by and among ING Financial Advisers, LLC ING Life Insurance and Annuity Company Lord Abbett Distributor LLC, Lord, Abbett & Co. and Lord Abbett Funds

Exhibit 24(b)(8.36)
Amendment No. 1 to the Selling and Services Agreement

by and among

ING Financial Advisers, LLC

ING Life Insurance and Annuity Company

Lord Xxxxxx Distributor LLC, Lord, Xxxxxx & Co.

and Lord Xxxxxx Funds

This Amendment No. 1 to the Selling and Services Agreement is entered into 

as of July 25, 2002, by and among ING Financial Advisers, LLC, formerly known as 

Aetna Investment Services, LLC (“ING Financial”), ING Life Insurance and Annuity, 

formerly known as Aetna Life Insurance and Annuity Company (“ING Life” and 

collectively with ING Financial, “ING”), Lord Xxxxxx Distributor LLC (“Distributor”), 

Lord, Xxxxxx & Co. LLC (the “Adviser”), Lord Xxxxxx Affiliated Fund, Inc., Lord Xxxxxx 

Bond-Debenture Fund, Inc. and Lord Xxxxxx Mid-Cap Value Fund, Inc. (sometimes 

referred to collectively herein as the “Funds”). 

WHEREAS, ING, Distributor and the Funds have entered into a Selling and 

Services Agreement dated as of March 1, 2001 (the “Selling and Services Agreement”) 

under which shares of the Funds may be offered to Plans for which ING Life provides 

recordkeeping and other administrative services; and 

WHEREAS, ING Financial has entered into a Bundled Investment Product and 

Services Provider Agreement (“Bundled Provider Agreement”) with the Florida State 

Board of Administration (“FSBA”), whereby ING Financial will act as a “Bundled 

Investment Provider” to make available certain share classes of the Funds as set forth in 

Section 1(b) this Amendment No. 1 to the State of Florida’s Public Employee Optional 

Retirement Program, a defined contribution pension plan (the “PEORP”); and 

WHEREAS, the Adviser, which serves as the investment adviser and manager of 

the Funds, desires to provide certain additional compensation to ING for providing 

administration services to the Funds from the Adviser’s own funds, derived from its bona 

fide profits, rather than request that the Funds bear any additional costs of such 

compensation; 

WHEREAS, in order to effectuate the terms and conditions of the foregoing 

paragraph, the parties acknowledge the need to add the Adviser as an additional party to 

the Selling and Services Agreement solely for the purposes of Section 1(d) of this 

Amendment No. 1 to the Selling and Services Agreement; and 

WHEREAS, the parties now desire to amend the Selling and Services Agreement 

to provide for additional provisions relating specifically to investments in the Funds by or 

on behalf of the PEORP; and 

WHEREAS, unless otherwise defined herein, capitalized terms used herein have 

the same meaning as in the Selling and Services Agreement; and 

NOW, THEREFORE, in consideration of the premises and mutual covenants
and promises expressed herein, and pursuant to Section 14(a) of the Selling and Services
Agreement, the parties agree to amend the Selling and Services Agreement as follows:
1. Notwithstanding anything in the Selling and Services Agreement to the
contrary, the following provisions apply solely with respect to investments in
the Funds by or on behalf of the PEORP:
(a) ING may hire or make arrangements for subcontractors, agents or
affiliates to perform the recordkeeping and administrative services set
forth in the Selling and Services Agreement. ING shall provide the Funds,
Distributor and Adviser with written notice of the names of any
subcontractors, agents or affiliates ING hires or arranges to perform such
recordkeeping and administrative services, and any specific operational
requirements that arise as a result of such arrangement. ING agrees that it
is and will be responsible for the acts and omissions of its subcontractors,
affiliates, and agents and that the indemnification provided by ING in
Section 11 of the Selling and Services Agreement shall be deemed to
cover the acts and omissions of such subcontractors, affiliates, and agents
to the same extent as if they were the acts or omissions of ING.
(b) The following are the Funds and share classes thereof which may be
offered to PEORP though ING pursuant to the Selling and Services
Agreement:
FUNDS	SHARE CLASS
Lord Xxxxxx Affiliated Fund, Inc.	Class A
Lord Xxxxxx Bond Debenture Fund, Inc.	Class A
Lord Xxxxxx Mid Cap Value Fund, Inc.	Class Y
(c) The Funds shall pay the following Administrative Service Fees to ING
Life with respect to investments in the Funds by the PEORP:
FUNDS and SHARE CLASSES	FEE RATE
Lord Xxxxxx Affiliated Fund, Inc. - Class A	____%
Lord Xxxxxx Bond Debenture Fund, Inc. - Class A	____%
Lord Xxxxxx Mid Cap Value Fund, Inc. - Class Y	____%
(d) The Adviser shall pay the following Administrative Service Fees to ING
Life with respect to investments in the Funds by the PEORP:
FUNDS and SHARE CLASSES	FEE RATE
Lord Xxxxxx Affiliated Fund, Inc. - Class A	____%
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	(e) Except with respect to the Administrative Services Fee rates set forth
	above, the Administrative Service Fee shall be calculated and paid in the
	manner as set forth in the Selling and Services Agreement. In addition,
	any applicable Servicing Fees under the Selling and Services Agreement
	shall apply to investments in the Funds by or on behalf of the PEORP.
	2. In the event of any inconsistencies between the Selling and Services
	Agreement and this Amendment No. 1, the terms of this Amendment No. 1
	shall govern.
IN WITNESS WHEREOF, the parties have executed this Amendment No. 1 as of the
date first written above.
ING FINANCIAL ADVISERS, LLC
By	/s/ Xxxxxxxxx Xxxxxx
Name	Xxxxxxxxx Xxxxxx
Title	Vice President
ING LIFE INSURANCE AND ANNUITY COMPANY
By	/s/ Xxxxxx X. Xxxxxxxxxxx
Name	Xxxxxx X. Xxxxxxxxxxx
Title	Vice President
LORD XXXXXX DISTRIBUTOR LLC
By: Lord, Xxxxxx & Co., its Managing Member
By	/s/ Xxxxxxxx X. Xxxxxx
Name	Xxxxxxxx X. Xxxxxx
Title	Partner
LORD XXXXXX AFFILIATED FUND, INC.
LORD XXXXXX BOND-DEBENTURE FUND, INC.
LORD XXXXXX MID-CAP VALUE FUND, INC.
By	/s/ Xxxxxxxx X. Xxxxxx
Name	Xxxxxxxx X. Xxxxxx
Title	Vice President
LORD, XXXXXX & CO.
By	/s/ Xxxxxxxx X. Xxxxxx
Name	Xxxxxxxx X. Xxxxxx
Title	Partner
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