SECOND AMENDMENT TO SERVICES AGREEMENT

Exhibit 24(b)(8.71)
SECOND AMENDMENT
TO SERVICES AGREEMENT
This Second Amendment dated as of July 29, 2009 by and between ING Life Insurance and
Annuity Company (formerly Aetna Life Insurance and Annuity Company) (“ING Life”), ING Institutional
Plan Services, LLP (“ING Institutional”), ING Financial Advisers, LLC (formerly Aetna Investment
Services, Inc.)(“ING Financial”)(collectively “ING”), and Xxxxxxx, Xxxxx & Co. (“Distributor”), is made to
the Services Agreement dated as of May 1, 1999, as amended on September 1, 2004. Terms defined in the
Agreement are used herein as therein defined.
WHEREAS, the parties wish to add ING Institutional to the Agreement; and
WHEREAS, the parties wish to amend certain other provisions of the Agreement, as provided
below.
NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter
contained, the parties agree as follows:
1.	ING Institutional is hereby added to the Agreement as an additional recordkeeper, and all
provisions relating to ING Life in the Agreement are hereby amended to refer to both ING Life and ING
Institutional.	The defined term “ING” in the Agreement is hereby amended to include ING Life, ING
Institutional, and ING Financial.
2.	Paragraph 2 of the Agreement is hereby deleted in its entirety and replaced with the
following:
	2.	Omnibus Account.
		The parties agree that up to two omnibus accounts, each held in the name of the
	Nominee, may be maintained for those Plan assets directed for investment in the Funds
	(“Account” or “Accounts"). One such omnibus account may be maintained in
	connection with Plans for which ING Life is providing various recordkeeping and other
	administrative services, and the other such omnibus account may be maintained in
	connection with Plans for which ING Institutional is providing various recordkeeping
	and other administrative services. Alternatively, one Account may be maintained in
	connection with Plans for which both ING Life and ING Institutional shall provide such
	recordkeeping and administrative services. ING Life or ING Institutional, as service
	agents for the Plans, shall facilitate purchase and sale transactions with respect to the
	Account in accordance with the Agreement, and shall perform some of all of the services
	as set forth in Exhibit I in their capacity as service agents for the Plans.
3.	Paragraph 4 of the Agreement is hereby deleted in their entirety and replaced with the
following:

	4.	Servicing Fees: The provision of shareholder and administrative services
	to the Plans shall be the responsibility of ING Financial, ING Life, ING Institutional, or
	the Nominee and shall not be the responsibility of Distributor. The Nominee will be
	recognized as the sole shareholder of Fund shares purchased under this Agreement. It is
	further recognized that there will be a substantial savings in administrative expense and
	recordkeeping expenses by virtue of having one shareholder rather than multiple
	shareholders. In consideration of the administrative savings resulting from such
	arrangement, Distributor agrees to pay or cause to be paid an annual fee as specified in
	Exhibit III (attached), based on the average net assets invested in the Funds through ING
	Life’s or ING Institutional’s arrangements with Plans in each calendar quarter. The
	servicing fees may include a sub-transfer agency fee, a service fee, and an additional fee
	paid from fund assets. All payments are for services provided by ING Life and/or ING
	Institutional. Within thirty (30) days after the end of each calendar quarter Distributor
	shall provide ING Life or ING Institutional with a statement showing the aggregate value
	of ING Life’s or ING Institutional’s accounts for the preceding quarter and include
	therewith a payment to ING Life or ING Institutional for the compensation due ING Life
	in accordance with this paragraph. The Funds and/or Distributor may be responsible for
	the payment of all or a portion of the fees specified in Exhibit III.
4.	The following is added as Section 11(d) to the Agreement:
	(d) Representations of ING Institutional. ING Institutional represents and
	warrants:
	(i) that it (1) is a limited liability company organized under the laws of the State
	of Delaware, (2) is in good standing in that jurisdiction, (3) is in material compliance
	with all applicable federal and state laws, (4) is duly licensed and authorized to conduct
	business in every jurisdiction where such license or authorization is required, and will
	maintain such license or authorization in effect at all times during the term of this
	Agreement, and (5) has full authority to enter into this Agreement and carry out its
	obligations pursuant to it terms; and
	(ii) that it is authorized under the Plans to (1) provide administrative services to
	the Plans and (2) facilitate transactions in the Fund through the Account.
5.	The following replaces Section 15(b) of the Agreement:
	(b) Notices. All notices and other communications hereunder shall be given or
	made in writing and shall be delivered personally, or sent by telex, facsimile, express
	delivery or registered or certified mail, postage prepaid, return receipt requested, to the
	party or parties to whom they are directed at the following address, or at such other
	addresses as may be designated by notice from such party to all other parties.
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	To ING Life/ING Financial/ING Institutional:
	Xxxxxxx Xxxxxxxxxx
	Counsel
	ING Americas Legal Services
	Xxx Xxxxxx Xxx, X0X
	Xxxxxxx, XX 00000
	Fax: 000-000-0000
	To Distributor:
	Xxxxxxx, Xxxxx & Co.
	00 Xxx Xxxx
	Xxx Xxxx, XX 00000
	Attn: Xxxxx XxXxxxxx
	Any notice, demand or other communication given in a manner prescribed in this
	Subsection (b) shall be deemed to have been delivered on receipt.
6.	The following paragraph is added under Section 15 “Miscellaneous” of the Agreement:
	(h) Distributor acknowledges and agrees that due to systems limitations, ING
	Life and ING Institutional are not able to deduct redemption fees that may otherwise be
	required by the Funds; provided however that upon development of systematic
	capabilities to administer redemption fees, or as otherwise requested by Distributor in
	writing, ING Life and ING Institutional will implement such redemptions fees in a time
	frame and manner mutually acceptable to all parties. ING Life and ING Institutional
	agree that in the event redemption fees are not implemented in a time frame and manner
	mutually acceptable to all parties, Distributor may remove from the list of available
	Funds any Fund that assesses a redemption fee.
7.	Exhibit III to the Agreement is hereby deleted and replaced by Exhibit III, attached
hereto.
8.	Except as modified hereby, all other terms and conditions of the Agreement shall remain in
full force and effect.
9.	This Amendment may be executed in two or more counterparts, each of which shall be
deemed to be an original, but all of which together shall constitute one and the same Amendment.
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	IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first
written above.
ING LIFE INSURANCE AND		XXXXXXX, XXXXX & CO.
ANNUITY COMPANY
By:	/s/ Xxxx X. Xxxxxxx	By:	/s/ Xxxxx X. Xxxxxxx
Name:	Xxxx X. Xxxxxxx	Name:	Xxxxx Xxxxxxx
Title: Vice President		Title:	Managing Director
ING FINANCIAL ADVISERS, LLC		XXXXXXX SACHS TRUST
By:	/s/ Xxxxx Xxxxxx	By:	/s/ Xxxxx X. Xxxxxxx
Name:	Xxxxx Xxxxxx	Name:	Xxxxx Xxxxxxx
Title: COO/VP		Title:	Secretary
ING INSTITUTIONAL PLAN SERVICES, LLC
By:	/s/ Xxxxxxxx Xxxxxxxxx Attorney in Fact
Name: Xxxxxxxx Xxxxxxxxx
Title: Vice President
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	EXHIBIT III
	AVAILABLE FUNDS
The Xxxxxxx Sachs Equity Funds (including Asset Allocation and Retirement Strategy Portfolios) (“Equity
Funds”) and the Xxxxxxx Xxxxx Fixed Income Funds (including Income Strategies) (“Fixed Income Funds”)
	APPLICABLE FEES
Funds and Share	Sub-Transfer Agent	Service Fee1	Additional Fee2
Class	Fee
Service Shares -	____%	____%	____%
Equity Funds
Service Shares - Fixed	____%	____%	____%
Income Funds
A Shares - Equity	____%	____%	____%
Funds
A Shares - Fixed	____%	____%	____%
Income Funds
Institutional Shares -	____%	____%	____%
Equity Funds
Institutional Shares -	____%	____%	____%
Fixed Income Funds
R Shares - Equity	____%	____%	____%
Funds
R Shares - Fixed	____%	____%	____%
Income Funds
IR Shares - Equity	____%	____%	____%
Funds
IR Shares - Fixed	____%	____%	____%
Income Funds
Institutional Class	____%	____%	____%
(FST Shares) –
Financial Square
Money Market Funds
Select Class –	____%	____%	____%
Financial Square
Money Market Funds
Preferred Class –	____%	____%	____%
Financial Square
1 The Service Fee is paid out of Fund assets.
2 The Additional Fee is paid from the profits of Xxxxxxx, Sachs & Co. and/or its affiliates.
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Money Market Funds
Capital Class –	____%	____%	____%
Financial Square
Money Market Funds
Adminstration Class –	____%	____%	____%
Financial Square
Money Market Funds
Service Class –	____%	____%	____%
Financial Square
Money Market Funds
Exhibit III (continued)
The fees are as follows for the Plans invested in the Funds, which ING Life and ING Institutional
provided administrative and record keeping services, prior to the date of this amendment, as
listed in Schedule 1:
Funds and Share	Sub-Transfer Agent	Service Fee1	Additional Fee2
Class	Fee
Service Shares -	____%	____%	____%
Equity Funds
Service Shares - Fixed	____%	____%	____%
Income Funds
A Shares - Equity	____%	____%	____%
Funds
A Shares - Fixed	____%	____%	____%
Income Funds
Institutional Shares –	____%	____%	____%
Equity Funds
Institutional Shares –	____%	____%	____%
Fixed Income Funds
Institutional Shares -	____%	____%	____%
Mid Cap Value Fund
Institutional Shares -	____%	____%	____%
Small Cap Value
Fund
- Growth
Opportunities Fund
- Large Cap Value
Fund
1 The Service Fee is paid out of Fund assets.
2 The Additional Fee is paid from the profits of Xxxxxxx, Xxxxx & Co. and/or its affiliates.
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Institutional Class	____%	____%	____%
(FST Shares) –
Financial Square
Money Market Funds
Select Class –	____%	____%	____%
Financial Square
Money Market Funds
Preferred Class –	____%	____%	____%
Financial Square
Money Market Funds
Capital Class –	____%	____%	____%
Financial Square
Money Market Funds
Adminstration Class –	____%	____%	____%
Financial Square
Money Market Funds
Service Class –	____%	____%	____%
Financial Square
Money Market Funds
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