0001104659-08-000719 Sample Contracts

AGREEMENT AND PLAN OF REORGANIZATION
Reorganization Agreement • January 4th, 2008 • Ing Vp Intermediate Bond Portfolio • Maryland

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 19th day of December, 2007, by and between ING VP Intermediate Bond Portfolio, a Massachusetts business trust with its principal place of business at 7337 East Doubletree Ranch Road, Scottsdale, Arizona 85258-2034 (the “Trust”), on behalf of its series, ING VP Intermediate Bond Portfolio (the “Acquiring Portfolio”), and ING Partners, Inc., a Maryland corporation with its principal place of business at 7337 East Doubletree Ranch Road, Scottsdale, Arizona 85258-2034 (the “Company”), on behalf of its series, ING Lord Abbett U.S. Government Securities Portfolio (the “Acquired Portfolio”).

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