0000103007-05-000241 Sample Contracts

Form of Amendment to Participation Agreement Among ING Partners, Inc. ING Life Insurance and Annuity Company and ING Financial Advisers, LLC
Variable Annuity Acct C of Ing Life Insurance & Annuity Co • November 23rd, 2005

This Amendment is dated as of 29th day of April, 2005 by and between ING Partners, Inc. (the "Fund"), ING Life Insurance and Annuity Company (referred to as the "Adviser" in its capacity as investment adviser to the Fund, and the "Company" in its capacity as the issuer of variable annuity and variable life insurance contracts), and ING Financial Advisers, LLC (the "Distributor") (collectively, the "Parties").

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FORM OF PARTICIPATION AGREEMENT Among ING Variable Insurance Trust and ING LIFE INSURANCE AND ANNUITY COMPANY AND DIRECTED SERVICES, INC.
Agreement • November 23rd, 2005 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co • Massachusetts

THIS AGREEMENT, made and entered into as of this ___ day of ___________, 200__, among ING Life Insurance and Annuity Company (the "Company"), a life insurance company organized under the laws of Connecticut, on its own behalf and on behalf of each separate account of the Company set forth on Schedule A attached hereto, as such Schedule may be amended from time to time (each such account hereinafter referred to as the "Account"), ING VARIABLE INSURANCE TRUST ("Trust") an open-ended management investment company and business trust organized under the laws of the Commonwealth of Massachusetts, and DIRECTED SERVICES, INC. (the "Distributor"), a corporation organized under the laws of the State of New York.

FORM OF Amendment to ING Partners, Inc. Shareholder Servicing Agreement Service Class Shares
Shareholder Servicing Agreement • November 23rd, 2005 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co

This Amendment is dated as of the 29th day of April, 2005 by and between ING Partners, Inc. (the "Fund") and ING Life Insurance and Annuity Company (the "Service Organization") (collectively, the "Parties").

Form of ING PARTNERS, INC. SHAREHOLDER SERVICING AGREEMENT Class T Shares
Shareholder Servicing Agreement • November 23rd, 2005 • Variable Annuity Acct C of Ing Life Insurance & Annuity Co • Maryland

This SHAREHOLDER SERVICING AGREEMENT is being entered into as of the 31st day of August, 2005 between ING Partners, Inc. (the "Fund"), in respect of the Class T Shares of its Portfolios set forth on Schedule A hereto, and ING Life Insurance and Annuity Company (the "Service Organization"). In consideration of the mutual covenants hereinafter contained, it is hereby agreed by and between the parties hereto as follows:

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