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RULE 497(e)
REGISTRATION NO. 333-59745
SUPPLEMENT DATED JANUARY 15, 1999
TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED OCTOBER 30, 1998
OF ING FUNDS TRUST
This Supplement is provided to update, and should be read in conjunction with,
the information provided in the Statement of Additional Information.
AFFILIATED SECURITIES DEALERS. The following securities dealers are wholly
owned by ING Group and therefore are affiliates, as defined under the 1940 Act,
of the Trust and ING Funds Distributor, Inc.:
o IFG Network Securities, Inc.
o Locust Street Securities, Inc.
o Multi-Financial Securities Corporation
o Vestax Securities Corp.
o Southland Life Insurance Company
o Security Life of Denver Insurance Company
o Equitable Life Insurance Company of Iowa
(collectively, the "Affiliated Securities Dealers").
ADDITIONAL DEALER COMPENSATION. ING Funds Distributor, Inc. has undertaken to
pay, to certain securities dealers, up to an additional 1.00% of the net asset
value of Class A, Class B and Class X shares of the Funds sold by such
securities dealers. This additional compensation will be available to (i) all
Affiliated Securities Dealers, and (ii) such other securities dealers that will
pass through the additional payment to the individual brokers making the sales
and that have indicated that they reasonably anticipate, based upon the prior
calendar year's mutual fund sales, selling at least $10 million of the Funds'
shares during the 1999 calendar year. In addition, Affiliated Securities
Dealers also may receive up to .20% of the net asset value of Class A, Class B,
Class C and Class X shares of the Funds sold by them.
The additional 1.00% program as applied to Affiliated Securities Dealers will
run through April 30, 1999. The additional 1.00% program as applied to all
other securities dealers and all other programs described in this supplement
may be terminated by the Distributor at any time.
These amounts will be paid from the Distributor's own resources and not from
the Funds.
ING-SAISUPP1
