[ING FUNDS LOGO]
EXHIBIT (e)(1)(ii)
July 29, 2005
Xxxxxxx X. Xxxxxx
Executive Vice President
ING Funds Distributor, LLC
0000 X. Xxxxxxxxxx Xxxxx Xxxx
Xxxxxxxxxx, XX 00000
Dear Xx. Xxxxxx:
Pursuant to the Underwriting Agreement dated September 23, 2002, as
amended, between ING Funds Trust and ING Funds Distributor, LLC (the
"Agreement") we hereby notify you of our intention to retain you as Underwriter
to render underwriting services to ING Institutional Prime Money Market Fund, a
newly established series of ING Funds Trust (the "Fund"), upon all of the terms
and conditions set forth in the Agreement. Upon your acceptance, the Agreement
will be modified to give effect to the foregoing by adding the above-mentioned
Fund to AMENDED SCHEDULE A of the Agreement. The AMENDED SCHEDULE A is attached
hereto.
AMENDED SCHEDULE A has also been updated by the removal of ING High
Yield Opportunity Fund, ING Lexington Money Market Trust and ING Money Market
Fund as these funds merged into other funds.
Please signify your acceptance to act as Underwriter under the Agreement
with respect to the aforementioned Fund.
Very sincerely,
/s/ Xxxxxx X. Xxxx
------------------
Xxxxxx X. Xxxx
Senior Vice President
ING Funds Trust
ACCEPTED AND AGREED TO:
ING Funds Distributor, LLC
By: /s/ Xxxxxxx X. Xxxxxx
---------------------
Xxxxxxx X. Xxxxxx
Executive Vice President
0000 X. Xxxxxxxxxx Xxxxx Xx. Tel: 000-000-0000 ING Funds Trust
Scottsdale, AZ 85258-2034 Fax: 000-000-0000
xxx.xxxxxxxx.xxx
SCHEDULE A
WITH RESPECT TO THE
UNDERWRITING AGREEMENT
BETWEEN
ING FUNDS TRUST
AND
ING FUNDS DISTRIBUTOR, LLC
NAME OF FUND
ING Classic Money Market Fund
ING GNMA Income Fund
ING High Yield Bond Fund
ING Institutional Prime Money Market Fund
ING Intermediate Bond Fund
ING National Tax-Exempt Bond Fund
