Ms. Michelle Whitman Sheiowitz ING

                                                                                      Exhibit 24(b)(8.19)
October 28, 2011 

Xx. Xxxxxxxx Xxxxxxx Xxxxxxxxx 

ING 

000 Xxxxxx xxxxx 

Somerset, NJ 08873 

Dear Xx. Xxxxxxxxx: 

As you may know, ING Institutional Plan Services, LLC and ING Investment Advisors, LLC 

(formerly known as CitiStreet LLC and CitiStreet Associates LLC) entered into an Amended and 

Restated Shareholder Services Agreement, dated September 8, 2004, as amended ("Agreement 

1"), with Artisan Partners Distributors LLC (formerly known as Artisan Distributors LLC), 

Artisan Partners Limited Partnership and Artisan Partners Funds, Inc.¹ In addition, ING Life 

Insurance and Annuity Company, ING Institutional Plan Services, LLC, and ING Financial 

Advisers, LLC entered into a Selling and Services Agreement and Fund Participation 

Agreement, dated November 30, 2006, as amended ("Agreement 2" and together with 

Agreement 1, the "Agreements"), with Artisan Partners Distributors LLC, Artisan Partners 

Limited Partnership and Artisan Partners Funds, Inc. ING Institutional Plan Services, LLC, ING 

Investment Advisors, LLC, ING Life Insurance and Annuity Company and ING Financial 

Advisers, LLC are collectively referred to herein as "ING". Pursuant to the Agreements, shares 

of one or more of the mutual fund series offered by Artisan Partners Funds, Inc. (individually a 

"Fund" and collectively, the "Funds") are made available for purchase by ING's clients, either 

directly through purchase of Fund shares or indirectly through purchase of units of an insurance 

company separate account that in turn may purchase Fund shares. 

Previously, only the Investor share classes of the Funds were made available for purchase by 

your clients.² We have recently determined, however, to make the Institutional share.

 _________________________

¹ Prior to July 1, 2011, Artisan Partners Funds, Inc. was named Artisan Funds, Inc. 

² In the case of Artisan Emerging Markets Fund, the Advisor share class of the Fund previously has been made 

available for purchase by clients of ING Life Insurance and Annuity Company, ING Institutional Plan Services, 

 LLC, and ING Financial Advisers, LLC pursuant to Agreement 2.

                                           ____________________________________

INVESTMENT MANAGEMENT PRACTICED WITH INTELLIGENCE AND DISCIPLINE IS AN ART

000 Xxxx Xxxxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000

Securities offered through Artisan Distributors LLC, member FINRA

Xxxxxxxx Xxxxxxxxx 

October 28, 2011 

Page 2 

classes of the Funds³ available for purchase through certain pre-approved financial intermediary 

partners. By this letter, we are formally providing notice to ING that we would like to make the 

Institutional share classes of the Funds, in addition to the Funds' Investor share classes (and in 

the case of Artisan Emerging Markets Fund, the Advisor share class), now or hereafter existing, 

available for purchase by ING clients. 

It is our intent that the terms of the Agreements (including, but not limited to, the terms relating 

to the processing of transactions in the shares of the Funds), will otherwise apply in full force 

and effect to any purchase and redemption activity engaged in by ING's clients in the Funds' 

Institutional share classes. However, we will not make any payments in connection with the 

shareholder servicing, marketing or other services provided by your firm to shareholders 

invested in the Institutional share classes. Therefore, the terms of the Agreements regarding the 

payment of fees to ING will not apply with respect to assets held by your firm's clients in the 

Funds' Institutional share classes. 

The eligibility requirements an investor must meet to purchase shares of the Funds' Institutional 

share classes are set forth in Artisan Funds' Institutional Shares prospectuses, which can be 

found at xxxx://xxxxxx.xxxxxxxxxxxxxxx.xxx/Xxxxxxx/xxxxxxxxxxxxx.xxxx. Please note that as set forth 

in the prospectuses, the Funds reserve the right, in certain circumstances, to convert the 

Institutional share class shares of a Fund held by a Fund shareholder to the Investor share class 

shares of that Fund. 

We are excited to make the Institutional share classes of the Funds available to your clients. To 

avoid any confusion regarding the terms upon which such shares are being offered, we kindly 

ask that you sign as indicated below to acknowledge your agreement with the terms set forth in 

this letter. Please return a signed copy of this letter to the attention of Xxxxxx X. Xxxxxx, Xx. at 

xxxxxx.xxxxxx@xxxxxxxxxxxxxxx.xxx at your earliest convenience. 

Sincerely, 

/s/ Xxxxx X. Xxxxxxx 

Xxxxx X. Xxxxxxx 

Vice President, Artisan Partners Distributors LLC 

Vice President, Artisan Investments GP LLC, general partner of Artisan Partners Limited 

Partnership 

General Counsel and Secretary, Artisan Partners Funds, Inc. 

________________________

³ Artisan Funds currently offers an Institutional share class with respect to Artisan Emerging Markets Fund, Artisan 

International Fund, Artisan International Value Fund, Artisan Mid Cap Fund, Artisan Value Fund and Artisan 

Growth Opportunities Fund. Each of Artisan International Value Fund and Artisan Mid Cap Fund are closed to 

most new investors. 

Xxxxxxxx Xxxxxxxxx
October 28, 2011
Page 3
Acknowledged and Agreed:
ING Institutional Plan Services, LLC
/s/ Xxxx X. Xxxxxxx
Name:	Xxxx X. Xxxxxxx
Title:	Vice President
ING Investment Advisors, LLC
/s/ Xxxxx Xxxxxx
Name:	Xxxxx Xxxxxx
Title:	COO/VP
ING Life Insurance and Annuity Company
/s/ Xxxx X. Xxxxxxx
Name:	Xxxx X. Xxxxxxx
Title:	Vice President
ING Financial Advisors, LLC
/s/ Xxxxx Xxxxxx
Name:	Xxxxx Xxxxxx
Title:	COO/VP