Contract

    (d)(1)(D)(i)

November 2, 2010

Xx. Xxxx Xxxxx

Directed Services LLC

0000 Xxxxxxxx Xxxxx

West Chester, PA 19380

Dear Xx. Xxxxx:

Pursuant to the Amended and Restated Investment Management Agreement dated April 29, 2005, as amended and restated, between ING Investors Trust and Directed Services LLC (the “Agreement”), we hereby notify you of our intention to retain you as Manager to render investment advisory services to ING Large Cap Growth Portfolio (the “Portfolio”) (formerly, ING Xxxxx Fargo Omega Growth Portfolio), effective on or about November 2, 2010.

Upon your acceptance, the Agreement will be modified to give effect to the foregoing by adding the Portfolio to the Amended Schedule A of the Agreement. The Amended Schedule A, which indicates the annual investment management fee for the Portfolio, is attached hereto.

The Amended Schedule A has also been updated 1) to reflect the name change for ING DFA Global All Equity Portfolio to ING DFA World Equity Portfolio, and 2) by the removal of ING Xxxxx Fargo Small Cap Disciplined Portfolio because this series recently merged into another fund and dissolved.

Please signify your acceptance to act as Manager under the Agreement with respect to the Portfolio by signing below.

Very sincerely,

/s/ Xxxxxxxx X. Xxxxxxxx

Xxxxxxxx X. Xxxxxxxx

Senior Vice President

ING Investors Trust

ACCEPTED AND AGREED TO:

Directed Services LLC

		/s/ Xxxx Xxxxx
By:
Name:		Xxxx Xxxxx
Title:		Vice President, Duly Authorized

0000 X. Xxxxxxxxxx Xxxxx Xx. Scottsdale, AZ 00000-0000 Tel: 000-000-0000 Fax: 000-000-0000 xxx.xxxxxxxx.xxx ING Investors Trust

AMENDED SCHEDULE A

with respect to the

AMENDED AND RESTATED

INVESTMENT MANAGEMENT AGREEMENT

between

ING INVESTORS TRUST

and

DIRECTED SERVICES LLC

Series		Effective Date		Annual Investment Management Fee
				(as a percentage of average daily net assets)
ING American Funds World Allocation Portfolio		September 15, 2008		0.10% on all assets
ING BlackRock Inflation Protected Bond Portfolio				0.450% on first $200 million; 0.400% on next $800 million; and 0.300% on assets over $1 billion
ING DFA Global Allocation Portfolio		April 30, 2010		0.25% on all assets
ING DFA World Equity Portfolio		April 30, 2010		0.25% on all assets
ING Franklin Income Portfolio				0.65% on the first $500 million; and 0.60% on assets over $500 million
ING Xxxxxxxx Xxxxxxxxx Founding Strategy Portfolio				0.00%
ING Xxxxxxx Xxxxx Commodity Strategy Portfolio		April 28, 2008		0.70% on the first $1 billion; and 0.65% on assets over $1 billion
ING Large Cap Growth Portfolio (formerly, ING Xxxxx Fargo Omega Growth Portfolio)		November 2, 2010		0.55% on all assets
ING Xxxxxxx International Opportunities Portfolio				0.540% on first $4 billion; and 0.530% thereafter

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Series		Effective Date		Annual Investment Management Fee
				(as a percentage of average daily net assets)
ING MFS Utilities Portfolio				0.600% on first $1 billion of assets; 0.550% on next $500 million of assets; 0.500% on next $1 billion of assets; 0.470% on next $1 billion of assets; 0.450% on next $1 billion of assets; 0.440% on next $1 billion of assets; and 0.430% thereafter
ING Xxxxxx Xxxxxxx Global Tactical Asset Allocation Portfolio		September 15, 2008		0.75% on the first $500 million; and 0.725% on assets in excess of $500 million
ING Pioneer Equity Income Portfolio				0.65% on first $500 million; and 0.60% on assets over $500 million
ING Retirement Conservative Portfolio1 ING Retirement Growth Portfolio1 ING Retirement Moderate Growth Portfolio1 ING Retirement Moderate Portfolio1		August 12, 2009		If the Portfolio invests in Underlying Funds within the ING Fund Complex: 0.14% If the Portfolio invests in Underlying Funds outside the ING Fund Complex and/or Direct Investments: 0.24%

¹  “Direct Investments” shall mean assets which are not shares of open-end investment companies registered under the Investment Company Act of 1940, as amended (the “1940 Act”). “Underlying Funds” shall mean open-end investment companies registered under the 1940 Act.

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