investments, LLC (the "Agreement") we hereby notify you of our intention to
modify the annual investment management fee for ING VP High Yield Bond Portfolio
(the "Portfolio"), effective May 2, 2005. Upon your acceptance, the Agreement
will be modified to give effect to the foregoing by amending AMENDED AND
RESTATED SCHEDULE A of the Agreement. The AMENDED AND RESTATED SCHEDULE A, with
the annual investment management fee indicated for the Portfolio, is attached
hereto.
The AMENDED AND RESTATED SCHEDULE A has also been updated to remove ING VP
Growth Opportunities Portfolio and ING VP Growth + Value Portfolio as these
funds recently merged into other funds.
Please signify your acceptance to the modification of the investment
management fee for the Portfolio by signing below where indicated.
Very sincerely,
/s/ Xxxxxx X. Xxxx
------------------
Xxxxxx X. Xxxx
Senior Vice President
ING Variable Products Trust
ACCEPTED AND AGREED TO:
ING Investments, LLC
By: /s/ Xxxxxxx X. Xxxxxx
---------------------
Xxxxxxx X. Xxxxxx
Executive Vice President
0000 X. Xxxxxxxxxx Xxxxx Xx. Tel: 000-000-0000 ING Variable Products Trust
Scottsdale, AZ 00000-0000 Fax: 000-000-0000
xxx.xxxxxxxx.xxx
AMENDED AND RESTATED SCHEDULE A
WITH RESPECT TO THE
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
BETWEEN
ING VARIABLE PRODUCTS TRUST
AND
ING INVESTMENTS, LLC
ANNUAL INVESTMENT MANAGEMENT FEE
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FUNDS (as a percentage of average daily net assets)
-----
ING VP Convertible Portfolio 0.75%
ING VP Disciplined LargeCap Portfolio 0.75% of the first $250 million of assets
0.70% of the next $250 million of assets
0.65% of the next $250 million of assets
0.60% of the next $250 million of assets
0.55% of the assets in excess of $1 billion
ING VP Financial Services Portfolio 0.75% of the first $500 million of assets
0.70% of the assets in excess of $500 million
ING VP High Yield Bond Portfolio 0.63% of the first $750 million of assets
0.60% of the next $250 million of assets
0.55% of the assets in excess of $1 billion
ING VP International Value Portfolio 1.00%
ING VP LargeCap Growth Portfolio 0.75%
ING VP MagnaCap Portfolio 0.75%
ING XX XxxXxx Opportunities Portfolio 0.75%
ING VP Real Estate Portfolio 0.80% of the first $100 million of assets
0.70% of the assets in excess of $100 million
2
ANNUAL INVESTMENT MANAGEMENT FEE
--------------------------------
FUNDS (as a percentage of average daily net assets)
-----
ING VP SmallCap Opportunities Portfolio 0.75% of the first $250 million of assets
0.70% of the next $250 million of assets
0.65% of the next $250 million of assets
0.60% of the next $250 million of assets
0.55% of the assets in excess of $1 billion
3