[LOGO]
May 1, 2005
Mr. Xxxxx Xxxxxxxx
Directed Services, Inc.
0000 Xxxxxxxx Xxxxx
Xxxx Xxxxxxx, XX 00000
Dear Xx. Xxxxxxxx:
Pursuant to the Management Agreement dated May 24, 2002, as amended,
between ING Investors Trust and Directed Services, Inc. (the "Agreement") we
hereby notify you of our intention to modify the annual investment management
fees for ING Capital Guardian U.S. Equities Portfolio (formerly ING Capital
Guardian Large Cap Value Portfolio), ING JPMorgan Small Cap Equity Portfolio,
ING Mercury Focus Value Portfolio, ING Mercury Large Cap Growth Portfolio, and
ING UBS U.S. Allocation Portfolio (formerly ING UBS U.S. Balanced Portfolio)
(the "Portfolios"). Upon your acceptance, the Agreement will be modified to give
effect to the foregoing by modifying to the annual investment management fees
for the Portfolios as indicated on AMENDED SCHEDULE B of the Agreement. The
AMENDED SCHEDULE B, with the annual investment management fees indicated for the
Portfolios, is attached hereto.
AMENDED SCHEDULE B has also been updated to reflect name changes of ING
Capital Guardian Small Cap Portfolio to ING Capital Guardian Small/Mid Cap
Portfolio, ING Developing World Portfolio to ING JPMorgan Emerging Markets
Equity Portfolio, and ING Janus Special Equity Portfolio to ING Janus Contrarian
Portfolio.
Please signify your acceptance to the modified investment management
fee for the Portfolios by signing below where indicated.
Very sincerely,
Xxxxxx X. Xxxx
Senior Vice President
ING Investors Trust
ACCEPTED AND AGREED TO:
Directed Services, Inc.
By:
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Name:
-----------------------------
Title: , Duly Authorized
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0000 X. Xxxxxxxxxx Xxxxx Xx. Tel: 000-000-0000 ING Investors Trust
Scottsdale, AZ 00000-0000 Fax: 000-000-0000
xxx.xxxxxxxx.xxx
FORM OF
AMENDED SCHEDULE B
COMPENSATION FOR SERVICES TO SERIES
For the services provided by Directed Services, Inc. (the "Manager") to the
following Series of the ING Investors Trust (the "Trust"), pursuant to the
attached Management Agreement, the Trust will pay the Manager a fee, payable
monthly, based on the average daily net assets of the Series at the following
annual rates of the average daily net assets of that Series.
SERIES RATE
ING AIM Mid Cap Growth Portfolio, 0.7500% first $750 million in combined assets of
ING Capital Guardian Small/Mid Cap Portfolio, these Series
ING Eagle Asset Capital Appreciation Portfolio, 0.7000% next $1.25 billion
ING Hard Assets Portfolio, 0.6500% next $1.5 billion
ING Xxxxxxxx Equity Opportunities Portfolio, 0.6000% on assets in excess of $3.5 billion
ING X. Xxxx Price Capital Appreciation Portfolio,
ING X. Xxxx Price Equity Income Portfolio,
ING Xxx Xxxxxx Growth and Income Portfolio, and
ING Xxx Xxxxxx Real Estate Portfolio
ING Alliance Mid Cap Growth Portfolio and 0.8500% first $250 million in combined assets of
ING Xxxxxxx Growth Portfolio these Series
0.8000% next $400 million
0.7500% next $450 million
0.7000% on assets in excess of $1.1 billion
ING Capital Guardian U.S. Equities Portfolio 0.7500% on first $500 million
0.7000% on next $250 million
0.6500% on next $500 million
0.6000% on assets in excess of $1.25 billion
ING Capital Guardian Managed Global Portfolio 1.0000% on first $250 million
0.9000% on next $250 million
0.8000% on assets in excess of $500 million
ING Evergreen Health Sciences Portfolio 0.75% on the first $500 million
0.70% on assets in excess of $500 million
ING Evergreen Omega Portfolio 0.60% on the first $750 million
0.55% on assets in excess of $750 million
SERIES RATE
ING FMRSM Diversified Mid Cap Portfolio and 0.7500% of first $500 million in combined assets of
ING UBS U.S. Allocation Portfolio these Series
0.7000% of next $250 million in assets
0.6500% of next $500 million
0.6000% on assets in excess of $1.25 billion
ING Xxxxxxx Xxxxx Tollkeeper(SM) Portfolio 1.3500% on first $1 billion in assets
1.2500% of amount in excess of $1 billion in assets
ING International Portfolio 1.0000% of first $500 million of assets
0.8000% on assets in excess of $500 million
ING Janus Contrarian Portfolio and 0.8100% on first $250 million in combined assets of
ING Xxxx Xxxxx Value Portfolio these Series
0.7700% on next $400 million
0.7300% on next $450 million
0.6700% on assets in excess of $1.1 billion
ING Xxxxxx Xxxx Foreign Portfolio 1.0000% on first $50 million
0.9500% on next $200 million
0.9000% on next $250 million
0.8500% on assets in excess of $500 million
ING JPMorgan Emerging Markets Equity Portfolio 1.2500%
ING JPMorgan Small Cap Equity Portfolio 0.9000% on first $200 million
0.8500% on next $300 million
0.8000% on next $250 million
0.7500% on assets in excess of $750 million
ING Limited Maturity Bond Portfolio and 0.3500% on first $200 million in combined assets of
ING Liquid Assets Portfolio these Series
0.3000% on next $300 million
0.2500% on assets in excess of $500 million
ING Mercury Focus Value Portfolio 0.8000% on first $500 million
0.7500% on next $250 million
0.7000% on next $500 million
0.6500% on next $750 million
0.6000% on assets in excess of $2 billion
SERIES RATE
ING Mercury Large Cap Growth Portfolio 0.8000% on first $500 million
0.7500% on next $250 million
0.7000% on next $500 million
0.6500% on next $750 million
0.6000% on assets in excess of $2 billion
ING MFS Mid Cap Growth Portfolio, 0.7500% on first $250 million in combined assets in
ING MFS Total Return Portfolio, and these Series
ING Xxxxxxxxxxx Main Street Portfolio(R) 0.7000% on next $400 million
0.6500% on next $450 million
0.6000% on assets in excess of $1.1 billion
ING PIMCO Core Bond Portfolio 0.7500% on first $100 million
0.6500% on next $100 million
0.5500% on assets in excess of $200 million
ING PIMCO High Yield Portfolio 0.4900%
ING Pioneer Fund Portfolio 0.7500% on first $500 million
0.7000% on next $500 million
0.6500% thereafter
ING Pioneer Mid Cap Value Portfolio 0.7500% on first $500 million
0.7000% on next $500 million
0.6500% thereafter
ING Salomon Brothers All Cap Portfolio and 0.7500% on first $500 million in combined assets of
ING Salomon Brothers Investors Portfolio these Series
0.7000% on next $250 million
0.6500% on next $500 million
0.6000% on assets in excess of $1.25 billion
ING Stock Index Portfolio 0.2700%
ING Xxx Xxxxxx Equity Growth Portfolio 0.6500% first $1 billion
0.6000% on assets in excess of $1 billion
XXX Xxx Xxxxxx Global Franchise Portfolio 1.0000% first $250 million
0.9000% next $250 million
0.7500% on assets in excess of $500 million
