Exhibit 99.B(d)(1)(C)(ii) FIRST AMENDMENT TO MANAGEMENT AGREEMENT

                                                       Exhibit 99.B(d)(1)(C)(ii)

                     FIRST AMENDMENT TO MANAGEMENT AGREEMENT

                               ING INVESTORS TRUST

     This First Amendment, effective as of September 2, 2004, amends the
Management Agreement (the "Agreement") dated February 25, 2004 between ING
Investors Trust (the "Trust"), a Massachusetts business trust and ING
Investments, LLC, an Arizona limited liability company (the "Manager"), with
regards to ING LifeStyle Aggressive Growth Portfolio, ING LifeStyle Growth
Portfolio, ING LifeStyle Moderate Growth Portfolio and ING LifeStyle Moderate
Portfolio, each a Series of the Trust, and any future Series of the Trust that
may become party to the Agreement.

                               W I T N E S S E T H

     WHEREAS, the parties desire to amend the Agreement and agree that the
amendment will be effective as of September 2, 2004.

     NOW, THEREFORE, the parties agree as follows:

     1.   Section 8 of the Agreement is hereby amended by inserting the words
"Board approved" in front of "trade association dues."

     2.   In all other respects, the Agreement is hereby confirmed and remains
in full force and effect.

     IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed as of the day and year first above written.


                               ING INVESTORS TRUST


                               By:   /s/ Xxxxxx X. Naka
                                     ------------------
                                     Xxxxxx X. Naka
                                     Senior Vice President


                               ING INVESTMENTS, LLC


                               By:   /s/ Xxxxxxx X. Xxxxxx
                                     Xxxxxxx X. Xxxxxx
                                     Executive Vice President