<DOCUMENT>
<TYPE>EX-99.2(E)
<SEQUENCE>3
<FILENAME>a2113664zex-99_2e.txt
<DESCRIPTION>EXHIBIT 99.2(E)
<TEXT>
<Page>

                                                                    EXHIBIT 2(e)

                                     FORM OF

                              ING PRIME RATE TRUST

                         SHAREHOLDER INVESTMENT PROGRAM

PURPOSE

     The purpose of the Program is to provide shareholders of ING Prime Rate
Trust (the "Trust") with a convenient and economical way to purchase Shares of
the Trust and to reinvest their cash Dividends in additional Shares of the
Trust.

ADMINISTRATION

     The Program is administered by DST Systems, Inc., which also serves as the
Trust's Transfer Agent and Dividend Disbursing Agent. As Administrator, DST
Systems, Inc. acts as agent for Program participants, purchases and holds Shares
acquired under the Program, keeps records, sends confirmations of account
activity to participants, and performs other duties related to the Program as
provided herein.

IMPORTANT CONTACTS

     ADMINISTRATOR:                              TRUST:
     --------------                              ------
     DST Systems, Inc.                           Shareholder Services Department
     Post Office Box 219368
     Kansas City, MO 64141                       Telephone:  (800) 992-0180

     Telephone: (800) 992-0180

DEFINITIONS

     The following terms, when capitalized, will have the following meanings
when used in this Program.

     "Administrator" means the entity that administers the Program, currently
DST Systems, Inc.

     "Beneficial Owner" means a shareholder that beneficially owns Shares that
are registered in a name other than such shareholder's name (for example, where
shares are held in the name of a broker, bank or other nominee).

     "Broker and Nominee Form Due Date" means the date upon which a Broker and
Nominee Form is due for a Beneficial Owner making an optional cash investment to
participate in the next

<Page>

OCI Investment Date. The Broker and Nominee Form Due Date is two business days
preceding the relevant OCI Pricing Period.

     "Dividend" means dividends and capital gain distributions, if any.

     "Dividend Record Date" means a date established by the Trust upon which the
Shareholders of Record on that day will be entitled to receive the next
Dividend.

     "Dividend Reinvestment Date" means the date upon which dividends paid to
participants in the Program are invested in additional shares of the Trust.
Dividend Reinvestment Dates will be set by the Trust in advance. Participants
can obtain a schedule of upcoming Dividend Reinvestment Dates by calling the
Trust.

     "DRIP" means Dividend Reinvestment.

     "DRIP Pricing Period" means the period encompassing the Valuation Date and
the prior trading day.

     "Market Price" means the volume-weighted average sales price, per share,
as reported on the New York Stock Exchange Composite Transaction Tape as shown
for any day on Bloomberg screen AQR.

     "OCI" means optional cash investment.

     "OCI Investment Date" means the date upon which optional cash investments
received on or before the relevant OCI Payment Due Date are first applied by the
Administrator to the purchase of Shares. OCI Investment Dates will be set by the
Trust in advance. Please refer to Attachment A for a schedule of upcoming OCI
Investment Dates.

     "OCI Payment Due Date" means the date upon which payment of any optional
cash investment by a shareholder is due [by 4:00 PM Eastern Time on such date]
to be eligible for investment on the next OCI Investment Date. The OCI Payment
Due Date is two business days preceding the relevant OCI Pricing Period.

     "OCI Pricing Period" means a period of five business days, beginning four
Trading Days prior to the Valuation Date through and including the Valuation
Date.

     "Open Market" means transactions occurring on the New York Stock Exchange,
any other exchange or over-the-counter.

     "Request for Waiver" means a request by a Participant to make an Optional
Cash Investment in excess of $25,000, which must be approved by the Trust.

     "Request for Waiver Deadline" means the date by which a Request for Waiver
must be received by the Trust for approval [by 4:00 PM Eastern Time on such
date] to be eligible for the

                                        2
<Page>

next Waiver Investment Date. The Request for Waiver Deadline is the third
business day preceding the relevant Waiver Pricing Period.

     "Shareholder of Record" means a shareholder that owns Shares in his or her
own name.

     "Shares" means shares of beneficial interest of the Trust.

     "Trading Day" means a day on which trades of the Shares are reported on the
New York Stock Exchange.

     "Valuation Date" means the date upon which it is determined, based upon the
Market Price and net asset value of Shares of the Trust, whether the
Administrator will purchase Shares on the Open Market or the Trust will issue
the Shares for the Program. Please refer to Attachment A for a schedule of
upcoming Valuation Dates.

     "Waiver Investment Date" means the date upon which optional cash
investments exceeding $25,000 received on or before the relevant Waiver Payment
Due Date, and which have been approved by the Trust, are first applied by the
Administrator to the purchase of Shares. Waiver Investment Dates will be set by
the Trust in advance. Please refer to Attachment A for a schedule of upcoming
Waiver Investment Dates.

     "Waiver Payment Due Date" means the date upon which payment of any optional
cash investment in excess of $25,000 by a shareholder is due by 4:00 PM Eastern
Time on such date to be eligible for investment on the next Waiver Investment
Date. The Waiver Payment Due Date is two business days preceding the relevant
Waiver Pricing Period.

     "Waiver Pricing Period" means a period of five business days, beginning
four Trading Days prior to the Valuation Date through and including the
Valuation Date.

PARTICIPATION

     Participation in the Program is open to any shareholder of the Trust. By
electing to participate in the Program, a participant appoints the Administrator
as his/her agent and directs the Trust to pay to the Administrator all of the
participant's cash Dividends, and directs the Administrator to purchase
additional Shares of the Trust with such Dividends.

SHAREHOLDERS OF RECORD
     A Shareholder of Record may participate directly in the Program by either
telephoning the Trust at (800) 992-0180 or delivering a completed Shareholder
Investment Program Participation Form to the Administrator. A Participation Form
will be furnished at any time upon request to the Trust.

BENEFICIAL OWNERS
     A Beneficial Owner may participate in the Program by either (i) becoming a
Shareholder of Record by having ten or more shares registered into such
shareholder's own name, or (ii) coordinating such Beneficial Owner's
participation with a broker, bank or other nominee who is the record holder to
participate on such shareholder's behalf.

                                        3
<Page>

     A Beneficial Owner must contact their broker, bank or other nominee and
complete any required documentation. The broker, bank or other nominee will
coordinate participation with its securities depository, which will provide the
Administrator with the information necessary to allow the Beneficial Owner to
participate in the Program. See the section titled "Broker and Nominee Form" for
a discussion of the requirements for optional cash investments of a Beneficial
Owner.

     Requests to participate in the Program will be processed as promptly as
practicable.

     The Program is intended for the benefit of investors in the Trust and not
for persons or entities who accumulate accounts under the Program over which
they have control for the purpose of exceeding the $25,000 per month maximum
without seeking the advance approval of the Trust or who engage in transactions
that cause or are designed to cause aberrations in the price or trading volume
of the Shares. Notwithstanding anything in the Program to the contrary, the
Trust reserves the right to exclude from participation in the Program, at any
time, (i) persons or entities who the Trust concludes are attempting to
circumvent the Program's standard $25,000 per month maximum by accumulating
accounts over which they have control or (ii) any other persons or entities, as
determined in the sole discretion of the Trust. See the section titled "Cash
Investments Exceeding $25,000" for a discussion of the requirements for optional
cash investments exceeding $25,000.

REINVESTMENT OF DIVIDENDS

     Dividends paid to participants in the Program will be reinvested in
additional Shares on each relevant Dividend Reinvestment Date and will be
credited to shareholder accounts as of that date. For a discussion of the source
and price of shares purchased pursuant to the reinvestment of Dividends, see the
section titled "Source and Price of Shares for DRIP and OCI. "

     TO BE EFFECTIVE WITH RESPECT TO A PARTICULAR DIVIDEND, THE ADMINISTRATOR
MUST RECEIVE TELEPHONE INSTRUCTIONS OR A PARTICIPATION FORM AT LEAST THREE
BUSINESS DAYS BEFORE THE DIVIDEND RECORD DATE. Dividends will continue to be
reinvested until the participant provides new telephone or written instructions
to the Administrator or the Program is terminated.

OPTIONAL CASH INVESTMENTS

     Participants may make optional cash investments in amounts not exceeding
$25,000 by personal check, wire investment, or an On-Demand Electronic Deduction
from your bank account. Beneficial Owners wanting to participate in optional
cash investments must instruct their broker, bank or other nominee to complete a
Broker and Nominee Form and transmit the optional cash payment to the
Administrator. See explanation of "Broker and Nominee Form" below. Optional cash
investments must be at least $100 for any single investment and may not exceed
$25,000 per month. (For the purposes of these limitations, all Program accounts
under the common control or management of a participant may be aggregated, at
the Trust's sole discretion.) Optional cash investments exceeding $25,000 per
month may be made only upon approval by the Trust of a properly completed
Request for Waiver form. See the section titled "Cash Investments Exceeding
$25,000". There is no obligation to make an optional cash investment at any
time, and the amount of such investments may vary from time to time. For a
discussion of the source and price of shares

                                        4
<Page>

purchased pursuant to optional cash investments, see the section titled "Source
and Price of Shares for DRIP and OCI".

     OPTIONAL CASH INVESTMENTS NOT EXCEEDING $25,000 MUST BE RECEIVED BY THE
ADMINISTRATOR NO LATER THAN 4:00 P.M. EASTERN TIME ON THE OCI PAYMENT DUE DATE.
The Trust may delay the mailing of stock certificates purchased by check until
such check has cleared (or been paid by) the bank on which the check was
written. This process may take up to 15 days or more. All optional cash
investments are subject to collection by the Administrator for full face value
in U.S. funds.

     The Administrator will apply the optional cash investment from a
participant to the purchase of Shares for the account of the participant on the
related OCI Investment Date or Waiver Investment Date (see the sections titled
"Source and Price of Shares for DRIP and OCI" and "Cash Investments Exceeding
$25,000").

     Upon a participant's written request received by the Administrator no later
than two business days prior to the OCI Pricing Period, an optional cash
investment not already invested under the Program will be canceled or refunded
to the participant, as appropriate. However, in such event, no refund of a check
will be made until the funds have cleared. Accordingly, such refunds may be
delayed by up to three weeks.

     NO INTEREST WILL BE PAID ON AMOUNTS HELD BY THE ADMINISTRATOR PENDING
INVESTMENT OR TO BE REFUNDED TO THE PARTICIPANT.

BROKER AND NOMINEE FORM

     The Broker and Nominee Form provides the only means by which a broker, bank
or other nominee holding shares of a Beneficial Owner in the name of a major
securities depository may invest optional cash investments within the minimum
and maximum investment limitations established for the Program (see "Optional
Cash Investments" below) on behalf of such Beneficial Owner or interested
investor. A Broker and Nominee Form must be delivered to the Administrator each
time such broker, bank or other nominee transmits optional cash investments.
Broker and Nominee Forms will be furnished at any time upon request to the
Trust.

     The Broker and Nominee Form and appropriate instructions must be received
by the Administrator not later than 4:00 p.m. Eastern Time on the Broker and
Nominee Form Due Date in order for any optional cash investment to be invested
on the OCI Investment Date.

SOURCE AND PRICE OF SHARES FOR DRIP AND OCI

SOURCE OF SHARES

     WHEN THE TRUST'S SHARES ARE TRADING AT A PREMIUM
     If the Market Price, plus the estimated fees to purchase the Shares, is
     equal to or exceeds the net asset value per Share on the Valuation Date,
     the Trust may issue the Shares to be acquired under the Program.

                                        5
<Page>

     WHEN THE TRUST'S SHARES ARE TRADING AT A DISCOUNT
     If the Market Price, plus the estimated fees to purchase the Shares, is
     less than the net asset value per Share on the Valuation Date, the
     Administrator will purchase Shares on the Open Market through a bank or
     securities broker (including an affiliate of the Administrator) as provided
     herein. If the Market Price, plus estimated fees, exceeds the net asset
     value before the Administrator has completed its purchases, the
     Administrator will use reasonable efforts to cease purchasing Shares, and
     the Trust shall issue the remaining Shares.

     The Trust may, without prior notice to participants, determine that it will
not issue new Shares for purchase pursuant to the Program, even when shares are
trading at a Premium, in which case the Administrator will purchase Shares
pursuant to the Program on the Open Market.

PRICE OF SHARES

     SHARES ISSUED BY THE TRUST
     DIVIDEND REINVESTMENT:
     Shares issued by the Trust in connection with the reinvestment of Dividends
     will be acquired under the Program on the relevant Dividend Reinvestment
     Date at the greater of (i) net asset value at the close of business on the
     Valuation Date or (ii) the average of the daily Market Price of the Shares
     during the DRIP Pricing Period, minus a discount of 5%.

     OPTIONAL CASH INVESTMENTS NOT EXCEEDING $25,000:
     Shares issued by the Trust will be acquired under the Program on the
     relevant OCI Investment Date at the greater of (i) net asset value at the
     close of business on the Valuation Date or (ii) the average of the daily
     Market Price of the Shares during the OCI Pricing Period minus a discount,
     determined at the sole discretion of the Trust, ranging from 0% to 5%.
     (This does not apply to cash investments made pursuant to Requests for
     Waiver, as detailed in the section titled "Cash Investments Exceeding
     $25,000".)

     On the last business day of each month, the Trust may establish a discount
applicable to optional cash investments not exceeding $25,000. The discount will
be in effect for the following OCI Pricing Period. The discount for optional
cash investments is set by the Trust and may be changed or eliminated by the
Trust without prior notice to participants at any time. Participants may obtain
the applicable discount by telephoning the Trust at (800) 992-0180.

     SHARES PURCHASED ON THE OPEN MARKET
     DIVIDEND REINVESTMENT:
     If some or all of the Shares are purchased on the Open Market, Shares
     purchased pursuant to the reinvestment of Dividends will be credited to the
     participant's account at the weighted average price per share of all such
     shares purchased with respect to the relevant Dividend Reinvestment Date.

                                        6
<Page>

     OPTIONAL CASH INVESTMENTS NOT EXCEEDING $25,000:
     If some or all of the Shares are purchased on the Open Market, Shares
     purchased pursuant to optional cash investments not exceeding $25,000 will
     be credited to the participant's account at the weighted average price per
     share of all such Shares purchased as of the relevant OCI Investment Date.

     When Shares are to be purchased on the Market, the Administrator will begin
making purchases as soon as practicable on the day after the Valuation Date and
in no event later than 6 business days after the Valuation Date, except where
and to the extent necessary under any applicable federal securities laws or
other government or stock exchange regulations. Shares will be applied to the
Participant's account as of the relevant Investment Date. The Administrator may
commingle each participant's funds with those of other participants for the
purpose of executing purchases.

     Dividend and voting rights on shares purchased in the Open Market will
commence upon settlement, which is normally three business days after purchase.
However, shares purchased in the Open Market within a period of three business
days prior to and including a Dividend record date are considered purchased
"ex-dividend" and therefore are not entitled to payment of that Dividend or
voting rights.

     Shares purchased on the Open Market will not be eligible for the discount
to Market Price and are subject to such terms and conditions, including price
and delivery, as the Administrator may accept.

CASH INVESTMENTS EXCEEDING $25,000

REQUEST FOR WAIVER

     Optional cash investments in excess of $25,000 per month may be made only
pursuant to a Request for Waiver approved by the Trust or its delegate. A
Participant must submit a New Account Form and a Request for Waiver Form when
making their first waiver request. After the first Request for Waiver is
accepted by the Trust, the Participant need only submit a Request for Waiver
Form for any future waiver requests. ALL FORMS MUST BE RECEIVED BY THE TRUST AT
ITS CORPORATE ADDRESS OR VIA FACSIMILE AT (480) 477-2076 NO LATER THAN 4:00 P.M.
EASTERN TIME ON THE REQUEST FOR WAIVER DEADLINE. The forms may be obtained from
the Trust by calling (800) 992-0180. It is solely within the Trust's discretion
as to whether any such approval for cash investments in excess of $25,000 will
be granted. In deciding whether to approve a Request for Waiver, the Trust will
consider relevant factors including, but not limited to, whether the Program is
then acquiring newly issued Shares directly from the Trust or acquiring shares
from third parties in the Open Market, the Trust's need for additional funds,
the attractiveness of obtaining such additional funds through the sale of Shares
as compared to other sources of funds, the purchase price likely to apply to any
sale of Shares under the Program, the participant submitting the request, the
extent and nature of such participant's prior participation in the Program, the
number of Shares held by such participant and the aggregate amount of cash
investments for which Requests for Waiver have been submitted by all
participants. If such requests are submitted for any Waiver Investment Date for
an aggregate amount in excess of the

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<Page>

amount the Trust is then willing to accept, the Trust may honor such requests in
order of receipt, pro rata or by any other method that the Trust determines in
its sole discretion to be appropriate.

     The Trust anticipates that it will respond to each Request for Waiver by
8:00 p.m. Eastern Time on the Request for Waiver Due Date. CHECKS OR WIRE
TRANSFERS FOR ALL APPROVED REQUESTS FOR WAIVER MUST BE RECEIVED BY THE
ADMINISTRATOR NOT LATER THAN 4:00 P.M. EASTERN TIME ON THE WAIVER PAYMENT DUE
DATE IN ORDER FOR SUCH FUNDS TO BE INVESTED ON THE RELEVANT WAIVER INVESTMENT
DATE.

WAIVER PRICE

     SHARES ISSUED BY THE TRUST
     Shares issued by the Trust will be acquired under the Program in connection
     with approved Requests for Waiver on the Waiver Investment Date at the
     greater of (i) net asset value at the close of business on the Valuation
     Date, or (ii) the average of the daily Market Price of the Shares during
     the Waiver Pricing Period minus the Waiver Discount, if any, applicable to
     such shares (see section titled "Waiver Discount and Minimum Price").

     SHARES PURCHASED ON THE OPEN MARKET
     If some or all of the Shares are purchased on the Open Market, Shares
     purchased pursuant to Requests for Waiver will be credited to the
     participant's account at the weighted average price per share of all Shares
     purchased pursuant to Requests for Waiver as of the relevant Waiver
     Investment Date.

WAIVER DISCOUNT, FEES, AND MINIMUM PRICE

     On the last business day of each month, the Trust may establish a Waiver
Discount applicable to cash investments exceeding $25,000. The Waiver Discount
will be in effect for the following Waiver Pricing Period. The Waiver Discount,
which may vary each month between 0% and 5%, will be established at the Trust's
sole discretion after a review of current market conditions, the level of
participation in the Program and current and projected capital needs of the
Trust. The Waiver Discount will apply only to Shares purchased directly from the
Trust. In connection with Requests for Waiver, the Trust may pay ING Funds
Distributor, LLC a fee of up to 1% of the gross sales price of the Shares sold
pursuant to the Requests for Waiver. The fee will be payable from the proceeds
received for the sale of the Shares. In no event will the Waiver Discount and
the fee exceed 6% of the Market Price of the Trust's Shares. In addition, a fee
will not be paid if it will result in the net proceeds received by the Trust in
connection with the sale being less than the net asset value per Share.

     Notwithstanding anything contained herein to the contrary, the Trust may
establish for each Waiver Pricing Period a minimum price applicable to the
purchase of newly issued Shares purchased through cash investments made pursuant
to Requests for Waiver approved by the Trust. This minimum price, if any, will
be established by the Trust on the last business day of each month and will be
established in the Trust's sole discretion after a review of current market
conditions and other relevant factors. Participants may obtain the applicable
Waiver Discount and minimum price

                                        8
<Page>

by telephoning the Trust at (800) 992-0180. The Market Price of the Shares for a
Trading Day of the Waiver Pricing Period must equal or exceed the minimum price.
In the event that such minimum price is not satisfied for a Trading Day of the
Waiver Pricing Period, then such Trading Day and the trading prices for that day
will be excluded from (i) the Waiver Pricing Period and (ii) the determination
of the purchase price of the Shares for all cash investments made pursuant to
Requests for Waiver approved by the Trust. Thus, for example, if the minimum
price is not satisfied for two of the five Trading Days, then the purchase price
of the Shares will be based upon the remaining three Trading Days for which the
minimum price was satisfied. No shares will be issued and waiver funds will be
returned to the Participant if the minimum price is not obtained for at least
three of the five Trading Days.

     The minimum price discussed above applies only to cash investments made
pursuant to approved Requests for Waiver and not to the reinvestment of
Dividends or optional cash investments that do not exceed $25,000.

                                        9
<Page>

OPTIONAL CASH INVESTMENTS AND APPROVED REQUESTS FOR WAIVER MAY BE MADE IN THE
FOLLOWING WAYS:

<Table>
<S>                <C>
BY WIRE            Optional cash investments may be made by wire transfer
                   to the Administrator. Amounts that exceed $25,000 may only be
                   made pursuant to an approved Request for Waiver.

                   Call the Administrator at (800) 992-0180 to obtain a wire
                   reference number. Give that number to your bank and instruct
                   them to wire the funds to the Trust as follows:

                   Investors Fiduciary Trust Co. (Kansas City, MO)
                   ABA #101003621
                   Credit to:  ING Prime Rate Trust
                   A/C#     751-8315     For Further Credit to
                                         (YOUR NAME AND ACCOUNT NUMBER)

                   Participants making wire investments may be charged fees by
                   the commercial bank initiating the transfer.

BY ELECTRONIC      Optional cash investments may be made by an On-Demand
FUNDS TRANSFER.    Electronic Funds Transfer. You must establish the privilege
                   by completing an OCI Electronic Funds Transfer Form prior to
                   initiating an Electronic Funds Transfer. The properly
                   completed form must be received by the Administrator prior to
                   the last business day of the month to be effective for the
                   next OCI Investment Date. Call the Administrator at (800)
                   992-0180 to obtain the form.

                   Once the Administrator receives and processes your properly
                   completed form, you may initiate an Electronic Funds Transfer
                   from your pre-designated U.S. bank account by instructing the
                   Trust by telephone at (800) 992-0180, or in writing, to
                   complete a purchase into your account for a specified amount
                   (not less than $100 and not more than $25,000). Each
                   On-Demand Electronic Funds Transfer must be separately
                   initiated. Instructions must be received by the Trust on or
                   before the OCI Payment Due Date

                   Once the Electronic Funds Transfer is initiated by your
                   telephone call or letter of instruction, the funds will be
                   drawn from the pre-designated bank account providing the
                   account contains funds sufficient to complete the transfer
                   and will be invested in Shares on the relevant OCI Investment
                   Date. An insufficient or uncollected account balance will
                   void the transaction and you may be subject to fees by your
                   bank.

                   You may change the pre-designated bank by providing new
                   written instructions to the Administrator. The new
                   instructions must be received by the Administrator prior to
                   the last business day of the month to be effective for the
                   next month's OCI Investment Date.

BY MAIL            An optional cash investment may be made by personal check,
                   drawn on a U.S. bank and payable in U.S. dollars, to "ING
                   Prime Rate Trust." Amounts that exceed $25,000 may only be
                   made pursuant to an approved Request for Waiver. Checks
                   should be mailed to:

                                    ING Prime Rate Trust
                                    c/o DST Systems, Inc.
                                    P.O. Box 219368
                                    Kansas City, MO 64141

                   Checks drawn on non-U.S. banks and third-party checks (as
                   defined by the Administrator) will not be accepted. To avoid
                   investment delays write your account number on the check or
                   you may include a completed Participation Form.

BY CONTACTING      Beneficial Owners may participate by either (i) becoming a
YOUR DEALER        Shareholder of Record or (ii) by contacting their broker,
                   bank or other nominee.
</Table>

     The Trust reserves the right to reject any purchase.

                                       10
<Page>

REPORTS TO PARTICIPANTS; TAX IMPLICATIONS

     Participants will receive an account confirmation after each transaction.
Participants should retain these account confirmations to be able to establish
the cost basis of shares purchased under the Program for income tax and other
purposes.

     The automatic reinvestment of dividends will not relieve you of any income
tax payable on the dividends. If shares are purchased at a discount from the
market price, participants may have income equal to the discount. Please consult
with your personal tax advisor.

     All notices, account confirmations and reports from the Administrator to a
participant will be addressed to the participant at his or her latest address of
record with the Administrator. Therefore, participants must promptly notify the
Administrator of any change of address. To be effective with respect to mailings
of Dividend checks and account confirmations, address changes must be received
by the Administrator or the Trust prior to the record date for that Dividend.

CERTIFICATES FOR SHARES

     The Administrator will hold Shares purchased under the Program in book
entry form. Participants may obtain a certificate for all or some of the whole
Shares held in their account by writing or telephoning the Trust's Shareholder
Services Department. Issuance of a certificate pursuant to such request in no
way affects Dividend reinvestment (see "Reinvestment of Dividends" above).

     Shares of stock held in book entry form for a participant cannot be pledged
or assigned. A participant who wishes to pledge or assign any such Shares must
request that a certificate for such Shares be issued in the participant's name.

PLAN OF DISTRIBUTION; EXPENSES

     Subject to the availability of Shares registered for issuance under the
Program, there is no total maximum number of Shares that can be issued pursuant
to the Program.

     From time to time, financial intermediaries, including brokers and dealers,
and other persons may engage in positioning transactions in order to benefit
from the discount from the market price of Shares acquired through the Program.
Such Shares may be resold in market transactions (including coverage of short
positions) on any national securities exchange on which Shares of the Trust
trade or in privately negotiated transactions. Such transactions could cause
fluctuations in the trading volume and price of the Shares. The difference
between the price such owners pay to the Trust for Shares acquired under the
Program, after deduction of the applicable discount from the market price, and
the price at which such Shares are resold, may be deemed to constitute
underwriting commissions received by such owners in connection with such
transactions.

     The Trust will pay the costs of administering the Program. There will be no
brokerage charges on purchases of Shares by the Administrator directly from the
Trust in connection with the reinvestment of dividends or Optional Cash
Investments not exceeding $25,000. The Trust may

                                       11
<Page>

pay a fee of up to 1% to ING Funds Distributor, LLC in connection with Optional
Cash Investments in excess of $25,000. (See "Cash Investments Exceeding $25,000
- Waiver Discount, Fee, and Minimum Price.") For shares purchased on the Open
Market, participants will pay a pro rata portion of brokerage commissions for
such purchase. Brokerage charges for purchasing Shares for individual accounts
through the Program may be expected, but are not guaranteed, to be less than the
usual brokerage charge for such transactions, as the Administrator will usually
be purchasing shares for all participants in blocks and prorating the lower
commission thus attainable.

     The Administrator may charge a participant for additional services not
provided under the Program or where specified charges are indicated. Brokers or
nominees who participate on behalf of Beneficial Owners for whom they are
holding shares may charge such Beneficial Owners fees in connection with such
participation, for which neither the Administrator nor the Trust will be
responsible.

CLOSING OF A PARTICIPANT'S ACCOUNT

     When a shareholder wants to close his/her account, a stock certificate for
full Shares in the account must be requested from the Trust. The shareholder can
then deliver the certificate to their broker or dealer for sale on the Open
Market. Fractional Shares will be held and aggregated with other fractional
Shares being liquidated by the Administrator, as agent of the Program and as
Transfer Agent of the Trust, and paid by check when actually sold. Fractional
Shares will be sold by the Administrator either on the Open Market or to the
Program for use in Dividend reinvestment or cash investment transactions. The
price for fractional Shares will be either the actual market price received,
after deducting any commissions, for open market sales, or the average daily
Market Price for the two Trading Days immediately preceding the relevant
Investment Date for sales to the Program. If the certificate for full Shares or
sale proceeds for fractional Shares are to be sent to anyone other than the
registered owner(s) at the address of record or broker/dealer of record, a
signature guaranteed request will be required in order to process the request.

MISCELLANEOUS

REQUESTING CASH DIVIDENDS

     Shareholders may request to receive their dividends in cash at any time by
giving the Administrator written notice or by contacting the Trust's Shareholder
Service Department at (800) 992-0180. Such request will be effective immediately
if the Administrator receives notice at least three business days prior to the
relative Dividend Record Date; otherwise such notice will be effective for the
next Dividend Record Date and any subsequent Dividends.

VOTING OF SHARES HELD IN THE PROGRAM

     Whole and fractional shares held in an account may be voted in person or by
the proxy sent to the participant.

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STOCK DIVIDEND OR RIGHTS OFFERING

     Any Dividends in Shares distributed by the Trust on Shares held in book
entry will be added to the participant's account.

     In the event of a rights offering, the participant will receive rights
based upon the total number of whole shares owned in book entry form and
certificated shares outstanding in the participant's name.

LIMITATION OF LIABILITY

     Neither the Trust nor the Administrator (nor any of their respective
agents, representatives, employees, officers, trustees, directors, or
subcontractors) will be liable in administering the Program for any act
performed in good faith nor for any good faith omission to act, including,
without limitation, any claim of liability arising with respect to the prices or
times at which shares are purchased or sold for participants, or, with respect
to fractional Shares any change in the market value of Shares, or from failure
to terminate a participant's account upon such a participant's death. The
foregoing does not represent a waiver of any rights a participant may have under
applicable securities laws.

CHANGE OR TERMINATION OF THE PROGRAM

     The Trust, in its sole discretion, may suspend, modify or terminate the
Program at any time in whole, in part, or in respect of participants in one or
more jurisdictions. Notice of such suspension, modification or termination will
be sent to all affected participants. No such event will affect any Shares then
credited to a participant's account. Upon any whole or partial termination of
the Program by the Trust, the participant may request a certificate for any
amount of full Shares held in book entry form. Fractional Shares will be held
and aggregated with other fractional Shares being liquidated by the
Administrator, as agent of the Program and as Transfer Agent of the Trust, and
paid for by check when actually sold. Any change in the Optional Cash Investment
Discount or the Waiver Discount made by the Trust shall not constitute a
modification of the Program requiring notice to the participants.

TERMINATION OF THE ADMINISTRATOR

     The Administrator may withdraw as Administrator to the Program upon 90 days
written notice to the Trust, in which case the Trust will select a replacement
to serve as Administrator. The Trust may also terminate the Administrator upon
90 days written notice, and select a replacement to serve as Administrator.

TERMINATION OF PARTICIPATION

     If a participant owns fewer than ten whole Shares of the Trust, the
participant's participation in the Program may be terminated. The Trust may also
terminate any participant's participation in the Program for any reason
(including, without limitation, the attempted circumvention by a participant of
the $25,000 monthly maximum for cash purchases through the accumulation of
Program accounts over which the participant has control) after written notice

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mailed in advance to such participant at the address appearing on the
Administrator's records. Participants whose participation in the Program has
been terminated will receive a certificate for full Shares in their account.
Fractional Shares will be held and aggregated with other fractional Shares being
liquidated by the Administrator as agent of the Program and as Transfer Agent of
the Trust and paid for by check when actually sold.

PROFITS ON SALES OF SHARES

     There is no assurance that participants will be able to sell Shares
purchased pursuant to the Program at a profit.

FUTURE DIVIDENDS

     The payment of Dividends is dependent upon the generation of income by the
Trust. There is no assurance that income will continue to be generated by the
Trust in the future from which Dividends may be paid, and, therefore, there is
no assurance that there will continue to be Dividends in the future to be
reinvested pursuant to the Program.

ATTACHMENTS

A.   Schedule of Important Dates

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