0001193125-08-075381 Sample Contracts

FOURTH AMENDMENT TO SUB-ADVISORY AGREEMENT ING STRATEGIC ALLOCATION PORTFOLIOS, INC.
Sub-Advisory Agreement • April 4th, 2008 • Ing Strategic Allocation Portfolios Inc

This Fourth Amendment, effective as of April 4, 2008, amends the Sub-Advisory Agreement (the “Agreement”) dated the 1st day of March 2002, as amended, between ING Investments, LLC, an Arizona limited liability company (the “Manager”), and ING Investment Management Co. (formerly Aeltus Investment Management, Inc.), a Connecticut corporation (the “Sub-Adviser”).

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SECOND AMENDMENT TO AMENDED INVESTMENT MANAGEMENT AGREEMENT ING STRATEGIC ALLOCATION PORTFOLIOS, INC.
Management Agreement • April 4th, 2008 • Ing Strategic Allocation Portfolios Inc

This Second Amendment, effective as of April 4, 2008, amends the Amended Investment Management Agreement (the “Agreement”) dated the 1st day of March 2002, as amended, between ING Investments, LLC, an Arizona limited liability company (the “Manager”), and ING Strategic Allocation Portfolios, Inc., a Maryland corporation (the “Fund”).

THIRD AMENDMENT TO SUB-ADVISORY AGREEMENT ING STRATEGIC ALLOCATION PORTFOLIOS, INC.
Sub-Advisory Agreement • April 4th, 2008 • Ing Strategic Allocation Portfolios Inc

This Third Amendment, effective as of October 1, 2007, amends the Sub-Advisory Agreement (the “Agreement”) dated the 1st day of March 2002, as amended, between ING Investments, LLC, an Arizona limited liability company (the “Manager”) and ING Investment Management Co. (formerly Aeltus Investment Management, Inc.), a Connecticut corporation (the “Sub-Adviser”).

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