AMENDMENT TO INVESTMENT SUBADVISORY AGREEMENT
between
ING Life Insurance and Annuity Company
and
Salomon Brothers Asset Management Inc.
AMENDMENT made as of this 8th day of November, 2004 to the Investment
Subadvisory Agreement dated as of November 19, 2001, as amended (the
"Agreement"), between ING Life Insurance and Annuity Company, an insurance
corporation organized and existing under the laws of the State of Connecticut
(the "Adviser"), and Salomon Brothers Asset Management Inc., a Delaware
corporation (the "Subadviser"). In consideration of the mutual covenants
contained herein, the parties agree to amend the Agreement as follows:
1. Section 1 of the Agreement is hereby deleted in its entirety and replaced
with the following:
1. Appointment. The Adviser hereby appoints the Subadviser to act as the
investment adviser and manager with respect to each Portfolio of the Company set
forth on Schedule A hereto (collectively, the "Portfolios") for the periods and
on the terms set forth in this Agreement. The Subadviser accepts such
appointment and agrees to furnish the services herein set forth for the
compensation herein provided.
In the event the Company designates one or more series (other than the
Portfolios) with respect to which the Adviser wishes to retain the Subadviser to
render investment advisory services hereunder, it shall notify the Subadviser in
writing. If the Subadviser is willing to render such services, it shall notify
the Adviser in writing, whereupon such series shall become a Portfolio
hereunder, and be subject to this Agreement.
2. Schedule A of the Agreement is hereby deleted and replaced with the Amended
Schedule A attached hereto.
3. Appendix A of the Agreement is hereby deleted and replaced with the Amended
Appendix A attached hereto.
4. In all other respects, the Agreement is confirmed and remains in full force
and effect.
5. This Amendment shall become effective as of the date first written above.
6. This Amendment may be executed in counterparts.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed
under seal by their duly authorized officers as of the date first mentioned
above.
ING LIFE INSURANCE AND ANNUITY
COMPANY
By:
Xxxxxx X. Xxxxxxxxxxx
Vice President
SALOMON BROTHERS ASSET
MANAGEMENT INC.
By:
Name:
Title:
AMENDED SCHEDULE A
to
INVESTMENT SUBADVISORY AGREEMENT
between
ING Life Insurance and Annuity Company
and
Salomon Brothers Asset Management Inc.
PORTFOLIOS
ING Salomon Brothers Aggressive Growth Portfolio
ING Salomon Brothers Fundamental Value Portfolio
ING Salomon Brothers Investors Value Portfolio
ING Salomon Brothers Large Cap Growth Portfolio
AMENDED APPENDIX A
to
INVESTMENT SUBADVISORY AGREEMENT
between
ING Life Insurance and Annuity Company
and
Salomon Brothers Asset Management Inc.
PORTFOLIOS
Annual Subadviser Fee
(as a percentage of average daily net
assets)
ING Salomon Brothers Fundamental Value
Portfolio
ING Salomon Brothers Investors Value
Portfolio1
0.43% on first $150 million in combined assets
of these Portfolios;
0.40% on next $350 million;
0.35% above $500 million
ING Salomon Brothers Aggressive Growth
Portfolio
ING Salomon Brothers Large Cap Growth
Portfolio
0.35% on combined assets of these Portfolios
below $500 million;
0.30% on combined assets of these Portfolios
from $500 million to $2 billion;
0.25% on combined assets in excess of $2
billion
The fee schedule shown for these Portfolios will be applied and based on the
combined average daily net assets of the applicable Portfolios and the assets of
the portfolios of an affiliated fund group, ING Investors Trust ("IIT"), that
are also managed by the Subadviser under a similar investment strategy. The
Portfolios that will be aggregated are: ING Salomon Brothers Fundamental Value
Portfolio (IPI) and ING Salomon Brothers Investors Value Portfolio (IPI) assets
are aggregated with ING Salomon Brothers All Cap Portfolio (IIT) and ING Salomon
Brothers Investors Portfolio (IIT).
