nvcsr

N-CSR 1 p74676anvcsr.htm N-CSR nvcsr



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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-7978

ING Mayflower Trust

(Exact name of registrant as specified in charter)


7337 E. Doubletree Ranch Rd., Scottsdale, AZ		85258
(Address of principal executive offices)		(Zip code)

CT Corporation System, 101 Federal Street, Boston, MA 02110
(Name and address of agent for service)

Registrant’s telephone number, including area code: 1-800-992-0180


Date of fiscal year end:		October 31

Date of reporting period:		November 1, 2006 to October 31, 2007


	Funds

Annual Report

October 31, 2007

Classes A, B, C, I, O, Q and R







Global Equity Funds • ING Global Equity Dividend Fund • ING Global Natural Resources Fund • ING Global Real Estate Fund • ING Global Value Choice Fund International Equity Funds • ING Disciplined International SmallCap Fund • ING Emerging Countries Fund • ING Foreign Fund • ING Greater China Fund • ING Index Plus International Equity Fund • ING International Capital Appreciation Fund • ING International Equity Dividend Fund • ING International Growth Opportunities Fund (formerly, ING International Fund) • ING International Real Estate Fund • ING International SmallCap Fund • ING International Value Fund • ING International Value Choice Fund • ING International Value Opportunities Fund • ING Russia Fund		Global and International Fixed-Income Funds • ING Emerging Markets Fixed Income Fund • ING Global Bond Fund International Fund-of-Funds • ING Diversified International Fund

(E-DELIVERY LOGO) E-Delivery Sign-up — details inside

This report is submitted for general information to shareholders of the ING Funds. It is not authorized for distribution to prospective shareholders unless accompanied or preceded by a prospectus which includes details regarding the funds’ investment objectives, risks, charges, expenses and other information. This information should be read carefully.

TABLE OF CONTENTS






President’s Letter		1




Market Perspective		2




Portfolio Managers’ Reports		4




Shareholder Expense Examples		46




Report of Independent Registered Public Accounting Firm		54




Statements of Assets and Liabilities		55




Statements of Operations		67




Statements of Changes in Net Assets		73




Financial Highlights		84




Notes to Financial Statements		123




Portfolios of Investments		156




Shareholder Meeting Information		223




Trustee and Officer Information		225




Tax Information		231




Advisory Contract Approval Discussion		239
EX-99.CERT
EX-99.906CERT
EX-99.CODE ETH


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PROXY VOTING INFORMATION

A description of the policies and procedures that the Funds use to determine how to vote proxies related to portfolio securities is available (1) without charge, upon request, by calling Shareholder Services toll-free at (800) 992-0180; (2) on the Funds’ website at www.ingfunds.com; and (3) on the U.S. Securities and Exchange Commission’s (“SEC”) website at www.sec.gov. Information regarding how the Funds voted proxies related to portfolio securities during the most recent 12-month period ended June 30 is available without charge on the Funds’ website at www.ingfunds.com and on the SEC’s website at www.sec.gov.

QUARTERLY PORTFOLIO HOLDINGS

The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330; and is available upon request from the Funds by calling Shareholder Services toll-free at (800) 992-0180.

(THIS PAGE INTENTIONALLY LEFT BLANK)

PRESIDENT’S LETTER

(PHOTO OF SHAUN P. MATHEWS)

Dear Shareholder,

It is impossible to discuss the current market climate without acknowledging the recent turmoil brought on by problems in the sub-prime mortgage market. Clearly the excesses in this sector of the market and other segments of collateralized debt have created challenges throughout credit markets worldwide.

Amidst the volatility, we at ING Funds remind our shareholders that the creditworthiness and quality of our funds’ holdings is the ultimate priority to us — whether those holdings are part of our money market funds, fixed income funds or equity funds. Market volatility is an often present component of investing and we believe the best way to manage through turbulent environments is to build a well-balanced, fully-diversified portfolio, which aligns with your goals and risk tolerance.

ING Funds remains committed to developing and offering a diverse array of mutual funds designed to meet the goals of most investors. We urge you to work with your investment professional to make sure you are invested appropriately. Together, you can select the funds that will help you achieve your financial goals. We thank you for choosing ING Funds and look forward to continuing to serve you.

Sincerely,

(-s- Shaun P. Mathews)

Shaun P. Mathews

President

ING Funds

November 2, 2007

The views expressed in the President’s Letter reflect those of the President as of the date of the letter. Any such views are subject to change at any time based upon market or other conditions and ING Funds disclaims any responsibility to update such views. These views may not be relied on as investment advice and because investment decisions for an ING Fund are based on numerous factors, may not be relied on as an indication of investment intent on behalf of any ING Fund. Reference to specific company securities should not be construed as recommendations or investment advice.

International investing poses special risks including currency fluctuation, economic and political risks not found in investments that are solely domestic.

For more complete information, or to obtain a prospectus for any ING fund, please call your Investment Professional or ING Funds Distributor, LLC at (800) 992-0180 or log on to www.ingfunds.com. The prospectus should be read carefully before investing. Consider the fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the fund. Check with your Investment Professional to determine which funds are available for sale within their firm. Not all funds are available for sale at all firms.

MARKET PERSPECTIVE: YEAR ENDED OCTOBER 31, 2007

In our semi-annual report, we described global equities in the form of the Morgan Stanley Capital International World Index^SM(1) (“MSCI World Index^SM”) measured in local currencies, including net reinvested dividends (“MSCI” for regions discussed below) reeling from a sharp correction in the China market before recovering by the end of April 2007. Nervous optimism continued on into the summer when a credit crisis sent investors fleeing stock markets, before Federal Reserve rate cuts provided some solace. For the six month period ended April 30, 2007 and for the year ended October 31, 2007, the MSCI World Index^SM returned 4.3% and 20.39%, respectively. In currencies the view that European interest rates were on the way up while those in the U.S. were not, supported the pound and euro, while the yen continued to be dragged down by the “carry trade”, in which speculators borrow in yen at low interest and buy higher yielding securities in other currencies. But in the flight from risk, these trades were unwound and the yen rebounded. In the six month period ended October 31, 2007, the dollar fell 5.2%, 3.2% and 4.2% against the euro (making repeated new lows), pound and yen, respectively.

By April 2007, the recession in the housing market had taken a new disturbing turn, as lax lending standards especially in the sub-prime mortgage loan sector were sending foreclosure rates and default provisions soaring, and some lenders into bankruptcy. Furthermore, the huge volumes of securities backed by such loans were declining in value, if they could find a bid at all. Much of this exposure was held by hedge funds and structured investment vehicles, which financed their purchases with investors’ money and by issuing lower yielding short term commercial paper, a variant of the carry trade. In June 2007, the investment bank, Bear Stearns, had to step in to rescue two of its hedge funds in distress over holdings in mortgage bonds.

So far, few observers believed that sub-prime mortgage problems might lead to recession. But from mid-July 2007 a series of shocks sent investors scurrying for cover. A large mortgage lender, Countrywide, reported that the sub-prime default crisis had spread to other classes of mortgage loans. Worse, by month end, American Home Mortgage revealed that its creditors had initiated margin calls and that bankruptcy was a possibility. A week later it was fact.

Confirmation that the global asset-backed commercial paper market was close to atrophy came on August 9, 2007 from an unlikely source when French bank BNP Paribas announced similar problems with its own U.S. mortgage-backed structured investment vehicles. Banks were now reluctant to lend to each other because none could be sure where the exposure to tainted securities ultimately lay.

Central banks responded by pouring billions into the inter-bank system. On August 17, 2007 the Federal Reserve cut the discount rate, (at which it will lend to banks), by 50 basis points (0.50%), followed on September 18, 2007 by a federal funds rate reduction of an unexpectedly soothing 50 basis points (0.50%), and another 50 basis points (0.50%) cut in the discount rate.

Finally, on October 31, 2007, the Federal Open Market Committee (“FOMC”) cut both rates by a further 0.25%.

U.S. equities, represented by the Standard and Poor’s 500^® Composite Stock Price Index⁽²⁾ (“S&P 500^® Index”), including dividends, returned 5.5% for the six month period ended October 31, 2007, and 14.56% for the year ended October 31, 2007. It finally breached its March 2000 record in May 2007 and from there the index proceeded fitfully to its best level yet on July 19, 2007, reassured by better than expected corporate profits. But the prospect of continued takeover activity, that other great pillar of stock market support worldwide, vanished with the liquidity required to fund it as the events described above played out. This and general risk aversion took the S&P 500^® Index down about 9.5% in the next 19 trading sessions. Recovery was swift after rate cut expectations set in, however, with a rise of nearly 3% in response to the pleasant surprise on September 18, 2007, and a new all time record close on October 9, 2007.

Internationally, the MSCI Japan^® Index⁽³⁾ fell 3.5% in the six month period ended October 31, 2007, amid the usual cocktail of contradictory economic statistics that ultimately turned sour. Initially, GDP growth was reported strong at 3.2% annualized. Quarterly capital spending and the trade surplus made new records, with China replacing the U.S. as Japan’s biggest trading partner. Unemployment remained at a nine-year low. But consumer prices and wages had started falling again and continued to fall almost without interruption through October while the unwinding of carry trades strengthened the yen and threatened all-

MARKET PERSPECTIVE: YEAR ENDED OCTOBER 31, 2007

important exports. For the year ended October 31, 2007, the MSCI Japan^® Index returned 4.84%. The MSCI Europe ex UK^® Index⁽⁴⁾ edged up 1.8% in the six month period ended October 31, 2007. A rally on high consumer and business confidence, continuing merger and acquisition activity and the lowest Eurozone unemployment since records began, gave way to nervousness in mid-July 2007 after another rate increase and turned into a rout as the sub-prime debacle unfolded. On August 16, 2007, some European stock indices had their biggest one-day fall in four and a half years. The U.S. rate cuts were not reciprocated by the European Central Bank, but still inspired a partial recovery, even as inflation accelerated to 2.6%. For the year ended October 31, 2007, the MSCI Europe ex UK^® Index returned 30.29%. The UK added 5.3%. Stocks surged into the summer shrugging off a rate increase to 5.75%, a six-year high. A housing boom and robust service sector had raised year over year GDP growth to 3.0%. Non-financial companies were making record profits. Retail sales were buoyant and consumer confidence was high. The slide into the trough on August 16, 2007, was even more violent than in continental Europe. But with the Bank of England now clearly on hold and the Federal Reserve evidently determined to ease rates, October 2007 ended with stocks near their best levels of the period.

⁽¹⁾ The MSCI World Index^SM is a free float-adjusted market capitalization index that is designed to measure global developed market equity performance. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽²⁾ The S&P 500^® Index is an unmanaged index that measures the performance of securities of approximately 500 of the largest companies in the United States.

⁽³⁾ The MSCI Japan^® Index is a free float-adjusted market capitalization index that is designed to measure developed market equity performance in Japan.

⁽⁴⁾ The MSCI Europe ex UK^® Index is a free float-adjusted market capitalization index that is designed to measure developed market equity performance in Europe, excluding the UK.

All indices are unmanaged and investors cannot invest directly in an index.

Past performance does not guarantee future results. The performance quoted represents past performance. Investment return and principal value of an investment will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. The Funds’ performance is subject to change since the period’s end and may be lower or higher than the performance data shown. Please call (800) 992-0180 or log on to www.ingfunds.com to obtain performance data current to the most recent month end.

Market Perspective reflects the views of ING’s Chief Investment Risk Officer only through the end of the period, and is subject to change based on market and other conditions.

ING GLOBAL EQUITY DIVIDEND FUND

PORTFOLIO MANAGERS’ REPORT

ING Global Equity Dividend Fund (the “Fund”) seeks growth of capital with dividend income as a secondary consideration. The Fund is managed by Nicolas Simar, Head of Value/ High Dividend and Moudy El Khodr, Senior Investment Manager Equities both of ING Investment Management Advisors B.V. — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 15.80% compared to the Morgan Stanley Capital International World Index^SM(1) (“MSCI World Index^SM”), which returned 20.39% for the same period.

Portfolio Specifics: In our opinion, we believe market return for the year ended October 31, 2007, was largely driven by momentum growth stocks. These stocks generally pay lower dividends than value stocks. The Fund currently holds stocks with higher average dividend yields; during the fiscal year this was a disadvantage as the Fund did not hold or was underweight in the stocks that drove market return.

Another result of the Fund’s dividend bias was an emphasis on certain sectors and countries. The Fund was overweight in financials, utilities and telecoms and underweight information technology (“IT”) and Japan. Underweights in IT and materials detracted from results, but the absence from Japan helped performance.

The Fund’s underweight in healthcare and overweight in telecoms contributed the most to performance for the fiscal year. The former lagged with companies’ problems from competition from generics and investors favoring non-defensive stocks. Telecoms rose as investors welcomed positive news about second quarter and third quarter earnings.

Tele Norte Leste Participacoes SA ADR rebounded from July’s drop due to credit jitters. Its second quarter net profit rose 65% amid growth in its

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

client base, increased sales of convergent products and an improved financial position. Secondly, the Brazilian government hinted that they may change laws governing mergers this year to allow the combination of Tele Norte and Brasil Telecom Participacoes SA ADR, the country’s third-biggest phone company. Mergers and acquisitions had propelled the stock earlier in 2007. BCE, Inc. of Canada (sold) was up principally due to a bidding war between a few of its larger shareholders and private equity groups.

The Fund’s two best performing stocks were PetroChina Co., Ltd. (“Petrochina”) (sold) and Petroleo Brasileiro SA ADR (“Petroleo”), up 135% and 118%, respectively. Petrochina and Petroleo rose as both started with a low reserve replacement ratio and this increased substantially along with earnings. Petrochina rose strongly in September as the company will be listed on the Shanghai exchange. At present, A-class shares are listed only in Hong Kong. The potential mass influx of “new investors” pushed the stock north. The stock thus reached our dividend threshold and we sold it in September. Petroleo benefited from rising international oil prices and its emerging market status.

We lost performance due to our underweights in industrials, IT and materials. On an absolute basis, the two most detrimental sectors were financials and materials. Financials had a strong run until February 2007, when the first news of sub-prime woes emerged; after that the sector heavily underperformed. The two most harmful securities were Washington Mutual, Inc. and First Horizon National Corp. The difficulty in calculating the write downs and the companies’ lack of visibility only worsened the sector’s performance.

Our two worst performing stocks were Precision Drilling and DSG International PLC (“DSG”). The former performed in line with the market until July when it announced the closure of one-fifth of its rigs and future earnings estimates were downgraded. DSG issued a profit warning in January. Since then the stock has underperformed, margins at the company are under pressure, their shops are a heavy fixed cost on a business where customers can shop online or at competitor’s and purchase goods at a better price.

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Citigroup, Inc.	1.8%


Vivendi	1.6%


UST, Inc.	1.6%


Altria Group, Inc.	1.6%


ENI S.p.A.	1.5%


Pfizer, Inc.	1.5%


GlaxoSmithKline PLC	1.4%


Bank of America Corp.	1.4%


TransCanada Corp.	1.4%


Royal Bank of Scotland Group PLC	1.4%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

Current Strategy and Outlook: The outlook for the strategy, in our opinion, remains positive. We also believe investments in defensive companies will give the strategy downside protection and lower volatility. Regardless of any scenario, the strategy will look for sectors or individual stocks to exploit (temporary) under-valuations that often take place.

⁽¹⁾ This MSCI World Index^SM is a free float-adjusted market capitalization index that is designed to measure global developed market equity performance. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

Portfolio holdings and characteristics are subject to change and may not be representative of current holdings and characteristics. The outlook for this Fund may differ from that presented for other ING Funds. Performance for the different classes of shares will vary based on differences in fees associated with each class.

ING GLOBAL EQUITY DIVIDEND FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


					Since Inception			Since Inception			Since Inception			Since Inception			Since Inception
					of Class A			of Class B			of Class C			of Class I			of Class O
		1 Year			September 17, 2003			October 24, 2003			October 29, 2003			August 1, 2007			November 15, 2006

Including Sales Charge:
	Class A⁽¹⁾		9.16	%		18.01	%		—			—			—			—
	Class B⁽²⁾		9.94	%		—			18.22	%		—			—			—
	Class C⁽³⁾		13.94	%		—			—			18.19	%		—			—
	Class I		—			—			—			—			7.26	%		—
	Class O		—			—			—			—			—			15.12	%




Excluding Sales Charge:
	Class A		15.80	%		19.72	%		—			—			—			—
	Class B		14.94	%		—			18.52	%		—			—			—
	Class C		14.94	%		—			—			18.19	%		—			—
	Class I		—			—			—			—			7.26	%		—
	Class O		—			—			—			—			—			15.12	%
	MSCI World Index ^SM(4)		20.39	%		18.28	%⁽⁵⁾		16.99	%⁽⁶⁾		16.99	%⁽⁶⁾		7.89	%		20.39	%⁽⁷⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Global Equity Dividend Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charges and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund Shares.

The performance shown may include the effect of fee waivers and/or expense reimbursements by the Investment Adviser and/or other service providers, which have the effect of increasing total return. Had all fees and expenses been considered, the total returns would have been lower.

Performance data represents past performance and is no assurance of future results. Investment return and principal value of an investment in the Fund will fluctuate. Share, when sold, may be worth more or less than their original cost. The Fund’s current performance may be lower or higher than the performance data shown. Please log on to www.ingfunds.com or call (800) 992-0180 to get performance through the most recent month end.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

The views expressed in this report reflect those of the portfolio managers, only through the end of the period as stated on the cover. The portfolio managers’ views are subject to change at any time based on market and other conditions.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI World Index^SM is a free float-adjusted market capitalization index that is designed to measure global developed market equity performance. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽⁵⁾Since inception performance for the index is shown from October 1, 2003.

⁽⁶⁾Since inception performance for the index is shown from November 1, 2003.

⁽⁷⁾Since inception performance for the index is shown from November 1, 2006.

ING GLOBAL NATURAL RESOURCES FUND

PORTFOLIO MANAGERS’ REPORT

ING Global Natural Resources Fund (the “Fund”) seeks to attain long-term capital appreciation. The Fund is managed by James A. Vail, CFA, Portfolio Manager and Anthony Socci, Portfolio Manager of ING Investment Management Co. — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 43.22%, compared to the Standard & Poor’s 500^® Composite Stock Price Index⁽¹⁾ (“S&P 500^® Index”) and the Standard & Poor’s GSSI^TM Natural Resources Index⁽²⁾ (“S&P GSSI^TM Natural Resources Index”) which returned 14.56% and 40.46%, respectively, for the same period.

Portfolio Specifics: Natural resources continued to experience strong price performance in the fiscal year ended October 31, 2007. Crude oil rose significantly during this period, reflecting supply interruption fears and geopolitical tensions. Natural gas pricing increased towards the end of the period as the supply of liquefied natural gas imports was called into question, reflecting rising foreign demand. Within materials, the strongest performer was lead, which more than doubled as overseas auto production accelerated, and ended the reporting period close to its all-time high.

The U.S. dollar weakness and the credit meltdown were the key drivers behind the strength in gold. Finally, the U.S. housing slowdown brought lumber prices down from their summer highs; lumber is expected to remain at low levels for the immediate future.

During the fiscal year, the Fund benefited from stock selection in the materials sector, particularly among gold and precious metals companies. Gold’s performance reflected the desire for hard assets in the face of mounting credit concerns. Our decision to overweight diversified metals and mining aided performance, as this sub-sector was helped by strong global demand for coal, iron ore and base metals.

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

The Fund was hurt by weak stock selection in the energy sector: particularly among coal and consumable fuels; and oil and gas exploration, production and drilling. Partially offsetting these detractors was an underweight in the largest integrated oil and gas companies, which have been hurt by a shift in worldwide oil and gas reserves to nationalized oil companies.

Top energy performers, Petroleo Brasileiro SA and CNOOC Ltd. ADR, were foreign domiciled companies that were helped by rising oil prices. Petroleo Brasileiro SA was able to increase its oil production while CNOOC Ltd. ADR benefited from Chinese demand. Within materials, Major Drilling, and Cia Vale do Rio Doce ADR, were diversified metals and mining companies that benefited from rising commodity prices. Our position in McDermott International, Inc., an infrastructure play within the industrial sector, benefited from its offshore construction for oil companies.

The greatest individual detractor was Evergreen Energy, a coal beneficiation company. Negative investor sentiment weighed heavily on the stock early in the period and the shares were subsequently sold. Hercules Offshore, Inc. and Valero Energy Corp. are highly exposed to shallow water drilling in the Gulf of Mexico. This region has been in transition and we expect activities to pick up. Oil and gas equipment and service provider Geokinetics, Inc. was hurt by seasonality. We believe refining margins will improve in next year’s driving season. ConocoPhillips Consol Energy, Inc. reported disappointing results and was punished in the market.

Current Strategy and Outlook: We remain convinced that we are in the middle of a longer and stronger natural resource cycle, driven by industrialization and urbanization trends in emerging economies. These trends, coupled with the global growth in infrastructure spending, are energy and metal intensive. In our opinion, supply cannot react to this high demand over the short term. Any supply disruption, e.g., strikes, mining accidents or refinery outages, may push prices higher. Industry consolidation is putting more resources in fewer hands. In our opinion, this supports higher prices than historic trends would suggest. Should the U.S. economy soften, forcing the Federal Reserve Board to continue easing, the dollar could fall further and gold prices could go higher. In our opinion, the Fund is well positioned to benefit from these global trends.

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


Schlumberger Ltd.	5.2%


ExxonMobil Corp.	3.5%


Occidental Petroleum Corp.	3.2%


Petroleo Brasileiro SA	3.1%


XTO Energy, Inc.	2.8%


Devon Energy Corp.	2.7%


Encana Corp.	2.7%


ConocoPhillips	2.5%


Valero Energy Corp.	2.3%


Freeport-McMoRan Copper & Gold, Inc.	2.1%

Portfolio holdings are subject to change daily.

⁽¹⁾ The S&P 500^® Index is an unmanaged index that measures the performance of securities of approximately 500 of the largest companies in the United States.

⁽²⁾ The S&P GSSI^TM Natural Resources Index (formerly, known as the Goldman Sachs Natural Resources Index) is an unmanaged index and a market-capitalization weighted index of stocks designed to measure the performance of companies in the natural resources sector, which includes energy, precious metals, timber and other sub-sectors. Each sector index is a modified-capitalization weighted index, the constituents of which are selected according to objective screening criteria. The weight of a particular stock in each Sector Index is capped at a cap level determined on a sector-by-sector basis.

ING GLOBAL NATURAL RESOURCES FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


											Since Inception
											of Class I
		1 Year			5 Year			10 Year			August 1, 2007

Including Sales Charge:
	Class A⁽¹⁾		34.97	%		27.07	%		14.41	%		—
	Class I		—			—			—			17.56	%




Excluding Sales Charge:
	Class A		43.22	%		28.60	%		15.08	%		—
	Class I		—			—			—			17.56	%
	S&P 500^® Index⁽²⁾		14.56	%		13.88	%		7.10	%		6.97	%
	S&P GSSI^TMNatural Resources Index⁽³⁾		40.46	%		30.42	%		12.05	%		12.10	%

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Global Natural Resources Fund against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in an index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

Performance data represents past performance and is no assurance of future results. Investment return and principal value of an investment in the Fund will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Fund’s current performance may be lower or higher than the performance data shown. Please log on to www.ingfunds.com or call (800) 992-0180 to get performance through the most recent month end.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund Holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾The S&P 500^® Index is an unmanaged index that measures the performance of securities of approximately 500 of the largest companies in the United States.

⁽³⁾The S&P GSSI^TM Natural Resources Index (formerly, known as the Goldman Sachs Natural Resources Index) is an unmanaged index and a market-capitalization weighted index of stocks designed to measure the performance of companies in the natural resources sector, which includes energy, precious metals, timber and other sub-sectors. Each sector index is a modified-capitalization weighted index, the constituents of which are selected according to objective screening criteria. The weight of a particular stock in each Sector Index is capped at a cap level determined on a sector-by-sector basis.

ING GLOBAL REAL ESTATE FUND

PORTFOLIO MANAGERS’ REPORT

ING Global Real Estate Fund (the “Fund”) seeks to provide investors with high total return. The Fund is managed by T. Ritson Ferguson, Chief Investment Officer and Portfolio Manager, Steven D. Burton, Managing Director and Portfolio Manager and Joseph P. Smith, Managing Director and Portfolio Manager, of ING Clarion Real Estate Securities L.P. — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 15.44% compared to the Standard & Poor’s/ Citigroup World Property Index⁽¹⁾ (“S&P/ Citigroup World Property Index”), which returned 13.93% for the same period.

Portfolio Specifics: By region, Asia-Pacific was the strongest performing region for the period with a 39.0% total return, followed by North America which returned 0.4% and Europe which returned -2.3%. Performance in the region was broad-based with total returns achieved in each of the major countries within this region: Hong Kong returned 73.7%, Singapore returned 56.0%, Australia returned 42.6% and Japan returned 12.2%. These strong returns were fueled by robust economic growth being generated by emerging economies within the region and those countries which benefit from this growth. The rapid urbanization of China in particular benefited property companies that were able to take advantage of this growth, including Hong Kong-based property developers of residential and commercial space which have expanded into mainland China.

Within Europe, the United Kingdom property stocks were particular laggards returning -13.3% during the period, versus property stocks in Continental Europe which returned 6.2% for the same period. The U.K. has been beset by concerns of decelerating job growth, particularly in the financial district of London. Sentiment

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

has turned for the worse as the expectation increases that property yields will increase in the coming year. The Fund remains overweight U.K. property stocks, as we believe they will begin to look more attractive during the coming year.

Relative outperformance versus the benchmark was generated primarily by stock picking in Hong Kong, Japan, the United States and Canada. In Hong Kong, overweight positions in mainland residential developers Agile Property Holdings Ltd. and Guangzhou R&F Properties Co., Ltd. contributed to relative returns, as each of these positions returned over 100% during the year. In Japan, an overweight position in Tokyo-based office companies also contributed to relative performance, including Mitsui Fudosan Co., Ltd. which is primarily a developer and landlord of office and condominium properties in the five central wards of Tokyo. Office fundamentals in Tokyo continue to improve, with rents increasing and vacancy levels below 2.6%, on average. Top performers in the U.S. included Hilton Hotels, which appreciated sharply as a result of the announcement during the summer that it would be taken private by the Blackstone Group LP. Archstone Communities, a national apartment real estate investment trust (“REIT”), appreciated as the result of being taken private at a sharp premium. Federal Realty Investment Trust and Ventas, Inc., U.S. shopping center and healthcare REITs, respectively, also contributed to relative performance. Canadian holding Sunrise Senior Living significantly contributed to relative performance as the result of being acquired at a sharp premium by a U.S. healthcare REIT during the year.

Current Strategy and Outlook: In our opinion, the rationale for a global listed property strategy remains very much intact including diversification via low correlation to broad equities and bonds, attractive current yield, attractive valuations and the spread of the REIT structure globally. This remains true even under the possible scenario of slowing global economic growth over the coming year. Investment themes looking out to 2008 include a continuing emphasis on investing in higher growth regions of the world, including the Asia-Pacific region, and looking for

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Westfield Group	5.2%


Mitsui Fudosan Co., Ltd.	4.3%


Mitsubishi Estate Co., Ltd.	4.1%


Sun Hung Kai Properties Ltd.	3.6%


Simon Property Group, Inc.	3.3%


Unibail-Rodamco	3.1%


Cheung Kong Holdings Ltd.	2.4%


Boston Properties, Inc.	2.3%


Prologis	2.2%


Vornado Realty Trust	2.1%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

opportunities in select markets which are currently under-represented in the listed markets but which show stable to improving property fundamentals. Given the increased volatility in global equity markets, Fund strategy will be to position itself with an orientation to top quality by management team, strategy and physical properties. Through an average 3% - 4% dividend yield plus high single digits prospective annual earnings growth, we believe global property stocks continue to be well-positioned to conservatively deliver attractive total returns over the next several years.

⁽¹⁾ The S&P/Citigroup World Property Index is an unmanaged market weighted total return index which consists of many companies from developed markets whose floats are larger than $100 million and derive more than half of their revenue from property-related activities.

ING GLOBAL REAL ESTATE FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


								Since Inception			Since Inception			Since Inception			Since Inception			Since Inception
								of Class A			of Class B			of Class C			of Class I			of Class O
		1 Year			5 Year			November 5, 2001			March 15, 2002			January 8, 2002			June 3, 2005			November 15, 2006

Including Sales Charge:
	Class A⁽¹⁾		8.78	%		26.41	%		23.09	%		—			—			—			—
	Class B⁽²⁾		9.59	%		26.80	%		—			22.58	%		—			—			—
	Class C⁽³⁾		13.57	%		26.99	%		—			—			22.56	%		—			—
	Class I		15.88	%		—			—			—			—			25.84	%		—
	Class O		—			—			—			—			—			—			15.68	%




Excluding Sales Charge:
	Class A		15.44	%		27.90	%		24.31	%		—			—			—			—
	Class B		14.59	%		26.95	%		—			22.65	%		—			—			—
	Class C		14.57	%		26.99	%		—			—			22.56	%		—			—
	Class I		15.88	%		—			—			—			—			25.84	%		—
	Class O		—			—			—			—			—			—			15.68	%
	S&P/Citigroup World Property Index ⁽⁴⁾		13.93	%		27.74	%		23.59	%⁽⁵⁾		23.89	% ⁽⁶⁾		27.85	% ⁽⁷⁾		24.71	% ⁽⁸⁾		13.93	%⁽⁹⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Global Real Estate Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and 5 year returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The S&P/Citigroup World Property Index is an unmanaged market-weighted total return index, which consists of many companies from developed markets whose floats are larger than $100 million and derive more than half of their revenue from property-related activities.

⁽⁵⁾Since inception performance for index is shown from November 1, 2001.

⁽⁶⁾Since inception performance for index is shown from March 1, 2002.

⁽⁷⁾Since inception performance for index is shown from January 1, 2002.

⁽⁸⁾Since inception performance for index is shown from June 1, 2005.

⁽⁹⁾Since inception performance for index is shown from November 1, 2006.

ING GLOBAL VALUE CHOICE FUND

PORTFOLIO MANAGERS’ REPORT

ING Global Value Choice Fund (the “Fund”) seeks long-term capital appreciation. The Fund is managed by David B. Iben, Portfolio Manager, of Tradewinds Global Investors, LLC⁽¹⁾ — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 30.76% compared to the Morgan Stanley Capital International All Country World Index^SM(2) (“MSCI ACWI Index^SM”) and the Morgan Stanley Capital International World Index^SM(3) (“MSCI World Index^SM”), which returned 24.19% and 20.39%, respectively, for the same period.

Portfolio Specifics: The materials sector, the Fund’s largest sector weighting, was the best performing sector during the period. Among the top contributors to performance for the quarter were gold mining companies Barrick Gold Corporation and Lihir Gold Limited. During the period, the price of gold reached its highest level in 27 years and many of the gold producers benefited as a result. Barrick Gold Corporation is the second largest North American gold producer, the largest gold company in the world by capitalization, and was the Fund’s largest holding in this sector. The Mosaic Company, a producer of phosphate and potash crop nutrients, was another top contributor to performance. The company has benefited from strong domestic and foreign fertilizer industry demand and higher product prices. Industrial sector holding AGCO Corporation, the Fund’s best individual contributor to performance, manufactures and distributes agricultural equipment and related replacement parts. The company has benefited from a global boom in the agricultural industry.

The financial sector was the Fund’s largest detractor from performance during the period, primarily due to continued weakness in the Japanese consumer finance holding Takefuji Corp. The company has experienced significant stock

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

price declines due to investor concerns over regulatory changes and legal challenges. We continue to carefully monitor the potential risk/reward profile of the company. The Fund’s information technology holdings also hindered performance. In particular, Korean-based Samsung SDI Co., Ltd. GDR, one of the world’s largest cathode ray tube and plasma display panel manufacturers, suffered during the period due to increased competition and price deterioration of its products. We continue to believe, however, that the company is a quality franchise, with a strong balance sheet and dominant market share. While the materials sector as a whole performed well, not all of the sector’s holdings had positive results. Bowater Incorporated, a producer of coated and specialty papers and newsprint, was among the largest detractors from performance. The paper industry as a whole is suffering from poor supply/demand fundamentals. Canadian-based gold mining company Gabriel Resources’ share price declined significantly in mid-September after the Romanian government temporarily suspended its environmental impact and construction approval process of the company’s 80-percent owned Rosia Montana gold project in Romania.

While the Fund’s investments represented numerous countries from around the world, U.S. investments contributed the most to performance while the Fund’s Japanese holdings detracted the most from performance. The Fund remains heavily overweighted in materials and heavily underweighted in financial sector stocks.

Current Strategy and Outlook: We believe that concerns caused by the U.S. sub-prime mortgage meltdown and softening housing conditions will continue to work themselves out, and as such, markets will continue to be volatile. Excess money from Federal Reserve and European Central Bank credit injections should find their way into investments with a scarcity of supply, such as oil, commodities and gold. As such, we continue to believe that the long-term supply and demand fundamentals for gold companies are compelling. While gold prices reached a 27 year high in September, in real terms, the price of gold as of October 31, 2007, was still less than 50 percent of its 1980 high. We also continue to believe the Fund is well positioned worldwide in other strong business franchises — such as food, agriculture, and basic materials companies — that have the potential to appreciate over the long-term.

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Nippon Telegraph & Telephone Corp. ADR	4.3%


Royal Dutch Shell PLC ADR	4.2%


Newmont Mining Corp.	4.2%


Barrick Gold Corp.	4.1%


Anglogold Ashanti Ltd. ADR	3.7%


Centrais Eletricas Brasileiras SA ADR	3.4%


Korea Electric Power Corp. ADR	3.2%


Lihir Gold Ltd.	3.1%


Union Pacific Corp.	3.0%


Chevron Corp.	2.8%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

⁽¹⁾ Effective February 28, 2007, Tradewinds NWQ Global Investors, LLC changed its name to Tradewinds Global Investors, LLC.

⁽²⁾ The MSCI ACWI Index^SM is a free-float adjusted market capitalization index that is designed to measure equity market performance in the global developed and emerging markets. The MSCI ACWI Index^SM more closely tracks the types of securities in which the Fund invests than the MSCI World Index^SM.

⁽³⁾ The MSCI World Index^SM is a free float-adjusted market capitalization index that is designed to measure global developed market equity performance. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

ING GLOBAL VALUE CHOICE FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


											Since Inception
											of Class I
		1 Year			5 Year			10 Year			September 6, 2006

Including Sales Charge:
	Class A⁽¹⁾		23.21	%		16.88	%		8.63	%		—
	Class B⁽²⁾		24.91	%		17.29	%		8.57	%		—
	Class C⁽³⁾		28.86	%		17.51	%		8.56	%		—
	Class I		31.48	%		—			—			29.02	%
	Class Q		31.13	%		18.59	%		9.58	%		—




Excluding Sales Charge:
	Class A		30.76	%		18.26	%		9.27	%		—
	Class B		29.91	%		17.50	%		8.57	%		—
	Class C		29.86	%		17.51	%		8.56	%		—
	Class I		31.48	%		—			—			29.02	%
	Class Q		31.13	%		18.59	%		9.58	%		—
	MSCI ACWI Index^SM(4)		24.19	%		19.67	% ⁽⁶⁾		8.84	%		25.50	%⁽⁷⁾
	MSCI World Index^SM(5)		20.39	%		18.31	%		7.90	%		22.15	%⁽⁷⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Global Value Choice Fund against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in an index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and 5 year returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI ACWI Index^SM is a free-float adjusted market capitalization index that is designed to measure equity market performance in the global developed and emerging markets. The MSCI ACWI Index^SM more closely tracks the types of securities in which the Fund invests than the MSCI World Index^SM.

⁽⁵⁾The MSCI World Index^SM is a free float-adjusted market capitalization index that is designed to measure global developed market equity performance. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽⁶⁾Net return for index is shown from November 1, 2002.

⁽⁷⁾Since inception performance for the indices is shown from September 1, 2006.

Prior to April 24, 2006, the Fund was advised by a different sub-adviser.

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

PORTFOLIO MANAGERS’ REPORT

ING Disciplined International SmallCap Fund (the “Fund”) seeks long-term capital appreciation. The Fund is managed by Omar Aguilar, Ph.D., Portfolio Manager and Vincent Costa, CFA, Portfolio Manager, both of ING Investment Management Co. — the Sub-Adviser.

Performance: Since the Fund’s inception on December 20, 2006 through October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 20.90%, compared to the Standard and Poor’s Citigroup Extended Market Index World ex-US⁽¹⁾ (“S&P/ Citigroup EMI World ex-US”), which returned 18.71% for the period from January 1, 2007 through October 31, 2007.

Portfolio Specifics: Our research builds structured portfolios of stocks with fundamental characteristics that, in our opinion, will translate into a performance advantage over the benchmark. Our analysis seeks to position the Fund to capitalize on high-quality companies with growing earnings as well as attractive valuations and business momentum.

Sector allocation added value during the period, particularly an underweight position in consumer discretionary companies. Security selection among the financial, industrial and materials

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

sectors benefited the Fund; these gains were partially offset by security selection in the utilities sector.

Top contributors included overweight positions in Seoul Securities Co., Ltd., a Korean financial service provider, BWIN Interactive Entertainment (sold), an Austrian provider of online gaming and Italian motorcycle manufacturer Ducati, which rose as profits for the first nine months in 2007 soared. In the industrials sector, names such as Korean Air Lines Co., Ltd., Glidemeister (sold) and Danieli also added to returns.

The worst detractors included overweight positions in Jessops (sold), a UK retail photographic products and services company, which slid as its chairman resigned and the company announced the closing of about 80 stores; and British property fund manager Capital and Regional PLC, which suffered due to negative market sentiment.

Current Strategy and Outlook: The Fund is currently overweight in the financials, consumer staples and materials and underweight in the utilities sector.

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


iShares MSCI EAFE Index Fund	1.0%


Accor SA	0.7%


Holcim Ltd.	0.7%


Union Fenosa SA	0.6%


Swiss Life Holding	0.5%


Compagnie Generale de Geophysique SA	0.5%


Persimmon PLC	0.5%


Swatch Group AG – BR	0.5%


Lagardere SCA	0.5%


Fresenius Medical Care AG & Co. KGaA	0.5%

Portfolio holdings are subject to change daily.

⁽¹⁾ The S&P/ Citigroup EMI World ex-US. is an unmanaged extended market index of the world market excluding U.S.; extended meaning small capitalization stock universe on bottom 20% of available capital of each country.

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Cumulative Total Returns for the Period Ended October 31, 2007

		Since Inception
		of Classes A, B, C and I
		December 20, 2006

Including Sales Charge:
	Class A⁽¹⁾		13.95	%
	Class B⁽²⁾		15.20	%
	Class C⁽³⁾		19.20	%
	Class I		21.30	%




Excluding Sales Charge:
	Class A		20.90	%
	Class B		20.20	%
	Class C		20.20	%
	Class I		21.30	%
	S&P/Citigroup EMI World ex-US⁽⁴⁾		18.71	%⁽⁵⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Disciplined International SmallCap Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund Holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% for the since inception return.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the since inception return.

⁽⁴⁾The S&P/Citigroup EMI World ex-US is an unmanaged extended market index of the world market excluding U.S.; extended meaning small capitalization stock universe or bottom 20% of available capital of each country.

⁽⁵⁾Since inception performance for the index is shown from January 1, 2007.

ING EMERGING COUNTRIES FUND

PORTFOLIOS MANAGERS’ REPORT

ING Emerging Countries Fund (the “Fund”) seeks maximum long-term capital appreciation. The Fund is managed by Brandes Investment Partners, L.P. (“Brandes”), the Sub-Adviser. Brandes’ Emerging Markets Investment Committee is responsible for making the day-to-day investment decisions for the Fund. Alphonse Chan, CFA, Portfolio Manager, Christopher Garrett, CFA, Institutional Portfolio Manager, Douglas Edman, CFA, Director — Investments, Gerardo Zamorano, CFA, Senior Analyst, Greg Rippel, CFA, Senior Analyst, and Steven Leonard, CFA, Senior Analyst are the six voting members of Brandes’ Emerging Markets Investment Committee.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 41.93% compared to the Morgan Stanley Capital International Emerging Markets Index^SM(1) (“MSCI EM Index^SM”), which returned 67.84% for the same period.

Portfolio Specifics: For the year ended October 31, 2007, the Fund benefited most in absolute terms from advancing share prices for holdings in the diversified telecommunication services, chemicals, and wireless telecommunication services industries. Key contributors from these industries included Brasil Telecom Participacoes SA ADR (Brazil — diversified telecommunication services), LG Chemical Ltd. (South Korea — chemicals), and Vivo Participações SA ADR (Brazil — wireless telecommunication services). The Fund’s positions in the electric utilities and automobiles industries, such as Manila Electric (Philippines — electric utilities), Eletrobras (Brazil — electric utilities), and Brilliance China Auto Holdings (China — automobiles), also generally delivered favorable results. Gains for select holdings outside of these industries, such as AFP Provida (Chile — capital markets) and First Pacific (Hong Kong — diversified financial services), also contributed to positive performance. Declines for Taro Pharmaceutical Industries (Israel — pharmaceuticals) and Daeduck Electronics Co., Ltd. (South Korea — electronic equipment & instruments) proved to be the largest detractors to Fund performance during the period.

Among countries, securities based in Brazil, South Korea, and China tended to deliver the greatest gains during the period. Top performers from these regions included Cia Saneamento Basico do Estado de Sao Paulo (Brazil — water utilities), LG Electronics (South Korea — household durables), and Weiqiao Textile Co. (China — textiles, apparels, & luxury goods). Positions based in Taiwan, Israel, and

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

Hong Kong also tended to register gains, while South African-based JD Group Ltd. (South Africa — specialty retail) tended to be the largest detractor from a country perspective.

On a relative basis, the Fund underperformed the MSCI Emerging Markets Index. A combination of the Fund’s overweight to holdings in the wireless telecommunication services and diversified telecommunication services industries, as well as poor stock selection within these industries, drove relative results. Stock selection in the industrials and financial sectors also had a negative effect on relative performance, while an underweight to positions in the metals & mining industry and a lack of exposure to securities in the oil, gas, & consumable fuels industry also proved unfavorable.

As a reminder, the Fund’s industry exposure is a residual of our value-driven investment process, which focuses on company-by-company analysis seeking to identify undervalued securities. It should not be surprising that, as dedicated value managers following a disciplined strategy, we are not currently finding value in many companies in these commodity-based industries. During this period we held one security in the metals & mining industry, Posco (South Korea), which returned more than 28% for the period.

Our philosophy remains the same, both during periods of relative outperformance and underperformance. We believe the best opportunities for capital appreciation come from finding securities trading at discounts to our estimate of their true values. Conversely, we firmly believe focusing on short-term relative performance can distract investors from focusing on a disciplined investment strategy.

During the period, our company-specific analysis dictated a number of changes to the Fund composition. We sold positions such as LG Chemical Ltd. (South Korea — chemicals), Manila Electric (Philippines — electric utilities), and Brilliance China Auto Holdings (China — automobiles) as share price appreciation pushed their market prices toward our estimates of their fair values. We also purchased a number of new positions, including Sinopec Yizheng Chemical Fibre (China — chemicals), Koor Industries (Israel — industrials), and Bangkok Bank PCL (Thailand — commercial banking), at prices we consider attractive.

Current Strategy and Outlook: During the reporting period, the Fund’s country and industry exposures shifted slightly due to stock-specific buying and selling as well as changes in the prices of holdings. For example, new purchases increased exposure to the food products and specialty retail industries, while the sale of Kumho Industrial (South Korea — auto components) and a pareback of Kumho Tire Co., Inc. (South Korea — auto components) reduced the Fund’s exposure to the auto components industry. Among countries, the Fund’s exposure to Thailand and Brazil increased as a result of new purchases and share price appreciation, while sales of select issues in Taiwan reduced exposure there. (Keep in mind that the Fund’s weightings for industries and countries are not the product of “top-down” forecasts or opinions, but merely stem from our company-by-company search for compelling investment opportunities in markets around the world.)

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


SK Telecom Co., Ltd. ADR	3.6%


Weiqiao Textile Co.	3.6%


Braskem SA	3.4%


Banco Latinoamericano de Exportaciones SA	2.9%


China Motor Corp.	2.8%


First Pacific Co.	2.8%


Samsung Electronics Co., Ltd.	2.8%


KT Corp.	2.8%


Jd Group Ltd.	2.6%


AFP Provida SA ADR	2.6%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

Overall, while we offer no predictions regarding the short-term direction of equities in emerging markets, we believe the Fund remains well positioned to deliver favorable long-term results. We believe that all holdings remain undervalued, and we expect them to realize appreciation as the market recognizes their true worth.

⁽¹⁾ The MSCI EM Index^SM is an unmanaged index that measures the performance of securities listed on exchanges in developing nations throughout the world. It includes the reinvestment of dividends and distributions net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

ING EMERGING COUNTRIES FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


											Since Inception
											of Class I
		1 Year			5 Year			10 Year			December 21, 2005

Including Sales Charge:
	Class A⁽¹⁾		33.76	%		26.34	%		9.63	%		—
	Class B⁽²⁾		35.85	%		26.81	%		9.66	%		—
	Class C⁽³⁾		39.82	%		26.94	%		9.52	%		—
	Class I		42.41	%		—			—			31.25	%
	Class Q		42.05	%		28.06	%		10.53	%		—




Excluding Sales Charge:
	Class A		41.93	%		27.85	%		10.28	%		—
	Class B		40.85	%		26.96	%		9.66	%		—
	Class C		40.82	%		26.94	%		9.52	%		—
	Class I		42.41	%		—			—			31.25	%
	Class Q		42.05	%		28.06	%		10.53	%		—
	MSCI EM Index^SM(4)		67.84	%		39.86	% ⁽⁵⁾		15.18	%		44.99	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Emerging Countries Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

* Prior to October 31, 2001, the MSCI EM Index^SM did not include the deduction of withholding taxes.

(1)Reflects deduction of the maximum Class A sales charge of 5.75%.

(2)Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and 5 year returns.

(3)Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

(4)The MSCI EM Index^SM is an unmanaged index that measures the performance of securities listed on exchanges in developing nations throughout the world. It includes the reinvestment of dividends and distributions net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

(5)Net return for index is shown from November 1, 2002.

(6)Since inception performance for index is shown from January 1, 2006.

Prior to March 1, 2005, the Fund was advised by a different sub-adviser.

ING FOREIGN FUND

PORTFOLIO MANAGERS’ REPORT

ING Foreign Fund (the “Fund”) seeks long-term growth of capital. The Fund is managed by Rudolph-Riad Younes, CFA, Senior Vice President and Head of International Equity and Richard Pell, Senior Vice President and Chief Investment Officer, both of Julius Baer Investment Management LLC — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 31.32% compared to the Morgan Stanley Capital International All Country World ex-US Index⁽¹⁾ (“MSCI ACWI ex US Index”) and the Morgan Stanley Capital International — Europe, Australasia and Far East^® Index⁽²⁾ (“MSCI EAFE^® Index”) which returned 32.43% and 24.91%, respectively, for the same period.

Portfolio Specifics: During the period, international equities exhibited strong results, particularly within emerging markets, with Asia topping the charts amid continued strong economic growth. Commodity oriented markets were also solid performers as demand for raw materials continued at a robust pace. The notable exception to the strong equity environment was once again Japan, which achieved only low single digit returns for investors.

Amid this environment, we modestly underperformed our new benchmark, the MSCI ACWI ex US Index, which was adopted on March 1, 2007. This benchmark change coincided with our ability to operate within a broadened range for emerging markets of 0-35%. The underperformance relative to this benchmark was the result of several factors. From a geographic perspective, our underweight to Asia, detracted from results as did our underweight to commodity-oriented countries such as Brazil, Canada, Australia and South Africa. However, positively supporting results was our underweighted stance to equities in Japan and the United Kingdom. Our overweight to and stock selection in India contributed to results with the position in the State Bank of India Ltd. warrants particularly strong. Within Central and Eastern Europe we were overweight in Poland, the Czech Republic and Russia which proved beneficial. Specific contributors included Powszechna Kasa Oszczednosci Bank Polski SA and Bank Polska Kasa Opieki

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

(Poland), Komercni Banka AS (Czech Republic) and Norilsk Nickel Mining and Sberbank (Russia), although shares of OJSC Rosneft GDRs (Russia) underperformed relative to the index, negatively impacting results within the energy sector. Also in the region, Bank of Cyprus Public Co., Ltd. had very strong performance.

From a sector perspective, our underweight to materials dragged down results given rising commodities. While our overweight to industrials was positive, stock selection negated this effect due to several underperformers. Melco International Development (Hong Kong), Marfin Investment Group Holdings (Greece) and AG Frankfurt Airport Services Worldwide (Germany) underperformed the index. On a positive note, our decision to underweight UK financials along with strong performance from several emerging market banks led us to outperform within the sector overall. This positioning more than made up for poor performance from several European financials, including Swedbank AB (Sweden), Immoeast Immobilien Anlagen AG (Austria) as well as the position held in KKR Private Equity Investors LP. One bright spot in Continental Europe was consumer-oriented stocks in Switzerland, including Nestle SA and Swatch Group AG.

Current Strategy and Outlook: We are toward the upper end of the range for emerging markets. Central and Eastern Europe including Russia remain an important component of the strategy. In our opinion, economic growth within the region has been driven more by domestic demand forces rather than U.S. consumption growth, providing diversification benefits. Select opportunities in Asia are also represented. In particular, we believe India, offers an industry mix more focused on services along with better corporate governance than in China. We believe South Korea and Taiwan have become more like developed markets, although they continue to be classified as emerging. We have uncovered opportunities across several sectors which are represented in the strategy. In our opinion, commodity oriented markets such as Brazil, South Africa, Canada and Australia continue to be driven by strong demand and we have increased our exposure.

We remain heavily underweight Japanese equities. In our opinion, lack of reforms, poor corporate governance and extended valuations leave little incentive to increase exposure there. The UK is also underrepresented, given our avoidance of UK banks.

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


OTP Bank Nyrt	2.8%


Komercni Banka AS	2.1%


iShares MSCI Canada Index Fund	2.0%


Hang Seng Investment Index Funds Series-H-Share Index ETF	1.6%


OAO Gazprom ADR	1.6%


Nestle SA	1.5%


OMV AG	1.4%


State Bank of India Ltd.	1.2%


BP PLC	1.2%


Total SA	1.2%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

Within Continental Europe, we continue to find transportation infrastructure such as airports to be compelling businesses with attractive franchises (restaurants, duty free shops, etc.). Construction and cement companies are also well positioned. Luxury goods and spirits companies benefit from demand from emerging markets.

⁽¹⁾ The MSCI ACWI ex US Index^SM is a free float-adjusted market capitalization index that is designed to measure equity market performance in the global developed and emerging markets, excluding the U.S. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing. The MSCI ACWI ex US Index more closely tracks the types of securities in which the Fund invests than the MSCI EAFE^® Index.

⁽²⁾ The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

ING FOREIGN FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007

					Since Inception			Since Inception			Since Inception			Since Inception			Since Inception
					of Class A			of Class B			of Class C			of Class I			of Class Q
		1 Year			July 1, 2003			July 8, 2003			July 7, 2003			September 8, 2003			July 10, 2003

Including Sales Charge:
	Class A⁽¹⁾		23.78	%		22.23	%		—			—			—			—
	Class B⁽²⁾		25.35	%		—			22.07	%		—			—			—
	Class C⁽³⁾		29.30	%		—			—			22.37	%		—			—
	Class I		31.76	%		—			—			—			23.75	%		—
	Class Q		31.45	%		—			—			—			—			23.72	%




Excluding Sales Charge:
	Class A		31.32	%		23.91	%		—			—			—			—
	Class B		30.35	%		—			22.30	%		—			—			—
	Class C		30.30	%		—			—			22.37	%		—			—
	Class I		31.76	%		—			—			—			23.75	%		—
	Class Q		31.45	%		—			—			—			—			23.72	%
	MSCI ACWI ex US ⁽⁴⁾		32.43	%		26.98	%		26.98	%⁽⁶⁾		26.98	%⁽⁶⁾		26.51	%⁽⁷⁾		26.98	%⁽⁶⁾
	MSCI EAFE^® Index^SM(5)		24.91	%		24.31	%		24.31	%⁽⁶⁾		24.31	%⁽⁶⁾		23.97	%⁽⁷⁾		24.31	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Foreign Fund against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in an index. The Fund’s performance is shown both with and without imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI ACWI ex US^SM is a free float-adjusted market capitalization index that is designed to measure equity market performance in the global developed and emerging markets, excluding the U.S. It includes the reinvestment of dividends and distributions net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing. The MSCI ACWI ex US Index more closely tracks the types of securities in which the fund invests than the MSCI EAFE^® Index.

⁽⁵⁾The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽⁶⁾Since inception performance for indices is shown from July 1, 2003.

⁽⁷⁾Since inception performance for indices is shown from September 1, 2003.

ING GREATER CHINA FUND

PORTFOLIO MANAGERS’ REPORT

ING Greater China Fund (the “Fund”) seeks long-term capital appreciation. The Fund is managed by Nick Toovey, CFA, Bratin Sanyal, Oscar Leung Kin Fai, CFA and Michael Hon Lung Chiu, CFA, Portfolio Managers of ING Investment Management Asia/ Pacific (Hong Kong) Limited — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 96.41%, compared to Morgan Stanley Capital International (“MSCI”) All Countries Golden Dragon Index⁽¹⁾ which returned 84.11% for the same period. The MSCI All Countries Golden Dragon Index is an aggregate of the MSCI Hong Kong Index, the MSCI China Free Index and the MSCI Taiwan Index.

Portfolio Specifics: In China, news about the Qualified Domestic Institutional Investor (“QDII”) scheme continued to excite the market; expected investment flows from domestic Chinese investors into Hong Kong listed Chinese stocks helped push the benchmark index to new highs. H shares and red-chip stocks listed in Hong Kong went up due to their cheaper valuations compared to their A share counterparts in the local Chinese market. China recently has experienced heightened inflation risk from fast-rising food prices; however, the central bank has moved preemptively to increase interest rates and bank reserves requirement.

Hong Kong has been performing roughly in line with the regional index thanks to its property sector, which performed well on expectations of declining U.S. interest rates. Taiwan was lackluster compared with the rest of the region as investors worried about Taiwanese banks’ exposure to U.S. sub-prime collateralized debt obligations. Concerns over the U.S. economy also hurt sentiment in the technology sector, which is export driven.

An overweight position in Chinese real estate developers via China Overseas Land and Investment Ltd. and Guangzhou R&F Properties Co., Ltd. was the biggest contributor to performance. Overweights in selected H shares, which traded at a

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

significant discount to their A share counterparts, helped performance as the shares narrowed the discount. Examples include China Shipping Development Co., Ltd., Dongfang Electrical Machinery Co., Ltd. and Jianxi Copper Properties Co., Ltd. Stock selection in the Hong Kong financial sector also helped performance.

In Taiwan, underweights in financials and information technology (“IT”) hardware, two of the largest sectors, contributed significantly. An overweight in the Taiwan petrochemicals sector via Nan Ya Plastics Corp. also added value as the sector benefited from growing Chinese demand. Finally, our holdings in Shanghai Pudong Development Bank and China Merchants Bank Co., Ltd, both A shares, contributed to performance. These positions have been closed and the Fund does not have any direct A share exposure currently.

Underweights in selected energy stocks in China, particularly CNOOC Ltd., detracted value as energy and commodity prices strengthened. Also, underweights in certain financial stocks, most notably Ping An Insurance and ICBC, detracted from results as those stocks outperformed due to liquidity inflows in anticipation of the QDII system. That underperformance was mitigated, however, by positions in Petrochina Co., Ltd, China Life Insurance Co., Ltd. and China Construction Bank.

Current Outlook and Strategy: Chinese stocks listed in Hong Kong are likely to see further re-rating as a result of potential investment flows from Chinese investors. China announced another set of strong macroeconomic figures in August and the renminbi continues to strengthen gradually. International investors are concerned about the rising A share market and the possibility of a major correction. The U.S. sub-prime mortgage crisis has also dented sentiment. China, being an emerging market, will not be immune to a general deterioration of investor sentiment or increased risk aversion. Nevertheless, we are maintaining a positive bias towards the Chinese market, as we believe China’s macroeconomic outlook is still solid. Corporate earnings growth is faster than previously expected and core inflation is still under control.

In Hong Kong, property prices are rising and domestic consumption is strong. Further U.S. interest rate cuts might boost local market sentiment. In Taiwan, the continuous struggle between President Chen and the opposition parties is dampening market sentiment. We believe Taiwan’s long-term outlook remains positive if the political deadlock can be resolved. Sectors such as basic materials and petrochemicals are likely to perform better thanks to rising demand from China. In general, Taiwan is still heavily exposed to the IT sector. The market outlook is still not favorable and we are staying underweight.

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


China Mobile Ltd.	9.0%


PetroChina Co., Ltd.	5.6%


China Overseas Land & Investment Ltd.	4.7%


China Life Insurance Co., Ltd.	4.3%


MediaTek, Inc.	3.8%


BOC Hong Kong Holdings Ltd.	3.5%


Nan Ya Plastics Corp.	3.4%


Cheung Kong Holdings Ltd.	3.4%


HON HAI Precision Industry Co., Ltd.	3.1%


Hong Kong Exchanges and Clearing Ltd.	2.8%

Portfolio holdings are subject to change daily.

⁽¹⁾ The MSCI All Countries Golden Dragon Index is a broad-based, unmanaged index of common stocks traded in China, Hong Kong and Taiwan.

ING GREATER CHINA FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


					Since Inception			Since Inception			Since Inception			Since Inception
					of Class A			of Class B			of Class C			of Class I
		1 Year			December 21, 2005			January 6, 2006			January 11, 2006			May 8, 2006

Including Sales Charge:
	Class A⁽¹⁾		85.15	%		56.92	%		—			—			—
	Class B⁽²⁾		89.92	%		—			56.04	%		—			—
	Class C⁽³⁾		93.75	%		—			—			57.53	%		—
	Class I		96.81	%		—			—			—			55.07	%




Excluding Sales Charge:
	Class A		96.41	%		61.99	%		—			—			—
	Class B		94.92	%		—			57.56	%		—			—
	Class C		94.75	%		—			—			57.53	%		—
	Class I		96.81	%		—			—			—			55.07	%
	MSCI All Countries Golden Dragon Index⁽⁴⁾		84.11	%		53.33	%⁽⁵⁾		53.33	%⁽⁵⁾		53.33	%⁽⁵⁾		52.29	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Greater China Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 4%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI All Countries Golden Dragon Index is a broad-based, unmanaged index of common stocks traded in China, Hong Kong and Taiwan.

⁽⁵⁾Since inception performance for the index is shown from January 1, 2006.

⁽⁶⁾Since inception performance for the index is shown from May 1, 2006.

ING INDEX PLUS INTERNATIONAL EQUITY FUND

PORTFOLIO MANAGERS’ REPORT

ING Index Plus International Equity Fund (the “Fund”) seeks to outperform the total return performance of the Morgan Stanley Capital International — Europe, Australasia and Far East^® Index⁽¹⁾ (“MSCI EAFE^® Index”) while maintaining a market level of risk. The Fund is managed by Carl Ghielen, Portfolio Manager and Martin Jansen, Portfolio Manager, both of ING Investment Management Advisors B.V. — the Sub Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 22.98% compared to the MSCI EAFE^® Index, which returned 24.91% for the same period.

Portfolio Specifics: By design, the Fund maintains approximate benchmark weights of the countries/regions, economic sectors and industries constituting the MSCI EAFE^® Index and is expected to track the benchmark relatively closely. The Fund seeks to add value to the MSCI EAFE^® benchmark through bottom-up security selection on the basis of customized sector models.

Stock-specific risk is substantially controlled by the large number of securities in the portfolio (between 300 and 400). As a first step, we include the best ranked 200 stocks across countries, sectors and industries. To ensure that the Fund maintains appropriate index weights and an index-like profile, we add an additional 100–200 of the next most attractive securities. The Fund is rebalanced monthly.

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

For the fiscal year, the Fund’s underperformance versus the benchmark was attributable mostly to security selection. The Fund performed strongly through June. After that, our models, especially in the financial sector, were wrongly positioned against a backdrop of rising volatility as the U.S.-induced sub-prime mortgage crisis escalated.

The predictive power of the individual factors included in each of the international sector models for a particular reporting period substantially determines the stock selection result in each sector and country/region. The model proved effective at selecting stocks in Continental Europe and Asia-Pacific ex-Japan, but lost value in Japan and the United Kingdom. For this reporting period, our positioning in the financials had the largest negative impact, due largely to an adverse ranking outcome of earnings/price factors used in the sector model. On the positive side, the EBITDA/price factor in the materials sector model proved especially powerful.

Japanese financial stocks Sumitomo Mitsui Financial Group, Inc. and Mizuho Financial Group, Inc. were notable detractors at the security level. The strong selection result in materials was largely attributable to our holdings of steel producers ThyssenKrupp AG and ArcelorMittal and Australian mining conglomerate, BHP Billiton PLC.

Current Strategy and Outlook: Stock selection flows from the sector/industry ranking models. The Fund’s portfolio construction and risk control disciplines seek to limit the Fund’s characteristics within an acceptable band around the benchmark. Our most attractively ranked stocks may have overweights of up to 0.75%, while the maximum allowable underweight is 0.50%. Within this context, the Fund currently

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


Telefonica SA	2.0%


Nokia OYJ	2.0%


Volkswagen AG	1.6%


Royal Dutch Shell PLC – Class A	1.6%


BHP Billiton PLC	1.6%


iShares MSCI EAFE Index Fund	1.4%


UniCredito Italiano S.p.A.	1.4%


Suez SA	1.4%


Credit Suisse Group	1.4%


Deutsche Bank AG	1.3%

Portfolio holdings are subject to change daily.

has a modest tilt towards lower valuation and smaller capitalization stocks and has a resultant modest focus on stocks linked primarily to local economies. The current portfolio of stocks generated an historic earnings growth similar to the index, and carries a dividend yield approximating that of the index.

⁽¹⁾ The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

ING INDEX PLUS INTERNATIONAL EQUITY FUND

PORTFOLIO MANAGERS’ REPORT



Average Annual Total Returns for the Periods Ended October 31, 2007


					Since Inception			Since Inception
					of Classes A and I			of Classes B and C
		1 Year			December 21, 2005			January 12, 2006

Including Sales Charge:
	Class A⁽¹⁾		15.93	%		17.69	%		—
	Class B⁽²⁾		17.85	%		—			17.16	%
	Class C⁽³⁾		21.81	%		—			18.97	%
	Class I		24.14	%		22.22	%		—




Excluding Sales Charge:
	Class A		22.98	%		21.49	%		—
	Class B		22.85	%		—			19.10	%
	Class C		22.81	%		—			18.97	%
	Class I		24.14	%		22.22	%		—
	MSCI EAFE^® Index⁽⁴⁾		24.91	%		24.10	%⁽⁵⁾		24.10	%⁽⁵⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Index Plus International Equity Fund against the index indicated. The Index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 4%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in markets in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽⁵⁾Since inception performance for the index is shown from January 1, 2006.

ING INTERNATIONAL CAPITAL APPRECIATION FUND

PORTFOLIO MANAGERS’ REPORT

ING International Capital Appreciation Fund (the “Fund”) seeks capital appreciation. The Fund is managed by a team of investment professionals led by Thomas R.H. Tibbles, CFA, Barry A. Lockhart, CFA, Trevor Graham, CFA, and Patrick Tan of Hansberger Global Investors, Inc. (“HGI”) — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 33.89% compared to the Morgan Stanley Capital International All Country World ex US Index⁽¹⁾ (“MSCI ACWI ex US Index^SM” or the “Index”), which returned 32.43% for the same period.

Portfolio Specifics: The Fund outperformed the Index during the reporting period, as growth style investing started to outperform value style investing during 2007. The majority of the outperformance came from good stock selection across several sectors and regions.

From a sector perspective, the largest contribution to positive return came from stock selection within the industrials sector. Vestas Wind Systems A/ S (“Vestas”), a global leader in wind turbine and blade technology, was the best performing stock in the Fund over the past year, as well as the largest contributor to return. Vestas is benefiting from a political and economic environment which is very favorable to renewable forms of energy. Also within the industrials sector, NGK Insulators Ltd. posted very strong gains due to a significant upgrade in the firm’s earning power from their diesel particulate filters and NAS battery technology which is used in the wind power industry.

On the back of rising oil prices, energy stocks performed well over the past year and the Fund’s security selection within the sector added

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

significantly to the outperformance. Saipem S.p.A., which specializes in offshore oil rigs, benefited from increased opportunities in the offshore energy business, as well as from synergies that resulted from their most recent acquisition.

Information technology was the largest detractor from a sector perspective. Foxconn Technology Co., Ltd. (“Foxconn”) detracted from performance due to declining demand in Motorola handsets, which resulted in slowing order flow for Foxconn. Samsung Electronics GDR also added to the underperformance, as a supply glut of dynamic random access memory (“DRAM”) impacted the firm’s profitability.

From a regional perspective, Europe was the largest contributor to positive returns due primarily to strong security selection. Millicom International Cellular SA and Telefonica SA contributed to the strong performance in Europe, as telecommunications services stocks outperformed the broad market.

The largest detractor from a regional perspective was the emerging markets region as the Fund’s focus on high quality large-cap stocks in the region did not reward investors as much as the smaller-cap, high beta stocks.

Current Strategy and Outlook: As the U.S. sub-prime issue caused fear of contagion into international capital markets and investors fled to perceived safe havens, corporate spreads widened. Consequently, central banks around the world injected liquidity into the financial system to alleviate a potential credit crisis. We believe we are well positioned to weather any further shocks to the global credit markets, and continue to feel the environment remains constructive for global growth and international equity market returns.

We continue to actively pursue a disciplined, consistent approach that seeks to select stocks from quality companies with strong secular growth profiles and compelling competitive advantages.

We believe that the current market environment is conducive to a rotation into traditional growth style investing. Indeed, our focus on high quality growth companies provided satisfactory returns in a period that at times exhibited extreme volatility.

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


Esprit Holdings Ltd.	2.3%


Millicom International Cellular SA	2.2%


Cia Vale do Rio Doce ADR	2.1%


Vestas Wind Systems A/S	2.1%


ABB Ltd.	2.0%


Manulife Financial Corp.	1.9%


Saipem S.p.A.	1.9%


Prudential PLC	1.9%


Iliad SA	1.9%


Telefonica SA	1.8%

Portfolio holdings are subject to change daily.

⁽¹⁾ The MSCI ACWI ex US Index^SM is a free float-adjusted market capitalization index that is designed to measure equity market performance in global developed and emerging markets, excluding the U.S. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

ING INTERNATIONAL CAPITAL APPRECIATION FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


					Since Inception			Since Inception			Since Inception
					of Classes A and I			of Class B			of Class C
		1 Year			December 21, 2005			January 9, 2006			January 24, 2006

Including Sales Charge:
	Class A⁽¹⁾		26.24	%		21.53	%		—			—
	Class B⁽²⁾		27.67	%		—			20.57	%		—
	Class C⁽³⁾		31.45	%		—			—			24.00	%
	Class I		34.14	%		25.82	%		—			—




Excluding Sales Charge:
	Class A		33.89	%		25.46	%		—			—
	Class B		32.67	%		—			22.46	%		—
	Class C		32.45	%		—			—			24.00	%
	Class I		34.14	%		25.82	%		—			—
	MSCI ACWI ex US Index^SM(4)		32.43	%		27.90	%⁽⁵⁾		27.90	%⁽⁵⁾		23.53	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International Capital Appreciation Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 4%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI ACWI ex US Index^SM is a free float-adjusted market capitalization index that is designed to measure equity market performance in global developed and emerging markets, excluding the U.S. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽⁵⁾Since inception performance for the index is shown from January 1, 2006.

⁽⁶⁾Since inception performance for the index is shown from February 1, 2006.

ING INTERNATIONAL EQUITY DIVIDEND FUND

PORTFOLIO MANAGERS’ REPORT

ING International Equity Dividend Fund (the ”Fund”) seeks growth of capital with dividend income as a secondary consideration. The Fund is managed by Nicolas Simar, Head of Value/ High Dividend and Moudy El Kohdr, Senior Investment Manager Equities, both of ING Investment Management Advisors B.V. — the Sub-Adviser.

Performance: Since inception on June 28, 2007, through October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 5.70% compared to the Morgan Stanley Capital International World ex US Index^SM(1) (“MSCI World ex US Index^SM“) which returned 7.18% for the same period.

Portfolio Specifics: Overweights in energy and telecommunications benefited the Fund. The Fund’s positioning in ex-U.S. financials helped, as we avoided direct exposure to the sub-prime crisis. Our two strongest financial contributors were ABN AMRO (sold), which benefited from the bidding war between the Royal Bank of Scotland Group PLC led consortium and Barclays, and DNB NOR ASA (1.5%), which rose as the energy sector flourished. (The bank does a significant amount of business with oil companies). Also, the Norwegian economy was stellar.

In energy, our two best performers were PetroChina Co., Ltd. (sold) and Petroleo Brasileiro SA ADR (1.2%), up 71% and 59%, respectively. PetroChina Co., Ltd. and Petrol Brasileiros SA ADR rose as both started with a low reserve replacement ratio and this increased substantially

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

along with earnings. PetroChina Co., Ltd. rose strongly in September 2007 as the company will be listed on the Shanghai exchange. At present, A-class shares are listed only on the Hong Kong exchange. The potential mass influx of “new investors” pushed the stock north. The stock thus reached our dividend threshold and we sold it in September. Petroleo Brasileiro ADR SA benefited from rising international oil prices and its emerging market status.

Overall, the two best performing stocks were Petrol Brasileiros SA ADR and DNB NOR ASA.

We lost a little performance due to our underweight in materials. The major gainers were the miners and metals, Rio Tinto, BHP Ltd., BHP PLC and Arcelor, which the Fund does not hold. Our gains in Fording Canadian Coal Trust (sold) and Rexam PLC (1.6%) were erased due to our position in UPM-Kymmene OYJ (1.2%). The company issued two successive profit warnings in the second and third quarters, citing the U.S. dollar’s depreciation as a cause of eroding earnings, a shutdown of a Canadian mill and a write down on the value of its magazine paper division.

We are overweight in utilities and despite some good stocks, the benchmark’s basket performed better. We had no stocks that lost performance; our strongest gainers were Scottish & Southern Energy PLC (1.5%), Enel S.p.A. (1.8%) and Terna S.p.A. (1.5%).

The Fund’s two worst performing stocks were Precision Drilling Trust (1.2%) and Tate & Lyle PLC (1.5%). The former performed in line with the market until July when it announced the closure of one-fifth of its rigs and future earnings estimates were downgraded. The latter issued three profit warnings in 2007 as the company struggled with a lower than expected sales of its sweeteners, the weakening U.S. dollar and an oversupply of sugar in the European market. On its third profit warning management lost its credibility and the stock fell 28%.

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


Royal Bank of Scotland Group PLC	1.8%


Royal Dutch Shell PLC	1.8%


ENI S.p.A.	1.8%


BP PLC	1.8%


UniCredito Italiano S.p.A.	1.8%


Enel S.p.A.	1.8%


Intesa Sanpaolo S.p.A.	1.8%


AstraZeneca PLC	1.5%


Enerplus Resources Fund	1.5%


GlaxoSmithKline PLC	1.5%

Portfolio holdings are subject to change daily.

Current Strategy and Outlook: The outlook for the strategy remains positive. In our opinion, investments in defensive names will give the strategy downside protection and lower volatility, which may benefit the Fund going forward. Regardless of the scenario, the Fund will look for sectors or individual stocks to exploit temporary under valuations that often take place.

⁽¹⁾ The MSCI World ex US Index^SM is an unmanaged index that comprises the entire developed world less the United States. The designation of a country as developed arises primarily as a measurement of GDP per capital.

ING INTERNATIONAL EQUITY DIVIDEND FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Cumulative Total Returns for the Period Ended October 31, 2007

		Since Inception
		of Classes A, B, C and I
		June 28, 2007

Including Sales Charge:
	Class A⁽¹⁾		(0.38	)%
	Class B⁽²⁾		0.50	%
	Class C⁽³⁾		4.50	%
	Class I		5.80	%




Excluding Sales Charge:
	Class A		5.70	%
	Class B		5.50	%
	Class C		5.50	%
	Class I		5.80	%
	MSCI World ex US Index^SM(4)		7.18	%⁽⁵⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International Equity Dividend Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charges and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% for the since inception return.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the since inception return.

⁽⁴⁾The MSCI World ex US Index^SM is an unmanaged index that comprises the entire developed world less the United States. The designation of a country as developed arises primarily as a measurement of GDP per capita.

⁽⁵⁾Since inception performance for the index is shown from July 1, 2007.

ING INTERNATIONAL GROWTH OPPORTUNITIES FUND

PORTFOLIO MANAGERS’ REPORT

ING International Growth Opportunities Fund⁽¹⁾ (the “Fund”) seeks long-term growth of capital through investment in equity securities and equity equivalents of companies outside the U.S. The Fund is managed by Uri Landesman, Senior Vice President and Head of International Equity, Portfolio Manager of ING Investment Management Co. — Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 30.37% compared to the Morgan Stanley Capital International — Europe, Australasia and Far East^® Growth Index^SM(2) (“MSCI EAFE Growth Index^SM”) and the Morgan Stanley Capital International — Europe, Australasia and Far East^® Index⁽³⁾ (“MSCI EAFE^® Index”) which returned 28.52% and 24.91%, respectively for the same period.

Portfolio Specifics: In our opinion, international markets generally proved resilient in the face of profound volatility. Global markets suffered material downturns in February, stemming from a warning by the Chinese government and again in late July as a result of the escalating U.S. sub-prime mortgage deterioration. However, a weak dollar coupled with a third quarter rate cut by the U.S. Federal Reserve helped bolster international returns during 2007.

Security selection bolstered Fund performance. Selection was particularly beneficial in financials and industrials. Our decision to underweight healthcare also added value, though security selection detracted. At the regional level, the Fund’s exposure to non-benchmark emerging markets and North America contributed. An underweight to the relatively weak Japan region added value.

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

The most significant detractor over the period was security selection within information technology, followed by materials and consumer staples. The Fund’s overweight in the depressed financial sector was among the performance detractors. Our

underweight of and security selection within Europe detracted from results, as did selection within developed Asia.

Agricultural chemical and seed provider, Monsanto Co., saw shares appreciate with rising demand for corn for ethanol production. Anglo American PLC, a UK-based global mining company, rose in the wake of rising metal and commodity prices. Hong Kong based property developer and investor New World Development Co. benefited from strengthening Asian economies and low interest rates, which helped fuel the Hong Kong property market.

ORIX Corp., a Japanese financial services company, was hurt by lower profits. Japanese internet broker Monex Beans Holdings, Inc. weakened after reporting lower net income (profit) due to consumers shying away from stock trading. Wolseley PLC, a UK based distributor of plumbing and heating supplies, reacted negatively in the wake of slowing sales in the United States, which was directly attributed to the housing recession.

Current Strategy and Outlook: We believe the outlook for international markets has improved since late August as inflationary pressures have abated. Consequently, we are maintaining our overweight exposure to emerging markets. We continue to maintain underweight exposures to the utilities, healthcare and telecommunications sectors. Currently, we are overweight in both information technology and the materials. In our opinion, major risk factors include a potential slowdown of global growth, stemming from tightening credit conditions related to the U.S. led housing recession.

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Anglo American PLC	4.0%


Diageo PLC	2.9%


Li & Fung Ltd.	2.8%


Reckitt Benckiser PLC	2.8%


ARM Holdings PLC	2.8%


New World Development Ltd.	2.6%


International Power PLC	2.6%


ABB Ltd.	2.4%


Xstrata PLC	2.3%


ORIX Corp.	2.3%

* Excludes short-term investments related to ING Institutional Prime Money Market Fund and securities lending collateral.

Portfolio holdings are subject to change daily.

⁽¹⁾ Effective February 28, 2007, the Fund changed its name from ING International Fund to ING International Growth Opportunities Fund.

⁽²⁾ The MSCI EAFE Growth Index^SM is an unmanaged index that measures the performance in 20 countries within Europe, Australasia and the Far East with a greater-than-average growth orientation.

⁽³⁾ The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

ING INTERNATIONAL GROWTH OPPORTUNITIES FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


											Since Inception			Since Inception			Since Inception			Since Inception
											of Class B			of Class C			of Class I			of Class Q
		1 Year			5 Year			10 Year			August 22, 2000			September 15, 2000			January 15, 2002			February 26, 2001

Including Sales Charge:
	Class A⁽¹⁾		22.83	%		18.83	%		9.68	%		—			—			—			—
	Class B⁽²⁾		24.42	%		19.00	%		—			5.57	%		—			—			—
	Class C⁽³⁾		28.46	%		19.19	%		—			—			6.38	%		—			—
	Class I		31.02	%		20.60	%		—			—			—			14.43	%		—
	Class Q		30.55	%		20.33	%		—			—			—			—			9.17	%




Excluding Sales Charge:
	Class A		30.37	%		20.24	%		10.33	%		—			—			—			—
	Class B		29.42	%		19.19	%		—			5.57	%		—			—			—
	Class C		29.46	%		19.19	%		—			—			6.38	%		—			—
	Class I		31.02	%		20.60	%		—			—			—			14.43	%		—
	Class Q		30.55	%		20.33	%		—			—			—			—			9.17	%
	MSCI EAFE Growth Index^SM(4)		28.52	%		21.01	%		7.03	%		4.94	%⁽⁶⁾		4.94	%⁽⁶⁾		14.17	%⁽⁷⁾		9.43	%⁽⁸⁾
	MSCI EAFE^® Index⁽⁵⁾		24.91	%		23.21	%		9.26	%		7.85	%⁽⁶⁾		7.85	%⁽⁶⁾		15.88	%⁽⁷⁾		11.02	%⁽⁸⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International Growth Opportunities Fund against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in an index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and 5 year returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI EAFE Growth Index^SM is an unmanaged index that measures the performance in 20 countries within Europe, Australasia and the Far East with a greater-than-average growth orientation. The MSCI EAFE^® Growth Index more closely tracks the types of securities in which the fund invests than the MSCI EAFE^® Index.

⁽⁵⁾The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in markets in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽⁶⁾Since inception performance for the indices is shown from September 1, 2000.

⁽⁷⁾Since inception performance for the indices is shown from January 1, 2002.

⁽⁸⁾Since inception performance for the indices is shown from March 1, 2001.

Prior to July 26, 2000, the Fund was advised by a different sub-adviser.

ING INTERNATIONAL REAL ESTATE FUND

PORTFOLIO MANAGERS’ REPORT

ING International Real Estate Fund (the “Fund”) seeks to provide investors with high total return. The Fund is managed by T. Ritson Ferguson, Chief Investment Officer, CFA and Steven D. Burton, Managing Director, CFA, of ING Clarion Real Estate Securities L.P. — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 28.49% compared to the Standard & Poor’s/ Citigroup World ex-U.S. Property Index⁽¹⁾ (“S&P/ Citigroup World ex-U.S. Property Index”) which returned 23.68% for the same period.

Portfolio Specifics: By region, Asia-Pacific was the strongest performing region for the period with a 39.0% total return, followed by Europe with a 2.3% return. Performance in the region was broad-based with total returns achieved in each of the major countries within this region: Hong Kong returned 73.7%, Singapore returned 56.0%, Australia returned 42.6% and Japan returned 12.2%. These strong returns were fueled by robust economic growth being generated by emerging economies within the region and those countries which benefit from this growth. The rapid urbanization of China in particular benefited property companies that were able to take advantage of this growth, including Hong Kong-based property developers of residential and commercial space which have expanded into mainland China.

Within Europe, the United Kingdom property stocks were particular laggards, returning -13.3% during the period, versus property stocks in Continental Europe, which returned 6.2% for the same period. The U.K.

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

has been beset by concerns of decelerating job growth, particularly in the financial district of London. Sentiment has turned for the worse as the expectation increases that property yields will increase in the coming year. As valuations become increasingly attractive, portfolio strategy of being underweight the U.K. property stocks may be reconsidered during the coming year.

Relative outperformance versus the benchmark was generated primarily by stock picking in Hong Kong and Japan. Country allocation decisions also added to relative performance as an overweight to the Asia-Pacific region, an underweight to the European region, especially Austria, as well as exposure to Brazilian and Indian securities benefited relative performance. In Hong Kong, overweight positions in mainland residential developers Agile Property Holdings Ltd. and Guangzhou R&F Properties Co., Ltd. contributed to relative returns as each of these positions returned over 100% during the year. In Japan, an overweight position in Tokyo-based office companies also contributed to relative performance, including Mitsui Fudosan Co., Ltd. which is primarily a developer and landlord of office and condominium properties in the five central wards of Tokyo. Office fundamentals in Tokyo continue to improve, with rents increasing and vacancy levels below 2.6%, on average. The Fund maintained an underweight exposure to Austria, which was one of the poorest-performing markets during the past year.

Current Strategy and Outlook: In our opinion, the rationale for an international listed property strategy remains very much intact including diversification via low correlation to broad equities and bonds, attractive valuations and the spread of the REIT structure globally. This remains true even under the possible scenario of slowing global economic growth over the coming year. Investment themes looking out to 2008 include a continuing emphasis on investing in higher growth regions of the world,

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


Westfield Group	6.7%


Mitsubishi Estate Co., Ltd.	6.0%


Mitsui Fudosan Co., Ltd.	5.9%


Sun Hung Kai Properties Ltd.	4.9%


Unibail-Rodamco	4.8%


Cheung Kong Holdings Ltd.	3.8%


Sumitomo Realty & Development Co., Ltd.	3.0%


Land Securities Group PLC	2.7%


Macquarie Goodman Group	2.3%


Stockland	2.0%

Portfolio holdings are subject to change daily.

including the Asia-Pacific region, and looking for opportunities in select markets which, are currently under-represented in the listed markets but which show stable to improving property fundamentals. Given the increased volatility in global equity markets, the Fund strategy will be to position itself with an orientation to top quality both by management team, strategy and physical properties. Through an average 2% - 3% dividend yield plus high single digits prospective annual earnings growth, international property stocks continue to be well-positioned to conservatively deliver attractive total returns over the next several years.

⁽¹⁾ The S&P/ Citigroup World ex-U.S. Property Index, is an unmanaged market-weighted total return index which consists of many companies from developed markets, excluding the United States, whose floats are larger than $100 million and derive more than half of their revenue from property-related activities.

ING INTERNATIONAL REAL ESTATE FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007

					Since Inception
					of Classes A, B, C and I
		1 Year			February 28, 2006

Including Sales Charge:
	Class A⁽¹⁾		21.09	%		23.15	%
	Class B⁽²⁾		22.69	%		24.69	%
	Class C⁽³⁾		26.58	%		26.64	%
	Class I		28.80	%		27.96	%




Excluding Sales Charge:
	Class A		28.49	%		27.59	%
	Class B		27.69	%		26.75	%
	Class C		27.58	%		26.64	%
	Class I		28.80	%		27.96	%
	S&P/Citigroup World ex-U.S. Property Index⁽⁴⁾		23.68	%		23.70	%⁽⁵⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International Real Estate Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charges and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund Shares.

The performance shown may include the effect of fee waivers and/or expense reimbursements by the investment Adviser and/or other service providers, which have the effect of increasing total return. Had all fees and expenses been considered, the total returns would have been lower.

The performance data represents past performance and is no assurance of future results. Investment return and principal value of an investment in the Fund will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Fund’s current performance may be lower or higher than the performance data shown. Please log on to www.ingfunds.com or call (800) 992-0180 to get performance through the most recent month end.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 4%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The S&P/Citigroup World ex-U.S. Property Index is an unmanaged market-weighted total return index which consists of many companies from developed markets, excluding the United States, whose floats are larger than $100 million and derive more than half of their revenue from property-related activities.

⁽⁵⁾Since inception performance of the index is shown from March 1, 2006.

ING INTERNATIONAL SMALLCAP FUND

PORTFOLIO MANAGERS’ REPORT

ING International Small Cap Fund (the “Fund”) seeks maximum long term capital appreciation. The Fund’s assets are managed by two sub-advisers — Acadian Asset Management, Inc. (“Acadian”) and Batterymarch Financial Management, Inc. (“Batterymarch”). Each manages a portion of the Fund’s assets that is allocated to the sub-adviser. John Chisholm, CFA, Executive Vice President and Co-Chief Investment Officer and Matthew J. Cohen, CFA, Senior Vice President, Portfolio Managers of Acadian. Charles F. Lovejoy, CFA, Director and Senior Portfolio Manager and Christopher W. Floyd, CFA, Portfolio Manager of Batterymarch.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 41.67% compared to the S&P/ Citigroup Extended Market Index World Ex. U.S.⁽¹⁾ (“S&P/ Citigroup EMI World ex-US”) and the Morgan Stanley Capital International — Europe, Australasia and Far East Small Cap Index⁽²⁾ (“MSCI EAFE^® SmallCap Index”), which returned 28.37% and 22.72%, respectively, for the same period.

Portfolio Specifics: Acadian — The Fund’s outperformance for the reporting period was as a result of both active stock selection and active country weights. Stock selection was particularly strong in Canada, where a focus on materials stocks such as Lionore Mining International Ltd. and Aur Resources Inc. added considerable value. The Fund also gained significant active return in Korea, from a market overweighting and also from stock selection. Other markets with positive stock selection included Japan, Germany, Singapore, Australia, Hong Kong and Spain. Key holdings adding to the Fund’s return over the year included SGL Carbon AG, Yamato Kogyo Co., Ltd, Singapore Petroleum Co. Ltd., Hanwha Chemical, Michael Page International PLC and Avanzit. At the sector level, materials holdings were the most successful overall. Other sources of return included country weightings such as Australia and Taiwan (overweight) and the U.K. and Ireland (underweight).

Less successful investments for the Fund included stock selection in the Netherlands, Sweden, Switzerland and Austria, along with the underweighting in Canada and overweighting in Japan. Stock selection fared least well among

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

finance and staples stocks. Mitsubishi UFJ Lease and the German company, Deutsche Bourse, were among the finance holdings that detracted value over the period.

Batterymarch — Our investment process emphasizes stock selection, which was the primary source of relative outperformance for the reporting period. Stock selection was particularly strong in continental Europe, with selection adding the most value in the industrials and materials sectors within that region. Greek holding Sidenor Metal, a steel manufacturer buoyed by the possibility of consolidation, and Gildemeister AG, a German tool manufacturer with a record of strong fundamentals and innovation, were the two greatest contributors to relative performance. Stock selection was also strong in the Australia, New Zealand and Canada region.

Our weakest area for stock selection during the period was in the UK industrials sector. IKB Deutsche Industriebank AG (IKB)., a German firm providing equity capital and leasing finance, was the worst performing stock on a relative basis overall, having been bailed out by the central bank due to U.S. sub-prime exposure.

In keeping with our investment process and philosophy which emphasizes bottom up stock selection and risk control, overall region and sector allocations had little impact on relative Fund performance. The cash position did have a negative impact, given the positive return of the benchmark.

Current Strategy and Outlook: Acadian — The Fund remains focused on bottom-up stock selection driven by a range of quantitative factors related to valuation, earnings, financial quality and price movements. Country overweightings resulting from this process are currently focused on several Asia-Pacific markets including Korea, Australia, Singapore and Taiwan. Japan and Hong Kong are also slightly overweighted. European overweightings include Norway, Germany and Denmark. Additional emerging market exposure includes Turkey, Israel and Mexico. The Fund is underweighted in Switzerland, the U.K., France, Spain and Canada. The sector emphasis of the Fund is on materials, services and energy stocks, with healthcare, banking, utility and finance being underweighted.

Batterymarch — Continental Europe remains the most favorably ranked region globally, with our model targeting overweight positions in most sectors except banks and healthcare. In our opinion, risks include a U.S. slowdown, continued appreciation of the euro and ongoing turbulence in money and credit markets.

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Singapore Petroleum Co., Ltd.	1.5%


Dana Petroleum PLC	1.2%


MTU Aero Engines Holding AG	1.2%


Michael Page International PLC	1.2%


Yamato Kogyo Co., Ltd.	1.1%


Nexity	1.0%


Tandberg ASA	1.0%


Hanwha Chemical Corp.	0.9%


Salzgitter AG	0.9%


Sherritt International Corp.	0.8%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

Within the UK, our models favor materials and industrials, while stocks within the banks sector are less attractive due to higher costs and lower short term revenues for lending banks going forward.

While we believe fundamentals in Japan remain sound, this market is ranked by our model as the least attractive of the major regions due in large part to flow of funds.

⁽¹⁾ The S&P/ Citigroup EMI World ex-US is an unmanaged extended market index of the world market, excluding U.S. extended meaning small capitalization stock universe or bottom 20% of available capital of each country.

⁽²⁾ The MSCI EAFE^® SmallCap Index is an unmanaged, market weighted index that represents the smallcap segments in 21 developed equity markets outside of North America. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

ING INTERNATIONAL SMALLCAP FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


											Since Inception
											of Class I
		1 Year			5 Year			10 Year			December 21, 2005

Including Sales Charge:
	Class A⁽¹⁾		33.52	%		28.16	%		17.37	%		—
	Class B⁽²⁾		35.76	%		28.69	%		17.34	%		—
	Class C⁽³⁾		39.76	%		28.82	%		17.32	%		—
	Class I		42.24	%		—			—			31.20	%
	Class Q		41.87	%		29.99	%		18.34	%		—




Excluding Sales Charge:
	Class A		41.67	%		29.68	%		18.07	%		—
	Class B		40.76	%		28.83	%		17.34	%		—
	Class C		40.76	%		28.82	%		17.32	%		—
	Class I		42.24	%		—			—			31.20	%
	Class Q		41.87	%		29.99	%		18.34	%		—
	S&P/Citigroup EMI World ex-US⁽⁴⁾		28.37	%		30.56	%		12.91	%		26.39	%⁽⁷⁾
	MSCI EAFE^® SmallCap Index⁽⁵⁾		22.72	%		29.98	% ⁽⁶⁾		9.61	%		18.59	%⁽⁷⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International SmallCap Fund against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charges and incurs no operating expenses. An investor cannot invest directly in an index. The Fund’s performance is shown both with and without the imposition of sales charge.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund Shares.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

*Prior to October 31, 1998, the MSCI EAFE^® SmallCap Index did not include the deduction of withholding taxes.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and 5 year returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The S&P/Citigroup EMI World ex-US is an unmanaged extended market index of the world market, excluding U.S. extended meaning small capitalization stock universe or bottom 20% of available capital of each country. The S&P/Citigroup EMI World ex-US more closely tracks the types of securities the Fund invests than the MSCI EAFE^® SmallCap Index.

⁽⁵⁾The MSCI EAFE^® SmallCap Index is an unmanaged, market-weighted index that represents the smallcap segments in 21 developed equity markets outside of North America. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

⁽⁶⁾Net return for index is shown from November 1, 2001.

⁽⁷⁾Since inception performance for the indices is shown from January 1, 2006.

Prior to March 1, 2005, the Fund was advised by a different sub-adviser.

ING INTERNATIONAL VALUE FUND

PORTFOLIO MANAGERS’ REPORT

ING International Value Fund (the “Fund”) seeks long-term capital appreciation. The Fund is managed by Brandes Investment Partners, L.P. (“Brandes”), the Sub-Adviser. Brandes’ Large Cap Investment Committee is responsible for making the day-to-day investment decisions for the Fund. Glenn R. Carlson, CFA, Chief Executive Officer, Brent V. Woods, CFA, Managing Director — Investments, Amelia Maccoun Morris, CFA, Director — Investments, Brent Fredberg, Senior Analyst, James Brown, CFA, Director — Investments, Keith Colestock, CFA, Director — Investments comprise Brandes’ Large Cap Investment Committee.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 19.87% compared to the Morgan Stanley Capital International — Europe, Australasia and Far East^® Index⁽¹⁾ (“MSCI EAFE^® Index” or the “Index”), which returned 24.91% for the same period.

Portfolio Specifics: The Fund’s holdings in the diversified telecommunication services and food & staples retailing industries made positive contributions to returns. Securities such as Telefonica SA (Spain — diversified telecommunication services), France Telecom SA (France — diversified telecommunication services), and Koninklijke Ahold NV (Netherlands — food & staples retailing) were some of the top performers from these industries. Positions in the food products and commercial banking industries also advanced. Simultaneously, negative results registered by securities in the communications equipment and consumer finance industries had an unfavorable influence on performance. Some of the largest detractors from these industries included Alcatel-Lucent (France — communications equipment), Nortel Networks Corp. (Canada — communications equipment), and Aiful Corp. (Japan — consumer finance).

The Fund also benefited from advances for positions such as LG Electronics, Inc. (South Korea — household durables), Nestlé SA (Switzerland — food products), and Akzo Nobel NV (Netherlands — chemicals), while falling share prices for holdings such as Mitsubishi UFJ Financial Group, Inc. (Japan — commercial banking) and AstraZeneca PLC (United Kingdom — pharmaceuticals) weakened Fund performance.

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

Among countries, securities based in the Netherlands, the United Kingdom, and Germany generally delivered positive results. Fund holdings domiciled in these countries, such as ABN Amro (Netherlands — commercial banking), Wm Morrison Supermarkets PLC (United Kingdom — food & staples retailing), and DaimlerChrysler (Germany — automobiles) had a favorable influence on performance. Conversely, declines among Japan-based holdings, such as Mizuho Financial Group, Inc. (Japan — commercial banking) and Takefuji Corp. (Japan — consumer finance), weighed on returns.

On a relative basis, the Fund’s stock selection in the communications equipment and diversified telecommunication services industries and underweight exposure to the metals & mining industry detracted from performance relative to the Index. The Fund’s greater exposure to the diversified telecommunication services industry than the index, however, benefited relative performance.

During the period, we sold several holdings to pursue other investment opportunities, such positions included DaimlerChrysler (Germany — automobiles), J Sainsbury (United Kingdom — food & staples retailing), and BT Group (United Kingdom — diversified telecommunication services).

We used the proceeds from these sales to establish new positions in companies such as Natixis (France — commercial banking), Sumitomo Mitsui Financial Group, Inc. (Japan — commercial banking), and Chuo Mitsui Trust Holdings (Japan — commercial banking) at prices that we consider attractive. In addition, we took advantage of compelling opportunities to add to select existing holdings at prices we believe to be below our estimates of these securities’ long-term values.

Current Strategy and Outlook: During the reporting period, the Fund’s country and industry exposures shifted slightly due to stock-specific buying and selling, as well as changes in the prices of holdings. For example, exposure to Japan and the pharmaceuticals industry increased, while exposure to Germany and the automobiles industry declined. In fact, we sold both automobile positions during the period. (Keep in mind that the Fund’s weightings for industries and countries are not the product of “top-down” forecasts or opinions, but merely stem from our company-by-company search for compelling investment opportunities in markets around the world.)

Overall, while we offer no predictions regarding the short-term direction of international equity markets, we believe the Fund remains well positioned to deliver favorable long-term results. We acknowledge that many of the Fund’s current

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Deutsche Telekom AG	4.0%


Sanofi-Aventis	3.3%


WM Morrison Supermarkets PLC	3.2%


GlaxoSmithKline PLC	3.0%


AstraZeneca PLC	3.0%


France Telecom SA	2.9%


Mitsubishi UFJ Financial Group, Inc.	2.6%


Carrefour SA	2.4%


Telefonica SA	2.3%


Centrais Eletricas Brasileiras SA ADR	2.2%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

holdings recently have posted significant gains. However, we believe that all holdings remain undervalued, and we expect them to realize appreciation as the market recognizes their true worth.

ING INTERNATIONAL VALUE FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


											Since Inception			Since Inception
											of Class I			of Class Q
		1 Year			5 Year			10 Year			June 18, 2001			January 24, 2000

Including Sales Charge:
	Class A⁽¹⁾		12.99	%		22.69	%		13.34	%		—			—
	Class B⁽²⁾		14.03	%		23.11	%		13.21	%		—			—
	Class C⁽³⁾		18.10	%		23.28	%		13.21	%		—			—
	Class I		20.31	%		24.62	%		—			14.19	%		—
	Class Q		20.25	%		24.39	%		—			—			11.23	%




Excluding Sales Charge:
	Class A		19.87	%		24.14	%		14.01	%		—			—
	Class B		19.03	%		23.29	%		13.21	%		—			—
	Class C		19.10	%		23.28	%		13.21	%		—			—
	Class I		20.31	%		24.62	%		—			14.19	%		—
	Class Q		20.25	%		24.39	%		—			—			11.23	%
	MSCI EAFE^® Index⁽⁴⁾		24.91	%		23.21	%		9.26	%		13.04	%⁽⁵⁾		7.10	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International Value Fund against the index indicated. The Index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

The performance shown may include the effect of the fee waivers and/or expense reimbursements by the Investment Adviser and/or other service providers, which have the effect of increasing total return. Had all fees and expenses been considered, the total returns would have been lower.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 2%, respectively, for the 1 year and 5 year returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

⁽⁵⁾Since inception performance for index is shown from July 1, 2001.

⁽⁶⁾Since inception performance for index is shown from February 1, 2000.

ING INTERNATIONAL VALUE CHOICE FUND

PORTFOLIO MANAGERS’ REPORT

ING International Value Choice Fund (the “Fund”) seeks long-term capital appreciation. The Fund is managed by Paul J. Hechmer, Portfolio Manager of Tradewinds Global Investors, LLC⁽¹⁾ — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 22.48% compared to the Morgan Stanley Capital International — Europe, Australasia, Far East^® Index⁽²⁾ (“MSCI EAFE^® Index”), which returned 24.91% for the same period.

Portfolio Specifics: The Fund continued to gain ground versus the benchmark over the last three months; however for the one-year period ending October 31, 2007, the Fund generated strong absolute returns, but it failed to keep pace with the MSCI EAFE^® Index.

While the Fund’s overall sector allocations created from bottom-up stock selection, generally aided returns, individual securities led the Fund to lag the broad EAFE market on a relative basis. The largest detractor from a sector perspective was Telecom Services. Both Nippon Telegraph and Telephone Corporation and KT Corp., came under pressure and failed to keep up with the overall benchmark Telecom average. Overall, we still have high conviction in both these companies. While four of the seven companies in the industrials sector posted positive returns, the overall Fund’s industrials exposure failed to keep pace with the Industrials benchmark average. This was primarily led by weakness in Toppan Printing Co., Ltd., which had some deterioration in its printing operations. Overall, we continue to have high conviction in the stock as it continues to be one of the leading players in the domestic publications and commercial printing markets in Japan, in addition to enjoying a dominant position in the LCD color filters and IC photomasks market.

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

From a relative performance perspective, the Fund’s respective holdings in the materials sector generated strong absolute and relative returns, with some of the Fund’s largest performance contributors coming from this area. Rio Tinto PLC, Barrick Gold Corp. and Impala Platinum Holdings Ltd. were among the top contributors. In addition to Barrick Gold Corp., exposure to other gold mining companies such as AngloGold Ashanti Ltd. ADR, Newmont Mining Corp. and Lihir Gold Ltd. also added to returns. The price of gold rallied strongly in the latter part of the year and these companies, which had lagged the overall market for many months, rebounded strongly. The energy sector also performed well from an absolute and relative standpoint. Exposure to strong performing companies including BP PLC and Royal Dutch Shell PLC in the Fund helped boost overall performance.

Healthcare, followed by financials were the two worst performing sectors in the benchmark, and an underweight positioning to these areas of the market was also an additive to relative returns.

Before the significant global market sell off which started in July, the overall market rally was focused on European securities and those companies where there was heightened takeover speculation or merger and acquisitions (“M&A”) activity. The Fund’s general underweight to Europe, and thus its underweighting to the Euro and the Sterling, accounted for about 1% of the relative underperformance, as both currencies continued to appreciate over the one year period; however, good stock selection in UK somewhat offset the negative effect of this underweight. With the increased volatility in the third calendar quarter of 2007, Fund relative performance improved, although the U.S. dollar continued to weaken significantly versus major currencies.

Current Strategy and Outlook: We believe international markets continued their impressive run over the last year, although we saw stock market volatility rear its head towards the latter portion of the period. In our opinion, the majority of investors still appear to believe that current earnings levels and earnings growth will be sustainable over the long term. We are a little more sanguine and believe that markets offer pockets of opportunity, in particular in the materials, telecommunications and the energy sector. We continue to be very underweight in the financials sector even after the recent pull back in this sector. Our focus on providing superior risk adjusted returns over the long term is unchanged.

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Nippon Telegraph & Telephone Corp. ADR	3.9%


Barrick Gold Corp.	3.9%


Chunghwa Telecom Co., Ltd. ADR	3.6%


Telecom Italia S.p.A. RNC	3.6%


Anglogold Ashanti Ltd. ADR	3.4%


Dai Nippon Printing Co., Ltd.	3.2%


KT Corp. ADR	3.2%


Newmont Mining Corp.	3.1%


BP PLC	3.1%


Alcatel-Lucent	3.0%

* Excludes short-term investments related to U.S. government agency obligations.

Portfolio holdings are subject to change daily.

⁽¹⁾ Effective February 28, 2007, Tradewinds NWQ Global Investors, LLC changed its name to Tradewinds Global Investors, LLC.

⁽²⁾ The MSCI EAFE^® Index is an unmanaged index that measures the performance of securities listed on exchanges in markets in Europe, Australasia and the Far East. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

ING INTERNATIONAL VALUE CHOICE FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


					Since Inception			Since Inception			Since Inception
					of Classes A and B			of Class C			of Class I
		1 Year			February 1, 2005			February 4, 2005			December 21, 2005

Including Sales Charge:
	Class A⁽¹⁾		15.41	%		15.00	%		—			—
	Class B⁽²⁾		16.54	%		15.76	%		—			—
	Class C⁽³⁾		20.58	%		—			16.67	%		—
	Class I		23.04	%		—			—			19.10	%




Excluding Sales Charge:
	Class A		22.48	%		17.50	%		—			—
	Class B		21.54	%		16.60	%		—			—
	Class C		21.58	%		—			16.67	%		—
	Class I		23.04	%		—			—			19.10	%
	MSCI EAFE^® Index⁽⁴⁾		24.91	%		21.76			21.76	⁽⁵⁾		24.10	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International Value Choice Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund Holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 3%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁵⁾Since inception performance for index is shown from February 1, 2005.

⁽⁶⁾Since inception performance for index is shown from February 1, 2006.

ING INTERNATIONAL VALUE OPPORTUNITIES FUND

PORTFOLIO MANAGERS’ REPORT

ING International Value Opportunities Fund (the “Fund”) seeks long term capital appreciation. The Fund is managed by Nicolas Simar, Senior Investment Manager Equities and Head of the Value Team and Frederic Degembe, Investment Manager Equities, of ING Investment Management Advisor, B.V. — the Sub-Adviser.

Performance: Since the Fund’s inception on February 28, 2007 through October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 6.40% compared to the Morgan Stanley Capital International — Europe, Australasia, Far East^® Value Index⁽¹⁾ (“MSCI EAFE^® Value Index”) and the Morgan Stanley Capital International — Europe, Australasia, Far East^® Index⁽²⁾ (“MSCI EAFE^® Index”), which returned 12.20% and to 15.87%, respectively, for the period from March 1, 2007 through October 31, 2007.

Portfolio Specifics: Markets were firm at the beginning of the period (March to June) before getting more volatile for the last quarter. The first part of the year had a bullish tone, with lots of merger and acquisition rumors and operations, decent results, upgrades for full-year guidance and lots of buy-backs supporting share prices. During the summer, however, some problems appeared in the capital markets (the sub-prime crisis, liquidity crunch and CDO valuations). Oil and commodities prices peaked as strong economic conditions in the emerging markets created high demand. In our opinion, this combination of factors led to a level of market volatility not seen for many months.

The Fund benefited from its underweight position in financials, which suffered from the liquidity crisis in the summer. Not only banks but insurers

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

and real estate companies were down over the period. We were underweight in all three segments. Our overweight in the telecom sector benefited the Fund as the sector came back strongly in favor thanks to its strong free cash flow profile and to quarterly upbeat numbers.

The cyclicals rally was very strong and clearly hurt our performance. In materials, for example, we owned companies involved in paper (lots of restructuring happening there and we believe valuation is appealing), which fared poorly; mining stocks, on the other hand, were the market’s darlings. We were underweighted in industrials, which proved to be a wrong bet as high demand from emerging countries filled up their order books.

The Fund benefited from the strong performance of Arcelor Mittal, thanks to its aggressive and well-received industrial strategy. Coca-Cola Hellenic Bottling Co. SA, (the Coke bottler in the Mediterranean region, achieved strong gains as a result of heavy investments paying off. Two of the Fund’s positions — Iberdrola SA and Fortum OYJ — benefited from the frenzy for European utilities. In Japan, the Fund benefited from the good performance of the trading company Itochu Techno-Solutions Corp. Mitsubishi Materials Corp. also was a good performer.

The Fund was hurt by companies that released surprising profit warnings: UK sugar company, Tate & Lyle PLC and Finnish paper company, UPM-Kymmene OYJ. Inflation in materials costs (sugar and wood) hit these two companies. Other weak performers were in Japan, where the financial stocks were particularly weak because of exposure to the U.S. sub-prime crisis. Among the detractors from Fund performance were Resona Holdings, Inc. and Mitsubishi UFJ Financial Group, Inc.

Current Strategy and Outlook: The latest fiscal quarter was highly volatile, bespeaking investors’ nervousness under current capital market conditions. We

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)


BP PLC	5.1%


Royal Dutch Shell PLC – Class A	4.2%


HSBC Holdings PLC	4.0%


Fortis	2.9%


Vivendi	2.8%


Banco Santander Central Hispano SA	2.7%


Nestle SA	2.6%


E.ON AG	2.5%


Total SA	2.5%


Royal Bank of Scotland Group PLC	2.2%

Portfolio holdings are subject to change daily.

remain cautious short term and believe the current credit crisis is not over. At the same time, we believe consumer spending slows down as employment becomes less favorable. We are sticking to our defensive approach, going for reasonably priced companies that offer a safety net in case the economy slows.

⁽¹⁾ The MSCI EAFE^® Value Index is an unmanaged index consisting of that 50% of the MSCI EAFE^® with the lowest Price/ Book Value Ratio. Index weightings represent the relative capitalizations of the major overseas markets included in the index on a U.S. dollar adjusted basis.

ING INTERNATIONAL VALUE OPPORTUNITIES FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Cumulative Total Returns for the Period Ended October 31, 2007

		Since Inception
		of Classes A, B, C and I
		February 28, 2007

Including Sales Charge:
	Class A⁽¹⁾		0.28	%
	Class B⁽²⁾		0.90	%
	Class C⁽³⁾		4.60	%
	Class I		6.70	%




Excluding Sales Charge:
	Class A		6.40	%
	Class B		5.90	%
	Class C		5.60	%
	Class I		6.70	%
	MSCI EAFE^® Value Index⁽⁴⁾		12.20	%⁽⁶⁾
	MSCI EAFE^® Index⁽⁵⁾		15.87	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING International Value Opportunities Fund against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in an index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

Fund Holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% for the since inception return.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the since inception return.

⁽⁴⁾The MSCI EAFE^® Value Index is an unmanaged index consisting of that 50% of the MSCI EAFE^® with the lowest Price/Book Value ratio. Index weightings represent the relative capitalizations of the major overseas markets included in the index on a U.S. dollar adjusted basis.

⁽⁶⁾Since inception performance for the indices is shown from March 1, 2007.

ING RUSSIA FUND

PORTFOLIO MANAGERS’ REPORT

ING Russia Fund (the “Fund”) seeks long-term capital appreciation through investment primarily in equity securities of Russian companies. The Fund is managed by Jan-Wim Derks, Portfolio Manager of ING Investment Management Advisors B.V.⁽¹⁾ — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 47.16% compared to the Morgan Stanley Capital International Emerging Markets Index^SM(2) (“MSCI EM Index^SM”) and the Russian Trading System Index⁽³⁾ (“RTS Index”), which returned 67.84% and 38.71%, respectively, for the same period.

Portfolio Specifics: In our opinion, the absolute return for the Russian equity market over the fiscal year was quite strong. However, given the exceptional performance of oil prices over the period, as well as other emerging equities markets, one would have expected more from Russian stocks. Partly, this was due to uncertainty surrounding the succession of President Putin. Another reason was the large amount of capital being raised, in some large deals as well as a lot of small ones.

Large caps generally underperformed the market as many foreign investors reduced their positions, and energy stocks especially lagged. The Fund benefited by being underweight the energy sector for most of the period. Initially, the underweight was taken because the oil price had been correcting. Even when the oil price started to climb again the situation was not favorable for large cap oil companies, with low production growth and high taxation; we therefore maintained the positioning.

The strongest stocks were mostly found in the materials, consumer and telecom sectors. These sectors benefit from the strength of the domestic economy, which we believe will continue to do well, whether oil prices are at $50 or $100 per barrel. This is the reason why the Fund was overweight these sectors, notably through substantial holdings in mobile operators

Industry Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

MTS and Vimpel-Communications OAO ADR and steel company, Mechel OAO ADR. Another stock that contributed significantly to results was Sberbank RF, which nearly doubled in price over the period.

One of the positions that clearly lagged the Russian market was Efes Breweries International NV GDR. During the first half of the fiscal year, a $300 million rights issue put pressure on the stock. Given the positive outlook for the beer market in Russia and other countries in the region where the company is active, the position was maintained in the Fund. In the second half of the year, the stock performed in line with the index.

Another stock that detracted from the Fund’s performance over the period was agricultural chemicals company, Uralkali. It was the best performing stock in the RTS index, but the Fund did not own it. As valuations are now quite stretched, the Fund will not chase this performance. Instead, the Fund will maintain an overweight position in the materials sector, through what we believe are more attractively valued companies.

The positioning in the healthcare sector hurt the Fund’s relative performance. There are no healthcare stocks included in the RTS index; both of the Fund’s healthcare holdings, Kalina and Pharmstandard, lagged the index. We are keeping the positions for diversification benefits, as healthcare is a defensive sector with very stable growth. Polyus Gold Co. ZAO ADR and oil pipeline company Transneft saw their share price actually fall over the year. The position of the Fund in these names was neutral.

Current Strategy and Outlook: We see the fundamentals for the Russian equity market as strong and improving. We have this view despite oil prices already being at record levels. We see the domestic economy doing well, as long as the oil price does not totally collapse. The reason for the improving outlook is that we expect the March elections to clear the political uncertainty, and the market to start anticipating this ahead of time. We believe the Russian market will look attractive, especially if the global economy slows down. Accordingly, we expect to increase the Fund’s weight in large cap names that have lagged over the previous period.

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Sberbank RF	12.2%


Lukoil-Spon ADR	10.9%


OAO Gazprom	9.8%


MMC Norilsk Nickel ADR	5.7%


Mechel OAO ADR	4.6%


Mobile Telesystems Finance SA ADR	4.2%


Unified Energy System	4.2%


Vimpel-Communications OAO ADR	3.8%


Surgutneftegaz ADR	3.4%


Wimm-Bill-Dann Foods OJSC ADR	3.4%

* Excludes short-term investments related to securities lending collateral.

Portfolio holdings are subject to change daily.

⁽¹⁾ Effective July 1, 2007, Mr. Samuel Oubadia is no longer a portfolio manager to the Fund. Also, effective October 29, 2007, Mr. Bernard Mignon is no longer a portfolio manager to the Fund.

⁽²⁾ The MSCI EM Index^SM is an unmanaged index that measures the performance of securities listed on exchanges in developing nations throughout the world. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

⁽³⁾ The RTS Index is a capitalization-weighted index that is calculated in U.S. dollars. The index tracks the performance of Russia’s most active stocks traded on the RTS. The index is operated by the National Association of Participants in the Securities Markets, a non-profit body.

ING RUSSIA FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Years Ended October 31, 2007

		1 Year			5 Year			10 Year

Including Sales Charge:
	Class A⁽¹⁾		38.70	%		45.12	%		16.38	%




Excluding Sales Charge:
	Class A		47.16	% ⁽²⁾		46.85	%		17.06	%
	MSCI EM Index^SM(3)		67.84	%		39.86	% ⁽⁴⁾		15.18	%
	RTS Index⁽⁵⁾		38.71	%		45.99	%		18.06	%

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Russia Fund against the indices indicated. An index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in an index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

^*The graph above illustrates the gross returns for the MSCI EM Index^SM for the first five years of the ten year period and net index returns for last five years of the ten year period.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Redemptions on shares held less than 365 days are subject to a redemption fee of 2% of the redemption proceeds.

⁽³⁾The MSCI EM Index^SM is an unmanaged index that measures the performance of securities listed on exchanges in developing nations throughout the world. It includes the reinvestment of dividends net of withholding taxes, but does not reflect fees, brokerage commissions or fees of investing.

⁽⁴⁾Net return for index is shown from November 1, 2002.

⁽⁵⁾The RTS Index is a capitalization-weighted index that is calculated in U.S. dollars. The index tracks the performance of Russia’s most active stocks traded on the RTS. The index is operated by the National Association of Participants in the Securities Markets, a non-profit body.

ING EMERGING MARKETS FIXED INCOME FUND

PORTFOLIO MANAGERS’ REPORT

ING Emerging Markets Fixed Income Fund (the “Fund”) seeks to maximize total return. The Fund is managed by Gorky Urquieta, Senior Investment Manager and Daniel Eustaquio⁽¹⁾, Senior Portfolio Manager of ING Investment Management Advisors B.V. — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding shares charges, provided a return of 7.18%, compared to the JPMorgan Emerging Markets Bond Index Global Diversified⁽²⁾ (“JPMorgan EMB Index Global Diversified”), which returned 7.72% for the same period.

Portfolio Specifics: The JPMorgan EMB Index Global Diversified spread over U.S. Treasury obligations narrowed slightly but there was substantial volatility during the fiscal year. Midway through the first quarter of 2007, emerging market spreads hovered around 1.80%, and then jumped to 2.03% when the Chinese government announced measures to restrict speculative stock investment. There followed several weeks of nervous reaction by investors.

When risk aversion receded, investors again focused on the positive fundamentals of the global economy and emerging market countries. The carry trade returned, whereby investors borrow money in currencies with low interest rates and buy riskier securities.

Sentiment turned abruptly, however, when the U.S. sub-prime mortgage crisis broke. Ever lower mortgage lending standards, combined with the widespread use of low “teaser” rates that began to reset higher, resulted in an acceleration of mortgage delinquency rates and precipitated a credit crisis throughout the financial system.

The freeze-up of the commercial paper market, the prospect of wide-scale lending losses and even the possibility of a recession, persuaded the U.S. Federal Reserve to lower interest rates in September 2007 and again in October 2007. The cuts produced some rallies, but economic uncertainty continues to affect the markets, as evidenced by JPMorgan EMB Index Global Diversified spreads, which as of this writing in early November 2007 are again at 2.45%.

Country Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

For the fiscal year, the Fund’s below-benchmark credit quality detracted capital value. On the other hand, its above-benchmark coupon contributed to return and mostly offset the credit impact. Through the end of May 2007 the Fund accumulated a significant outperformance, most of which was wiped out after the U.S. subprime issue broke in late June 2007.

At that time, prices for Argentine and Venezuelan bonds, two of the Fund’s overweighted countries, dropped swiftly as investors used the riskier emerging market bonds to attempt to hedge their risk in mortgage-backed securities and to meet margin calls resulting from markdowns in those mortgage-backed securities. The Fund’s overweight in Argentina detracted from performance but was offset by instrument selection, as the Argentine bonds the Fund held outperformed the bonds in the benchmark.

Also contributing to results were an off-benchmark bet on Brazilian local-currency bonds, primarily the result of an appreciating exchange rate; an underweight in high quality but low-yielding Malaysia; and an overweight in Turkey expressed partially in local currency bonds.

The detractors were small, but together erased the benefits from the winning positions: an underweight in Ecuador (affected by an apparent turn towards a more creditor-friendly rhetoric from that country’s government), an overweight in Kazakhstan (where a credit crunch is affecting local banks), an overweight in Russia, overweight in Ukraine (hampered by political difficulties) and an overweight in Venezuela.

Current Strategy and Outlook: We maintain a positive outlook for emerging market debt as we believe the fundamental drivers are still strong. In our opinion, the U.S. economy will be able to avert a recession and while the aggregate of the emerging countries’ economies will not grow by as much as in the previous year, they will be able to partially decouple from the effect of the U.S. deceleration or at least avoid a crisis.

Top Ten Holdings

as of October 31, 2007

(as a percent of net assets)

Russia Government International Bond,

12.750%, due 06/24/28 3.1%

Republic of Turkey,


7.000%, due 09/26/16	2.7%

Petroleos de Venezuela SA,


5.375%, due 04/12/27	2.6%

Argentina Government International Bond,


8.280%, due 12/31/33	2.6%

Turkey Government International Bond,


7.375%, due 02/05/25	2.6%

Ukraine Government International Bond,


6.580%, due 11/21/16	2.3%

Brazilian Government International Bond,


7.125%, due 01/20/37	2.3%

Venezuela Government International Bond,


7.650%, due 04/21/25	1.8%

Republic of Colombia,


7.375%, due 01/27/17	1.7%

Russia Government International Bond,


7.500%, due 03/31/30	1.6%

Portfolio holdings are subject to change daily.

We expect inflows to the asset class as investors reassess their allocations at year-end. Valuations appear rich compared to U.S. corporate high-yield bonds. This perception is tempered, however, by improving credit ratings for emerging market countries.

Some of the spread differential can be explained by the more frequent issuance of U.S. corporate high-yield bonds with call features that keep those spreads high. We have incorporated corporate bond positions into the portfolio that have yields higher than comparable sovereign bonds from the same countries. The Fund is likely to continue to add to these local-currency positions.

⁽¹⁾ Effective May 1, 2007, Rob Drijkoningen was replaced by Daniel Eustaquio as a portfolio manager to the Fund.

⁽²⁾ The JPMorgan EMB Index Global Diversified is a uniquely-weighted version of the Emerging Markets Bond Index Global. It limits the weights of those index countries with larger debt stocks by only including specified portions of these countries’ eligible current face amounts of debt outstanding.

ING EMERGING MARKETS FIXED INCOME FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


				Since Inception			Since Inception			Since Inception			Since Inception
				of Class A			of Class B			of Class C			of Class I
		1 Year		December 21, 2005			January 4, 2006			March 1, 2006			December 20, 2006

Including Sales Charge:
	Class A⁽¹⁾		4.55%		5.46	%		—			—			—
	Class B⁽²⁾		1.40%		—			5.25	%		—			—
	Class C⁽³⁾		5.41%		—			—			5.50	%		—
	Class I		—		—			—			—			4.25	%




Excluding Sales Charge:
	Class A		7.18%		8.87	%		—			—			—
	Class B		6.40%		—			7.33	%		—			—
	Class C		6.41%		—			—			5.50	%		—
	Class I		—		—			—			—			4.25	%
	JPMorgan EMB Index Global Diversified⁽⁴⁾		7.72%		8.55	%⁽⁵⁾		8.55	%⁽⁵⁾		7.27	%		5.80	%⁽⁶⁾

Based on a $10,000 initial investment, the graph and table above illustrate the total return of ING Emerging Markets Fixed Income Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Effective July 31, 2006, the maximum Class A sales charge was lowered to 2.50%. Return calculations with a starting date prior to July 31, 2006 are based on a 5.75% sales charge, while returns with a starting date on or after July 31, 2006 are based on a 2.50% sales charge.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 4%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The JPMorgan EMB Index Global Diversified is a uniquely-weighted version of the Emerging Markets Bond Index Global. It limits the weights of those index countries with larger debt stocks by only including specified portions of these countries’ eligible current face amounts of debt outstanding.

⁽⁵⁾Since inception performance for index is shown from January 1, 2006.

⁽⁶⁾Since inception performance for index is shown from January 1, 2007.

ING GLOBAL BOND FUND

PORTFOLIO MANAGERS’ REPORT

ING Global Bond Fund (the “Fund”) seeks to maximize total return through a combination of current income and capital appreciation. The Fund is managed by James B. Kauffmann, Portfolio Manager of ING Investment Management Co. — the Sub-Adviser.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 9.61% compared to the Lehman Brothers Global Aggregate Index⁽¹⁾ (the “Index”), which returned 8.91% for the same period.

Portfolio Specifics: The past year will be remembered as one of severe financial market turmoil that led to billions of dollars in losses for major Wall Street firms and lack of confidence in the markets. While Europe and the UK continued to expand, the first six months of the period were marked with uncertainty surrounding the outlook for the U.S. economy. Many predicted a soft landing, while others expected a deep recession for the United States and slower growth abroad.

The deciding factor was the U.S. housing market, when it became clear that the housing downturn was nowhere near over. As home price appreciation and affordability slowed, higher mortgage rates and falling home equity led to defaults and foreclosures. The deterioration of the mortgage market spread to the broader markets, and credit became sharply scarcer and more expensive. The U.S. problem quickly turned into a global one, as it impacted German and UK banks that held sub-prime debt. With more losses looming, borrowing costs skyrocketing, the equity markets down and the

Investment Type Allocation

as of October 31, 2007

(as a percent of net assets)

Portfolio holdings are subject to change daily.

credit markets at a stand-still, the U.S. Federal Reserve (the “Fed”) sought to restore order by lowering the interest rates half a percentage point in September and by another quarter point in October.

The Fund benefited during the first half of the year from less interest rate exposure than the Index, expressed in the U.S. and Japanese markets. As economic and market sentiment turned, Fund positions flipped to overweight interest rate exposure, principally focused in the United States, UK and Europe. Broadly speaking, the Fund was positioned for steeper curves in most of the major markets, leading to further outperformance. As U.S. growth slowed relative to other major economies, the Fund benefited from being underweight the dollar. We held a significant position in the Norwegian krone, which benefited from strong economic growth and soaring oil prices.

Current Strategy and Outlook: In our opinion, the downturn in the housing market has been much more severe and drawn out than anyone originally forecast. We believe this weakness will spill over to the broader economy beginning in the fourth quarter, with the outcome hinging on the consumer. As falling house prices and rising energy prices detract from personal wealth, we expect greater pressure on consumer spending to slow. In our opinion, unemployment is likely to continue rising, as private hiring will be inhibited by depressed profit levels. We believe the effects of these factors on the economy will lead the Fed to cut interest rates further.

With our U.S. outlook in mind, it is hard to envision the global economy expanding unscathed. While the G7 real economies may not be directly linked, the global financial markets certainly are, and these countries will likely follow the path of the U.S. In particular, we think the UK will be the next country under pressure, as the financial industry there makes up about 10% of gross domestic product growth. In the current environment of investor uncertainty, as government yields fall and credit spreads widen, the Fund will remain overweight duration in the G7 economies. Near-term

Top Ten Holdings*

as of October 31, 2007

(as a percent of net assets)


Bundesobligation, 3.500%, due 10/09/09	20.0%

Japan Government Five Year Bond,


1.500%, due 06/20/12	7.5%


U.S. Treasury Note, 4.500%, due 05/15/10	6.8%


Bundesrepub. Deutschland, 4.250%, due 07/04/17	5.9%


U.S. Treasury Note, 4.000%, due 09/30/09	5.8%

Japan Government International Bond,


1.700%, due 03/20/17	5.4%


United Kingdom Gilt Bond, 4.750%, due 06/07/10	5.2%


Italy Buoni Poliennali Del Tesoro, 3.750%, due 08/01/16	4.1%

France Government International Bond OAT,


3.250%, due 04/25/16	4.0%

Federal Home Loan Mortgage Corporation,


5.500%, due 11/15/34	4.0%

* Excludes short-term investments related to ING Institutional Prime Money Market Fund.

Portfolio holdings are subject to change daily.

the U.S. dollar has more room to depreciate; however, as non-U.S. economies begin to weaken, the currency is likely to benefit from investors seeking high-quality assets. We expect eventually to overweight the dollar relative to the benchmark.

⁽¹⁾ The Lehman Brothers Global Aggregate Index provides a broad based measure of the global investment-grade fixed income markets. The three major components of this index are the U.S. Aggregate, the Pan-European Aggregate, and the Asian-Pacific Aggregate Indices.

ING GLOBAL BOND FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Period Ended October 31, 2007

				Since Inception
				of Classes, A, B, C and I
		1 Year		June 30, 2006

Including Sales Charge:
	Class A⁽¹⁾		6.90%		5.67	%
	Class B⁽²⁾		3.74%		5.80	%
	Class C⁽³⁾		7.90%		8.83	%
	Class I		9.88%		9.88	%




Excluding Sales Charge:
	Class A		9.61%		9.60	%
	Class B		8.74%		8.72	%
	Class C		8.90%		8.83	%
	Class I		9.88%		9.88	%
	Lehman Brothers Global Aggregate Index⁽⁴⁾		8.91%		9.12	%⁽⁵⁾

Based on a $10,000 initial investment, the table and graph above illustrate the total return of ING Global Bond Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund shares.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Effective July 31, 2006, the maximum Class A sales charge was lowered to 2.50% Return calculations with a starting date prior to July 31, 2006 are based on a 4.75% sales charge, while returns with a starting date on or after July 31, 2006 are based on a 2.50% sales charge.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 4%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The Lehman Brothers Global Aggregate Index provides a broad-based measure of the global investment-grade fixed income markets. The three major components of this index are the U.S. Aggregate, the Pan-European Aggregate, and the Asian-Pacific Aggregate Indices.

⁽⁵⁾Since inception performance for the index is shown from July 1, 2006.

ING DIVERSIFIED INTERNATIONAL FUND

PORTFOLIO MANAGERS’ REPORT

ING Diversified International Fund (the “Fund”) seeks long term growth of capital. The Fund invests in a combination of other ING Funds (“underlying funds”) according to target allocations determined by the Investment Adviser. The Fund is managed by ING Investments, LLC, under the guidance of an investment review committee.⁽¹⁾

Portfolio Specifics: The Fund’s current approximate target investment allocations (expressed as a percentage of its net assets) among the underlying funds are set out below. As these are strategic allocations, the actual allocations of the Fund’s assets may deviate from the percentages shown.

Performance: For the year ended October 31, 2007, the Fund’s Class A shares, excluding sales charges, provided a total return of 29.66% compared to the 32.43% return for the Fund’s benchmark, the Morgan Stanley Capital International All Country World ex USA Index^SM(2) (“MSCI ACWI ex USA Index^SM”) for the same period.

Part of the Fund’s underperformance was due to differences in the makeup of its benchmark, the MSCI ACWI ex USA Index^SM, and the Fund’s Strategic Allocations set out below. Thus, while non-benchmark

Asset Allocation

as of October 31, 2007

(as a percent of net assets)

Underlying Affiliated Funds


ING Emerging Countries Fund – Class I	5.3%


ING Foreign Fund – Class I	17.9%


ING Index Plus International Equity Fund – Class I	20.0%


ING International Capital Appreciation Fund – Class I	23.6%


ING International Equity Dividend Fund – Class I	9.3%


ING International Real Estate Fund – Class I	3.1%


ING International SmallCap Fund – Class I	11.3%


ING International Value Choice Fund – Class I	9.4%


Other Assets and Liabilities – Net	0.1%


	100.0%

Portfolio holdings are subject to change daily.

holdings in small-cap and real estate performed positively, on a relative basis, they did not perform as well as the benchmark and thus dragged down Fund’s performance compared to the benchmark.

Most of the under performance arose at the Fund level. Although five of the seven underlying funds held for the entire 12-month period outperformed general benchmarks appropriate to their respective international asset classes, the outperformance needed to be even better because we rely on these funds to provide exposure to emerging markets, by far the strongest international equity asset class during the period. ING Index Plus International Equity Fund and ING Emerging Countries Fund detracted from relative performance because they lagged their respective benchmarks.

Current Strategy and Outlook: We adopted a new strategic neutral allocation on March 1 2007, which entailed decreasing the allocation to international core in favor of international growth and international value in equal increments, and decreasing emerging markets in favor of international real estate.

During the year, we also made a tactical move to a neutral position in small cap, from an underweight. We believe small-cap valuations remain attractive compared to the larger-cap developed markets, all the more so in light of the volatility seen this year. Increasing activity in mergers and acquisitions, leveraged buyouts and private equity may benefit small caps for the near term. In addition, we added to emerging markets and closed the year with an overweight position. We are comfortable with

Target Allocation


International Core	35.0%


International Growth	20.0%


International Value	15.0%


International SmallCap	10.0%


Emerging Markets	17.0%


International Real Estate	3.0%

these positions, mainly because they continue to experience strong price momentum, and their resilience to volatility has not wavered.

We lowered the allocation to international core, mainly as a funding source, and are now neutral in this asset class. We remain underweight in both large value and real estate, and overweight in large growth. It is our view that in a rising rate environment, international opportunities may continue to migrate toward the growth space, causing us to favor growth. We believe the earnings outlook for financial stocks, which comprise a significant portion of value index, remains relatively unfavorable.

⁽¹⁾ The members of the investment review committee are: William A. Evans, Michael J. Roland and Stanley D. Vyner.

⁽²⁾ The MSCI ACWI ex US Index^SM measures the returns of equities of companies that are domiciled outside the United States. It includes the reinvestment of dividends and distributions net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

Actual weights of underlying funds are subject to change daily based on market activity. Portfolio holdings and characteristics are subject to change and may not be representative of current holdings and characteristics. The outlook for this Fund may differ from that presented for other ING Funds. Performance for the different classes of shares will vary based on differences in fees associated with each class.

ING DIVERSIFIED INTERNATIONAL FUND

PORTFOLIO MANAGERS’ REPORT

(GRAPH)



Average Annual Total Returns for the Periods Ended October 31, 2007


					Since Inception			Since Inception
					of Classes A, B, C and I			of Class R
		1 Year			December 21, 2005			December 12, 2006

Including Sales Charge:
	Class A⁽¹⁾		22.19	%		20.69	%		—
	Class B⁽²⁾		23.68	%		21.88	%		—
	Class C⁽³⁾		27.63	%		23.66	%		—
	Class I		29.69	%		24.72	%		—
	Class R		—			—			22.33	%




Excluding Sales Charge:
	Class A		29.66	%		24.59	%		—
	Class B		28.68	%		23.68	%		—
	Class C		28.63	%		23.66	%		—
	Class I		29.69	%		24.72	%		—
	Class R		—			—			22.33	%
	MSCI ACWI ex US Index^SM(4)		32.43	%		27.90	%⁽⁵⁾		27.82	%⁽⁶⁾

Based on a $10,000 initial investment, the table and graph above illustrate the total return of ING Diversified International Fund against the index indicated. The index is unmanaged and has no cash in its portfolio, imposes no sales charge and incurs no operating expenses. An investor cannot invest directly in the index. The Fund’s performance is shown both with and without the imposition of sales charges.

The graph and performance table do not reflect the deduction of taxes that a shareholder will pay on Fund distributions or the redemption of Fund Shares.

The performance shown may include the effect of the waivers and/or expense reimbursements by the Investment Adviser and/or other service providers, which have the effect of increasing total return. Had all fees and expenses been considered, the total returns would have been lower.

It is important to note that the Fund has a limited operating history. Performance over a longer period of time may be more meaningful than short-term performance.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

Fund holdings are subject to change daily.

⁽¹⁾Reflects deduction of the maximum Class A sales charge of 5.75%.

⁽²⁾Reflects deduction of the Class B deferred sales charge of 5% and 4%, respectively, for the 1 year and since inception returns.

⁽³⁾Reflects deduction of the Class C deferred sales charge of 1% for the 1 year return.

⁽⁴⁾The MSCI ACWI ex US Index^SM measures the returns of equities of companies which are domiciled outside the U.S. It includes the reinvestment of dividends and distributions net of withholding taxes, but does not reflect fees, brokerage commissions or other expenses of investing.

⁽⁵⁾Since inception performance of the index is shown from January 1, 2006.

⁽⁶⁾Since inception performance of the index is shown from December 1, 2006.

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED)

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, redemption fees, and exchange fees; and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses. These Examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2007 to October 31, 2007. The Funds’ expenses are shown without the imposition of any sales charges or fees. Expenses would have been higher if such charges were included.

Actual Expenses

The first section of the table shown, “Actual Fund Return,” provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During the Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second section of the table shown, “Hypothetical (5% return before expenses),” provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in each Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the hypothetical lines of the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.


	Beginning		Ending					Expenses Paid
	Account		Account		Annualized			During the
	Value		Value		Expense			Period Ended
ING Global Equity Dividend Fund	May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

Actual Fund Return
Class A	$	1,000.00	$	1,037.70		1.26	%	$	6.47
Class B		1,000.00		1,033.90		2.01			10.30
Class C		1,000.00		1,033.50		2.01			10.31
Class I⁽¹⁾		1,000.00		1,072.60		0.90			2.35
Class O		1,000.00		1,037.70		1.26			6.47
Hypothetical (5% return before expenses)
Class A	$	1,000.00	$	1,018.85		1.26	%	$	6.41
Class B		1,000.00		1,015.07		2.01			10.21
Class C		1,000.00		1,015.07		2.01			10.21
Class I		1,000.00		1,020.67		0.90			4.58
Class O		1,000.00		1,018.85		1.26			6.41


(1)	Commencement of operations for Class I was August 1, 2007. Expenses paid reflect the 92-day period ended October 31, 2007.


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year (except “Actual Fund Return” information for all share classes footnoted above).

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED) (CONTINUED)


		Beginning		Ending					Expenses Paid
		Account		Account		Annualized			During the
		Value		Value		Expense			Period Ended
ING Global Natural Resources Fund		May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

	Actual Fund Return
	Class A	$	1,000.00	$	1,253.80		1.44	%	$	8.18
	Class I⁽¹⁾		1,000.00		1,175.60		1.08			2.96
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,017.95		1.44	%	$	7.32
	Class I		1,000.00		1,019.76		1.08			5.50





ING Global Real Estate Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,014.90		1.30	%	$	6.60
	Class B		1,000.00		1,011.00		2.05			10.39
	Class C		1,000.00		1,010.80		2.05			10.39
	Class I		1,000.00		1,017.00		0.95			4.83
	Class O		1,000.00		1,015.20		1.30			6.60
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,018.65		1.30	%	$	6.61
	Class B		1,000.00		1,014.87		2.05			10.41
	Class C		1,000.00		1,014.87		2.05			10.41
	Class I		1,000.00		1,020.42		0.95			4.84
	Class O		1,000.00		1,018.65		1.30			6.61





ING Global Value Choice Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,142.40		1.81	%	$	9.77
	Class B		1,000.00		1,138.90		2.46			13.26
	Class C		1,000.00		1,138.70		2.46			13.26
	Class I		1,000.00		1,145.50		1.29			6.98
	Class Q		1,000.00		1,144.40		1.54			8.32
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,016.08		1.81	%	$	9.20
	Class B		1,000.00		1,012.80		2.46			12.48
	Class C		1,000.00		1,012.80		2.46			12.48
	Class I		1,000.00		1,018.70		1.29			6.56
	Class Q		1,000.00		1,017.44		1.54			7.83


(1)	Commencement of operations for Class I was August 1, 2007. Expenses paid reflect the 92-day period ended October 31, 2007.


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year (except “Actual Fund Return” information for all share classes footnoted above).

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED) (CONTINUED)


		Beginning		Ending					Expenses Paid
		Account		Account		Annualized			During the
ING Disciplined International SmallCap		Value		Value		Expense			Period Ended
Fund		May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

	Actual Fund Return
	Class A	$	1,000.00	$	1,070.90		1.11	%	$	5.79
	Class B		1,000.00		1,066.50		1.86			9.69
	Class C		1,000.00		1,066.50		1.86			9.69
	Class I		1,000.00		1,072.50		0.86			4.49
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,019.61		1.11	%	$	5.65
	Class B		1,000.00		1,015.83		1.86			9.45
	Class C		1,000.00		1,015.83		1.86			9.45
	Class I		1,000.00		1,020.87		0.86			4.38




ING Emerging Countries Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,160.30		1.86	%	$	10.13
	Class B		1,000.00		1,156.10		2.61			14.18
	Class C		1,000.00		1,155.70		2.61			14.18
	Class I		1,000.00		1,162.20		1.53			8.34
	Class Q		1,000.00		1,160.60		1.78			9.69
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,015.83		1.86	%	$	9.45
	Class B		1,000.00		1,012.15		2.61			13.24
	Class C		1,000.00		1,012.05		2.61			13.24
	Class I		1,000.00		1,017.49		1.53			7.78
	Class Q		1,000.00		1,016.23		1.78			9.05




ING Foreign Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,115.60		1.54	%	$	8.21
	Class B		1,000.00		1,111.20		2.29			12.19
	Class C		1,000.00		1,111.10		2.29			12.19
	Class I		1,000.00		1,117.30		1.21			6.46
	Class Q		1,000.00		1,115.70		1.45			7.73
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,017.44		1.54	%	$	7.83
	Class B		1,000.00		1,013.66		2.29			11.62
	Class C		1,000.00		1,013.66		2.29			11.62
	Class I		1,000.00		1,019.11		1.21			6.16
	Class Q		1,000.00		1,017.90		1.45			7.37


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year.

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED) (CONTINUED)


		Beginning		Ending					Expenses Paid
		Account		Account		Annualized			During the
		Value		Value		Expense			Period Ended
ING Greater China Fund		May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

	Actual Fund Return
	Class A	$	1,000.00	$	1,661.90		1.91	%	$	12.82
	Class B		1,000.00		1,655.70		2.66			17.81
	Class C		1,000.00		1,654.80		2.66			17.80
	Class I		1,000.00		1,663.90		1.66			11.15
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,015.58		1.91	%	$	9.70
	Class B		1,000.00		1,011.80		2.66			13.49
	Class C		1,000.00		1,011.80		2.66			13.49
	Class I		1,000.00		1,016.84		1.66			8.44





ING Index Plus International Equity Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,065.70		1.16	%	$	6.04
	Class B		1,000.00		1,070.10		1.92			10.02
	Class C		1,000.00		1,068.50		1.92			10.01
	Class I		1,000.00		1,074.10		0.87			4.55
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,019.36		1.16	%	$	5.90
	Class B		1,000.00		1,015.53		1.92			9.75
	Class C		1,000.00		1,015.53		1.92			9.75
	Class I		1,000.00		1,020.82		0.87			4.43





ING International Capital Appreciation Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,167.30		1.50	%	$	8.19
	Class B		1,000.00		1,162.40		2.25			12.26
	Class C		1,000.00		1,161.00		2.25			12.26
	Class I		1,000.00		1,168.60		1.15			6.29
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,017.64		1.50	%	$	7.63
	Class B		1,000.00		1,013.86		2.25			11.42
	Class C		1,000.00		1,013.86		2.25			11.42
	Class I		1,000.00		1,019.41		1.15			5.85


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year.

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED) (CONTINUED)


		Beginning		Ending					Expenses Paid
		Account		Account		Annualized			During the
		Value		Value		Expense			Period Ended
ING International Equity Dividend Fund		May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

	Actual Fund Return
	Class A⁽¹⁾	$	1,000.00	$	1,057.00		1.40	%	$	4.93
	Class B⁽¹⁾		1,000.00		1,055.00		2.15			7.57
	Class C⁽¹⁾		1,000.00		1,055.00		2.15			7.57
	Class I⁽¹⁾		1,000.00		1,058.00		1.15			4.05
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,018.15		1.40	%	$	7.12
	Class B		1,000.00		1,014.37		2.15			10.92
	Class C		1,000.00		1,014.37		2.15			10.92
	Class I		1,000.00		1,019.41		1.15			5.85





ING International Growth Opportunities Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,156.30		1.65	%	$	8.97
	Class B		1,000.00		1,151.70		2.40			13.02
	Class C		1,000.00		1,152.40		2.40			13.02
	Class I		1,000.00		1,159.30		1.28			6.97
	Class Q		1,000.00		1,157.10		1.52			8.26
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,016.89		1.65	%	$	8.39
	Class B		1,000.00		1,013.11		2.40			12.18
	Class C		1,000.00		1,013.11		2.40			12.18
	Class I		1,000.00		1,018.75		1.28			6.51
	Class Q		1,000.00		1,017.54		1.52			7.73





ING International Real Estate Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,063.90		1.50	%	$	7.80
	Class B		1,000.00		1,060.60		2.25			11.69
	Class C		1,000.00		1,060.10		2.25			11.68
	Class I		1,000.00		1,065.70		1.25			6.51
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,017.64		1.50	%	$	7.63
	Class B		1,000.00		1,013.86		2.25			11.42
	Class C		1,000.00		1,013.86		2.25			11.42
	Class I		1,000.00		1,018.90		1.25			6.36


(1)	Commencement of operations for ING International Equity Dividend Fund was June 28, 2007. Expenses paid reflect the 125-day period ended October 31, 2007.


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year (except “Actual Fund Return” information for all share classes footnoted above).

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED) (CONTINUED)


		Beginning		Ending					Expenses Paid
		Account		Account		Annualized			During the
		Value		Value		Expense			Period Ended
ING International SmallCap Fund		May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

	Actual Fund Return
	Class A	$	1,000.00	$	1,109.80		1.60	%	$	8.51
	Class B		1,000.00		1,106.20		2.25			11.94
	Class C		1,000.00		1,106.40		2.25			11.95
	Class I		1,000.00		1,112.00		1.20			6.39
	Class Q		1,000.00		1,110.70		1.45			7.71
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,017.14		1.60	%	$	8.13
	Class B		1,000.00		1,013.86		2.25			11.42
	Class C		1,000.00		1,013.86		2.25			11.42
	Class I		1,000.00		1,019.16		1.20			6.11
	Class Q		1,000.00		1,017.90		1.45			7.37




ING International Value Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,039.00		1.59	%	$	8.17
	Class B		1,000.00		1,035.70		2.29			11.75
	Class C		1,000.00		1,035.90		2.28			11.70
	Class I		1,000.00		1,041.30		1.23			6.33
	Class Q		1,000.00		1,041.20		1.27			6.53
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,017.19		1.59	%	$	8.08
	Class B		1,000.00		1,013.66		2.29			11.62
	Class C		1,000.00		1,013.71		2.28			11.57
	Class I		1,000.00		1,019.00		1.23			6.26
	Class Q		1,000.00		1,018.80		1.27			6.46




ING International Value Choice Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,123.80		1.70	%	$	9.10
	Class B		1,000.00		1,119.00		2.45			13.09
	Class C		1,000.00		1,118.70		2.45			13.08
	Class I		1,000.00		1,125.20		1.31			7.02
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,016.64		1.70	%	$	8.64
	Class B		1,000.00		1,012.85		2.45			12.43
	Class C		1,000.00		1,012.85		2.45			12.43
	Class I		1,000.00		1,018.60		1.31			6.67


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year.

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED) (CONTINUED)


		Beginning		Ending					Expenses Paid
		Account		Account		Annualized			During the
ING International Value Opportunities		Value		Value		Expense			Period Ended
Fund		May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

	Actual Fund Return
	Class A	$	1,000.00	$	1,023.10		1.40	%	$	7.14
	Class B		1,000.00		1,019.25		2.15			10.94
	Class C		1,000.00		1,016.40		2.15			10.93
	Class I		1,000.00		1,025.00		1.15			5.87
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,018.15		1.40	%	$	7.12
	Class B		1,000.00		1,014.37		2.15			10.92
	Class C		1,000.00		1,014.37		2.15			10.92
	Class I		1,000.00		1,019.41		1.15			5.85




ING Russia Fund Fund
	Actual Fund Return	$	1,000.00	$	1,221.00		1.96	%	$	10.97
	Hypothetical (5% return before expenses)	$	1,000.00	$	1,015.32		1.96	%	$	9.96




ING Emerging Markets Fixed Income Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,006.40		1.20	%	$	6.07
	Class B		1,000.00		1,002.50		1.95			9.84
	Class C		1,000.00		1,001.70		1.95			9.84
	Class I		1,000.00		1,007.20		0.92			4.65
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,019.16		1.20	%	$	6.11
	Class B		1,000.00		1,015.38		1.95			9.91
	Class C		1,000.00		1,015.38		1.95			9.91
	Class I		1,000.00		1,020.57		0.92			4.69




ING Global Bond Fund
	Actual Fund Return
	Class A	$	1,000.00	$	1,061.10		0.90	%	$	4.68
	Class B		1,000.00		1,056.70		1.65			8.55
	Class C		1,000.00		1,057.10		1.65			8.56
	Class I		1,000.00		1,060.60		0.61			3.17
	Hypothetical (5% return before expenses)
	Class A	$	1,000.00	$	1,020.67		0.90	%	$	4.58
	Class B		1,000.00		1,016.89		1.65			8.39
	Class C		1,000.00		1,016.89		1.65			8.39
	Class I		1,000.00		1,022.13		0.61			3.11


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year.

SHAREHOLDER EXPENSE EXAMPLES (UNAUDITED) (CONTINUED)


	Beginning		Ending					Expenses Paid
	Account		Account		Annualized			During the
	Value		Value		Expense			Period Ended
ING Diversified International Fund⁽¹⁾	May 1, 2007		October 31, 2007		Ratio			October 31, 2007*

Actual Fund Return
Class A	$	1,000.00	$	1,117.90		0.21	%	$	1.12
Class B		1,000.00		1,113.30		0.96			5.11
Class C		1,000.00		1,113.40		0.96			5.11
Class I		1,000.00		1,117.00		0.09			0.48
Class R		1,000.00		1,116.00		0.46			2.45
Hypothetical (5% return before expenses)
Class A	$	1,000.00	$	1,024.15		0.21	%	$	1.07
Class B		1,000.00		1,020.37		0.96			4.89
Class C		1,000.00		1,020.37		0.96			4.89
Class I		1,000.00		1,024.75		0.09			0.46
Class R		1,000.00		1,022.89		0.46			2.35


(1)	The annualized expense ratios do not include expenses of underlying funds.


*	Expenses are equal to each Fund’s respective annualized expense rations multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent fiscal half-year.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Shareholders and Board of Directors/Trustees
ING Mutual Funds and ING Mayflower Trust

We have audited the accompanying statements of assets and liabilities, including the portfolio of investments, of ING Global Equity Dividend Fund, ING Global Natural Resources Fund, ING Global Real Estate Fund, ING Global Value Choice Fund, ING Disciplined International SmallCap Fund, ING Emerging Countries Fund, ING Foreign Fund, ING Greater China Fund, ING Index Plus International Equity Fund, ING International Capital Appreciation Fund, ING International Equity Dividend Fund, ING International Growth Opportunities Fund (formerly, ING International Fund), ING International Real Estate Fund, ING International SmallCap Fund, ING International Value Choice Fund, ING International Value Opportunities Fund, ING Russia Fund, ING Emerging Markets Fixed Income Fund, ING Global Bond Fund, ING Diversified International Fund, each a series of ING Mutual Funds, and of ING International Value Fund, a series of ING Mayflower Trust, as of October 31, 2007, and the related statements of operations for the year or period then ended, the statements of changes in net assets for each of the years or periods in the two-year period then ended, and the financial highlights for each of the years or periods in the five-year period then ended. These financial statements and financial highlights are the responsibility of management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2007, by correspondence with the custodian, transfer agent, and brokers, or by other appropriate auditing procedures when replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the aforementioned funds as of October 31, 2007, and the results of their operations, the changes in their net assets, and the financial highlights for the periods specified in the first paragraph above, in conformity with U.S. generally accepted accounting principles.

(KPMG LLP)

Boston, Massachusetts

December 28, 2007

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007


			ING		ING		ING			ING
			Global		Global		Global			Global
			Equity		Natural		Real			Value
			Dividend		Resources		Estate			Choice
			Fund		Fund		Fund			Fund

ASSETS:
Investments in securities at value+*			$	380,210,628	$	157,166,243	$	1,545,117,842		$	125,225,472
Investments in affiliates**				—		—		2,163,458			—
Short-term investments in affiliates at amortized cost				—		1,250,000		—			—
Short-term investments at amortized cost				13,121,697		536,000		55,308,136			28,006,521
Cash				11,116,010		87,162		2,351,614			468,600
Foreign currencies at value***				607,663		4,834		188,257			1,307




Receivables:
	Investment securities sold			447,053		2,885,845		7,889,081			3,593,217
	Fund shares sold			510,095		460,319		13,772,869			232,218
	Dividends and interest			657,767		159,235		2,336,255			244,416
Prepaid expenses				44,940		20,788		85,194			15,320
Reimbursement due from manager				—		—		—			4,297

		Total assets		406,715,853		162,570,426		1,629,212,706			157,791,368





LIABILITIES:
Payable for investment securities purchased				943,293		4,427,587		8,781,947			1,953,779
Payable for fund shares redeemed				2,770,332		514,975		4,649,906			281,883
Payable upon receipt of securities loaned				13,121,697		—		34,107,610			24,568,922
Payable to affiliates				459,973		151,838		1,598,254			186,282
Payable for trustee fees				2,263		30,464		11,946			20,651
Other accrued expenses and liabilities				154,019		76,627		491,598			96,692

		Total liabilities		17,451,577		5,201,491		49,641,261			27,108,209

NET ASSETS			$	389,264,276	$	157,368,935	$	1,579,571,445		$	130,683,159





NET ASSETS WERE COMPRISED OF:
Paid-in capital			$	330,827,951	$	99,494,948	$	1,388,170,897		$	266,760,728
Undistributed net investment income (distributions in excess of net investment income)				2,265,845		515,975		(8,882,330	)		409,172
Accumulated net realized gain (loss) on investments and foreign currency related transactions				24,814,616		25,855,708		(34,413,777	)		(155,900,934	)
Net unrealized appreciation on investments and foreign currency related transactions				31,355,864		31,502,304		234,696,655			19,414,193

NET ASSETS			$	389,264,276	$	157,368,935	$	1,579,571,445		$	130,683,159

+ Including securities loaned at value			$	12,887,840	$	—	$	33,126,917		$	24,078,683
* Cost of investments in securities			$	348,874,374	$	125,669,570	$	1,310,364,976		$	105,809,444
** Cost of investments in affiliates			$	—	$	—	$	2,242,416		$	—
*** Cost of foreign currencies			$	596,394	$	907	$	192,298		$	1,139

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007 (CONTINUED)


	ING		ING		ING		ING
	Global		Global		Global		Global
	Equity		Natural		Real		Value
	Dividend		Resources		Estate		Choice
	Fund		Fund		Fund		Fund

Class A:
Net assets	$	182,668,541	$	157,366,728	$	1,115,492,885	$	58,600,070
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		10,850,076		11,096,920		46,107,807		2,063,173
Net asset value and redemption price per share	$	16.84	$	14.18	$	24.19	$	28.40
Maximum offering price per share (5.75%)⁽¹⁾	$	17.87	$	15.05	$	25.67	$	30.13




Class B:
Net assets	$	58,092,990		n/a	$	57,836,746	$	22,049,160
Shares authorized		unlimited		n/a		unlimited		unlimited
Par value	$	—		n/a	$	—	$	—
Shares outstanding		3,459,855		n/a		2,798,731		720,915
Net asset value and redemption price per share⁽²⁾	$	16.79		n/a	$	20.67	$	30.58
Maximum offering price per share	$	16.79		n/a	$	20.67	$	30.58




Class C:
Net assets	$	124,764,967		n/a	$	303,235,115	$	39,536,669
Shares authorized		unlimited		n/a		unlimited		unlimited
Par value	$	—		n/a	$	—	$	—
Shares outstanding		7,449,034		n/a		13,972,989		1,454,357
Net asset value and redemption price per share⁽²⁾	$	16.75		n/a	$	21.70	$	27.18
Maximum offering price per share	$	16.75		n/a	$	21.70	$	27.18




Class I:
Net assets	$	1,084	$	2,207	$	76,869,380	$	7,845,177
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		64		156		3,175,577		274,605
Net asset value and redemption price per share	$	16.83	$	14.19	$	24.21	$	28.57
Maximum offering price per share	$	16.83	$	14.19	$	24.21	$	28.57




Class O:
Net assets	$	23,736,694		n/a	$	26,137,319		n/a
Shares authorized		unlimited		n/a		unlimited		n/a
Par value	$	—		n/a	$	—		n/a
Shares outstanding		1,410,620		n/a		1,080,622		n/a
Net asset value and redemption price per share	$	16.83		n/a	$	24.19		n/a
Maximum offering price per share	$	16.83		n/a	$	24.19		n/a




Class Q:
Net assets		n/a		n/a		n/a	$	2,652,083
Shares authorized		n/a		n/a		n/a		unlimited
Par value		n/a		n/a		n/a	$	—
Shares outstanding		n/a		n/a		n/a		79,504
Net asset value and redemption price per share		n/a		n/a		n/a	$	33.36
Maximum offering price per share		n/a		n/a		n/a	$	33.36

(1) Maximum offering price is computed at 100/94.25 of net asset value. On purchases of $50,000 or more, the offering price is reduced.

(2) Redemption price per share may be reduced for any applicable contingent deferred sales charges.

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007


			ING
			Disciplined		ING				ING
			International		Emerging		ING		Greater
			SmallCap		Countries		Foreign		China
			Fund		Fund		Fund		Fund

ASSETS:
Investments in securities at value+*			$	464,138,770	$	327,089,236	$	731,317,191	$	91,009,930
Investments in affiliates**				776,521		—		—		—
Short-term investments at amortized cost				—		53,052,857		45,359,653		—
Cash				36,906		1,176,805		3,619,626		2,361,536
Foreign currencies at value***				1,568,269		12		12,207,395		286,268




Receivables:
	Investment securities sold			61,707,185		—		7,338,357		548,288
	Fund shares sold			564,291		1,014,826		3,061,700		1,228,981
	Dividends and interest			644,274		368,799		1,020,266		42,849
Unrealized appreciation on forward foreign currency contracts				—		—		4,672,031		—
Prepaid expenses				41,807		30,007		36,326		16,700

		Total assets		529,478,023		382,732,542		808,632,545		95,494,552





LIABILITIES:
Payable for investment securities purchased				62,251,220		—		10,025,526		1,372,756
Payable for fund shares redeemed				22,539		1,063,728		694,785		275,980
Payable upon receipt of securities loaned				—		50,315,176		42,530,983		—
Unrealized depreciation on forward foreign currency contracts				—		—		11,907,888		—
Payable to affiliates				293,225		478,766		944,620		117,381
Payable for borrowings against line of credit				990,000		—		—		—
Payable for trustee fees				3,867		23,897		2,419		3,169
Other accrued expenses and liabilities				130,393		206,496		305,858		69,706

		Total liabilities		63,691,244		52,088,063		66,412,079		1,838,992

NET ASSETS			$	465,786,779	$	330,644,479	$	742,220,466	$	93,655,560





NET ASSETS WERE COMPRISED OF:
Paid-in capital			$	438,262,571	$	264,287,494	$	489,025,014	$	52,455,322
Undistributed net investment income				2,461,339		3,092,434		6,305,480		197,081
Accumulated net realized gain on investments and foreign currency related transactions				2,121,648		5,602,333		41,007,627		7,841,110
Net unrealized appreciation on investments and foreign currency related transactions				22,941,221		57,662,218		205,882,345		33,162,047

NET ASSETS			$	465,786,779	$	330,644,479	$	742,220,466	$	93,655,560

+ Including securities loaned at value			$	—	$	49,050,425	$	42,179,200	$	—
* Cost of investments in securities			$	441,359,375	$	269,428,117	$	518,430,647	$	57,848,348
** Cost of investments in affiliates			$	690,771	$	—	$	—	$	—
*** Cost of foreign currencies			$	1,528,414	$	12	$	11,998,639	$	285,757

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007 (CONTINUED)


	ING
	Disciplined		ING				ING
	International		Emerging		ING		Greater
	SmallCap		Countries		Foreign		China
	Fund		Fund		Fund		Fund

Class A:
Net assets	$	69,155	$	197,307,177	$	349,916,861	$	73,803,879
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		5,719		4,756,392		14,867,431		3,021,198
Net asset value and redemption price per share	$	12.09	$	41.48	$	23.54	$	24.43
Maximum offering price per share (5.75%)⁽¹⁾	$	12.83	$	44.01	$	24.98	$	25.92




Class B:
Net assets	$	5,275	$	16,647,881	$	50,276,178	$	7,413,614
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		439		409,383		2,207,476		307,046
Net asset value and redemption price per share ⁽²⁾	$	12.02	$	40.67	$	22.78	$	24.14
Maximum offering price per share	$	12.02	$	40.67	$	22.78	$	24.14




Class C:
Net assets	$	55,462	$	53,885,255	$	232,439,228	$	12,386,241
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		4,614		1,401,356		10,189,955		512,625
Net asset value and redemption price per share ⁽²⁾	$	12.02	$	38.45	$	22.81	$	24.16
Maximum offering price per share	$	12.02	$	38.45	$	22.81	$	24.16




Class I:
Net assets	$	465,656,887	$	41,550,997	$	108,732,176	$	51,826
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		38,400,790		998,078		4,547,442		2,118
Net asset value and redemption price per share	$	12.13	$	41.63	$	23.91	$	24.46
Maximum offering price per share	$	12.13	$	41.63	$	23.91	$	24.46




Class Q:
Net assets		n/a	$	21,253,169	$	856,023		n/a
Shares authorized		n/a		unlimited		unlimited		n/a
Par value		n/a	$	—	$	—		n/a
Shares outstanding		n/a		495,151		36,228		n/a
Net asset value and redemption price per share		n/a	$	42.92	$	23.63		n/a
Maximum offering price per share		n/a	$	42.92	$	23.63		n/a

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007


			ING
			Index		ING		ING		ING
			Plus		International		International		International
			International		Capital		Equity		Growth
			Equity		Appreciation		Dividend		Opportunities
			Fund		Fund		Fund		Fund

ASSETS:
Investments in securities at value+*			$	117,320,552	$	145,751,886	$	56,517,060	$	140,518,941
Investments in affiliates**				35,251		—		—		—
Short-term investments in affiliates at amortized cost				—		—		—		4,000,000
Short-term investments at amortized cost				—		—		—		7,816,040
Cash				3,719,924		76,305		11,571,251		16,571
Foreign currencies at value***				1,118,211		—		11,180		2,398,299




Receivables:
	Investment securities sold			—		3,059,712		804,986		—
	Fund shares sold			733,656		902,300		425,382		117,376
	Dividends and interest			239,747		192,253		48,930		245,042
Prepaid expenses				14,263		12,933		66,784		16,992
Reimbursement due from manager				—		—		14,987		—

		Total assets		123,181,604		149,995,389		69,460,560		155,129,261





LIABILITIES:
Payable for investment securities purchased				—		2,373,586		8,037,932		3,469,377
Payable for fund shares redeemed				—		—		8,751		232,790
Payable upon receipt of securities loaned				—		—		—		7,242,040
Payable to affiliates				102,136		142,966		37,859		179,232
Payable to custodian due to foreign currency overdraft				—		85		—		—
Payable for trustee fees				2,309		586		996		14,923
Other accrued expenses and liabilities				59,732		71,939		68,731		75,213
Accrued foreign taxes on capital gains				—		—		—		87,177

		Total liabilities		164,177		2,589,162		8,154,269		11,300,752

NET ASSETS			$	123,017,427	$	147,406,227	$	61,306,291	$	143,828,509





NET ASSETS WERE COMPRISED OF:
Paid-in capital			$	95,506,029	$	114,396,971	$	57,546,497	$	99,080,043
Undistributed net investment income				2,158,663		1,765,493		314,015		118,948
Accumulated net realized gain on investments and foreign currency related transactions				11,664,129		3,474,484		16,140		19,287,969
Net unrealized appreciation on investments and foreign currency related transactions				13,688,606		27,769,279		3,429,639		25,341,549

NET ASSETS			$	123,017,427	$	147,406,227	$	61,306,291	$	143,828,509

+ Including securities loaned at value			$	—	$	—	$	—	$	7,191,354
* Cost of investments in securities			$	103,680,495	$	117,981,825	$	53,086,892	$	115,201,177
** Cost of investments in affiliates			$	24,165	$	—	$	—	$	—
*** Cost of foreign currencies			$	1,085,171	$	—	$	10,480	$	2,404,089

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007 (CONTINUED)


	ING
	Index		ING		ING		ING
	Plus		International		International		International
	International		Capital		Equity		Growth
	Equity		Appreciation		Dividend		Opportunities
	Fund		Fund		Fund		Fund

Class A:
Net assets	$	2,233,348	$	4,591,591	$	4,122,054	$	64,630,896
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		160,154		309,089		389,938		4,139,245
Net asset value and redemption price per share	$	13.95	$	14.86	$	10.57	$	15.61
Maximum offering price per share (5.75%)⁽¹⁾	$	14.80	$	15.77	$	11.21	$	16.56




Class B:
Net assets	$	734,225	$	942,762	$	238,647	$	17,310,990
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		52,819		64,265		22,620		1,157,313
Net asset value and redemption price per share ⁽²⁾	$	13.90	$	14.67	$	10.55	$	14.96
Maximum offering price per share	$	13.90	$	14.67	$	10.55	$	14.96




Class C:
Net assets	$	1,126,049	$	971,036	$	1,334,243	$	19,104,150
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		81,069		66,010		126,454		1,276,489
Net asset value and redemption price per share ⁽²⁾	$	13.89	$	14.71	$	10.55	$	14.97
Maximum offering price per share	$	13.89	$	14.71	$	10.55	$	14.97




Class I:
Net assets	$	118,923,805	$	140,900,838	$	55,611,347	$	10,250,762
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	—	$	—
Shares outstanding		8,457,686		9,457,523		5,257,670		658,522
Net asset value and redemption price per share	$	14.06	$	14.90	$	10.58	$	15.57
Maximum offering price per share	$	14.06	$	14.90	$	10.58	$	15.57




Class Q:
Net assets		n/a		n/a		n/a	$	32,531,711
Shares authorized		n/a		n/a		n/a		unlimited
Par value		n/a		n/a		n/a	$	—
Shares outstanding		n/a		n/a		n/a		2,102,937
Net asset value and redemption price per share		n/a		n/a		n/a	$	15.47
Maximum offering price per share		n/a		n/a		n/a	$	15.47

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007


			ING			ING		ING		ING
			International			International		International		International
			Real Estate			SmallCap		Value		Value Choice
			Fund			Fund		Fund		Fund

ASSETS:
Investments in securities at value+*			$	518,180,363		$	1,175,127,914	$	5,283,164,048	$	80,824,194
Short-term investments at amortized cost				7,778,093			41,338,940		287,199,983		9,544,886
Cash				895,008			2,528,104		11,322,030		—
Foreign currencies at value**				125,156			6,498,961		569,298		85,607




Receivables:
	Investment securities sold			1,473,862			8,698,503		15,680,498		757,802
	Fund shares sold			5,826,857			6,074,096		4,011,372		381,854
	Dividends and interest			1,194,040			1,692,989		14,904,834		191,182
Prepaid expenses				21,521			49,897		37,781		9,060

		Total assets		535,494,900			1,242,009,404		5,616,889,844		91,794,585





LIABILITIES:
Payable for investment securities purchased				1,779,295			2,500,772		12,771,655		319,390
Payable for fund shares redeemed				1,062,653			1,865,700		9,233,004		21,405
Payable upon receipt of securities loaned				—			34,544,733		186,972,678		—
Payable to affiliates				638,261			1,341,095		6,394,948		152,627
Payable to custodian due to bank overdraft				—			—		—		5,500,572
Payable for trustee fees				1,193			6,373		54,607		2,298
Other accrued expenses and liabilities				212,297			415,443		2,685,478		51,791
Accrued foreign taxes on capital gains				—			27,869		—		—

		Total liabilities		3,693,699			40,701,985		218,112,370		6,048,083

NET ASSETS			$	531,801,201		$	1,201,307,419	$	5,398,777,474	$	85,746,502





NET ASSETS WERE COMPRISED OF:
Paid-in capital			$	466,099,055		$	846,695,593	$	3,353,512,963	$	65,254,402
Undistributed net investment income				18,780,674			6,310,276		52,954,318		809,824
Accumulated net realized gain (loss) on investments and foreign currency related transactions				(27,549,706	)		137,343,706		774,333,364		11,193,729
Net unrealized appreciation on investments and foreign currency related transactions				74,471,178			210,957,844		1,217,976,829		8,488,547

NET ASSETS			$	531,801,201		$	1,201,307,419	$	5,398,777,474	$	85,746,502


+ Including securities loaned at value			$	—		$	33,222,926	$	176,481,982	$	—
* Cost of investments in securities			$	443,723,019		$	963,978,916	$	4,065,392,162	$	72,335,153
** Cost of foreign currencies			$	126,263		$	6,715,412	$	558,598	$	85,607

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007 (CONTINUED)


	ING		ING		ING		ING
	International		International		International		International
	Real Estate		SmallCap		Value		Value Choice
	Fund		Fund		Fund		Fund

Class A:
Net assets	$	271,424,710	$	523,535,375	$	2,136,218,430	$	16,598,376
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	0.01	$	—
Shares outstanding		18,644,242		7,880,751		92,259,696		1,115,068
Net asset value and redemption price per share	$	14.56	$	66.43	$	23.15	$	14.89
Maximum offering price per share (5.75%)⁽¹⁾	$	15.45	$	70.48	$	24.56	$	15.80




Class B:
Net assets	$	11,818,903	$	65,618,718	$	301,704,541	$	3,805,255
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	0.01	$	—
Shares outstanding		815,251		960,661		13,326,059		259,366
Net asset value and redemption price per share⁽²⁾	$	14.50	$	68.31	$	22.64	$	14.67
Maximum offering price per share	$	14.50	$	68.31	$	22.64	$	14.67




Class C:
Net assets	$	121,528,798	$	104,274,348	$	757,941,313	$	4,930,266
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	0.01	$	—
Shares outstanding		8,388,631		1,668,986		33,660,631		335,299
Net asset value and redemption price per share⁽²⁾	$	14.49	$	62.48	$	22.52	$	14.70
Maximum offering price per share	$	14.49	$	62.48	$	22.52	$	14.70




Class I:
Net assets	$	127,028,790	$	376,737,277	$	2,176,401,627	$	60,412,605
Shares authorized		unlimited		unlimited		unlimited		unlimited
Par value	$	—	$	—	$	0.01	$	—
Shares outstanding		8,710,813		5,646,326		93,723,403		4,049,889
Net asset value and redemption price per share	$	14.58	$	66.72	$	23.22	$	14.92
Maximum offering price per share	$	14.58	$	66.72	$	23.22	$	14.92




Class Q:
Net assets		n/a	$	131,141,701	$	26,511,563		n/a
Shares authorized		n/a		unlimited		unlimited		n/a
Par value		n/a	$	—	$	0.01		n/a
Shares outstanding		n/a		1,836,399		1,139,798		n/a
Net asset value and redemption price per share		n/a	$	71.41	$	23.26		n/a
Maximum offering price per share		n/a	$	71.41	$	23.26		n/a

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007


			ING				ING
			International				Emerging
			Value		ING		Markets
			Opportunities		Russia		Fixed Income
			Fund		Fund		Fund

ASSETS:
Investments in securities at value+*			$	10,424,810	$	912,272,496	$	284,317,370
Short-term investments at amortized cost				—		113,588,003		—
Cash				302,625		7,094,009		31,228,115
Cash collateral for futures				—		—		12,000




Receivables:
	Investment securities sold			—		—		1,548,038
	Fund shares sold			10,245		4,244,908		615,951
	Dividends and interest			28,599		2,980,146		4,543,148
Prepaid expenses				58,052		29,709		14,502
Reimbursement due from manager				49,855		—		—

		Total assets		10,874,186		1,040,209,271		322,279,124





LIABILITIES:
Payable for investment securities purchased				—		—		6,230,165
Payable for fund shares redeemed				—		1,980,421		18,693
Payable for futures variation margin				—		—		10,000
Payable upon receipt of securities loaned				—		113,588,003		—
Payable to affiliates				9,709		1,193,174		307,733
Payable to custodian due to foreign currency overdraft**				71,875		—		378
Payable for trustee fees				563		18,408		1,838
Other accrued expenses and liabilities				89,459		925,525		47,898

		Total liabilities		171,606		117,705,531		6,616,705

NET ASSETS			$	10,702,580	$	922,503,740	$	315,662,419





NET ASSETS WERE COMPRISED OF:
Paid-in capital			$	10,044,846	$	336,276,208	$	315,654,339
Undistributed net investment income				200,203		—		—
Accumulated net realized gain (loss) on investments, foreign currency related transactions, and futures				44,217		137,052,678		(665,848	)
Net unrealized appreciation on investments, foreign currency related transactions, and futures				413,314		449,174,854		673,928

NET ASSETS			$	10,702,580	$	922,503,740	$	315,662,419

+ Including securities loaned at value			$	—	$	112,622,319	$	—
* Cost of investments in securities			$	10,011,028	$	463,098,883	$	283,649,478
** Cost of foreign currency overdraft			$	70,755	$	—	$	254

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007 (CONTINUED)


	ING						ING
	International						Emerging
	Value			ING			Markets
	Opportunities			Russia			Fixed Income
	Fund			Fund			Fund

Class A:
Net assets	$	10,670,939		$	922,503,740		$	10,538,732
Shares authorized		unlimited			unlimited			unlimited
Par value	$	—		$	—		$	—
Shares outstanding		1,002,694			11,807,404			1,014,253
Net asset value and redemption price per share	$	10.64		$	78.13		$	10.39
Maximum offering price per share	$	11.29	⁽¹⁾	$	82.90	⁽¹⁾	$	10.66	⁽²⁾




Class B:
Net assets	$	2,065			n/a		$	403,768
Shares authorized		unlimited			n/a			unlimited
Par value	$	—			n/a		$	—
Shares outstanding		195			n/a			38,975
Net asset value and redemption price per share⁽³⁾	$	10.59			n/a		$	10.36
Maximum offering price per share	$	10.59			n/a		$	10.36




Class C:
Net assets	$	28,488			n/a		$	1,564,276
Shares authorized		unlimited			n/a			unlimited
Par value	$	—			n/a		$	—
Shares outstanding		2,697			n/a			151,072
Net asset value and redemption price per share⁽³⁾	$	10.56			n/a		$	10.35
Maximum offering price per share	$	10.56			n/a		$	10.35




Class I:
Net assets	$	1,088			n/a		$	303,155,643
Shares authorized		unlimited			n/a			unlimited
Par value	$	—			n/a		$	—
Shares outstanding		102			n/a			29,257,839
Net asset value and redemption price per share	$	10.67			n/a		$	10.36
Maximum offering price per share	$	10.67			n/a		$	10.36

(1) Maximum offering price is 5.75% and is computed at 100/94.25 of net asset value. On purchases of $50,000 or more, the offering price is reduced.

(2) Maximum offering price is 2.50% and is computed at 100/97.50 of net asset value. On purchases of $99,999 or more, the offering price is reduced.

(3) Redemption price per share may be reduced for any applicable contingent deferred sales charges.

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007


			ING		ING
			Global		Diversified
			Bond		International
			Fund		Fund

ASSETS:
Investments in securities at value*			$	29,921,855	$	—
Investments in affiliates**				—		595,517,365
Short-term investments***				104,353		—
Short-term investments in affiliates at amortized cost				2,000,000		—
Short-term investments at amortized cost				370,000		—
Cash				93,552		675,576
Cash collateral for futures				159,645		—
Foreign currencies at value****				1,070,965		—




Receivables:
	Investment securities sold			1,732,753		—
	Fund shares sold			190,025		4,476,480
	Dividends and interest			257,757		—
	Variation margin receivable			14,134		—
Unrealized appreciation on forward foreign currency contracts				47,124		—
Upfront payments made on swap agreements				42,066		—
Unrealized appreciation on swap agreements				10,616		—
Prepaid expenses				21,415		32,363
Reimbursement due from manager				11,967		177,746

		Total assets		36,048,227		600,879,530





LIABILITIES:
Payable for investment securities purchased				4,933,394		3,049,370
Payable for fund shares redeemed				—		1,219,068
Payable for futures variation margin				52,210		—
Unrealized depreciation on forward foreign currency contracts				46,222		—
Unrealized depreciation on swap agreements				45,785		—
Income distribution payable				63,795		—
Payable to affiliates				19,862		295,188
Payable for trustee fees				703		2,522
Other accrued expenses and liabilities				28,823		157,954

		Total liabilities		5,190,794		4,724,102

NET ASSETS			$	30,857,433	$	596,155,428





NET ASSETS WERE COMPRISED OF:
Paid-in capital			$	29,233,014	$	475,313,793
Undistributed net investment income				24,974		3,523,584
Accumulated net realized gain on investments, foreign currency related transactions, futures, and swaps				430,722		2,075,783
Net unrealized appreciation on investments, foreign currency related transactions, futures, and swaps				1,168,723		115,242,268

NET ASSETS			$	30,857,433	$	596,155,428

* Cost of investments in securities			$	28,677,880	$	—
** Cost of investments in affiliates			$	—	$	480,275,097
*** Cost of short-term investments			$	98,492	$	—
**** Cost of foreign currencies			$	1,049,778	$	—

See Accompanying Notes to Financial Statements

STATEMENTS OF ASSETS AND LIABILITIES AS OF OCTOBER 31, 2007 (CONTINUED)


	ING			ING
	Global			Diversified
	Bond			International
	Fund			Fund

Class A:
Net assets	$	28,887,227		$	383,364,417
Shares authorized		unlimited			unlimited
Par value	$	—		$	—
Shares outstanding		2,727,191			25,593,908
Net asset value and redemption price per share	$	10.59		$	14.98
Maximum offering price per share	$	10.86	⁽¹⁾	$	15.89	⁽²⁾




Class B:
Net assets	$	342,026		$	43,666,589
Shares authorized		unlimited			unlimited
Par value	$	—		$	—
Shares outstanding		32,408			2,941,635
Net asset value and redemption price per share⁽³⁾	$	10.55		$	14.84
Maximum offering price per share	$	10.55		$	14.84




Class C:
Net assets	$	1,627,100		$	168,660,597
Shares authorized		unlimited			unlimited
Par value	$	—		$	—
Shares outstanding		153,591			11,370,038
Net asset value and redemption price per share⁽³⁾	$	10.59		$	14.83
Maximum offering price per share	$	10.59		$	14.83




Class I:
Net assets	$	1,080		$	31,744
Shares authorized		unlimited			unlimited
Par value	$	—		$	—
Shares outstanding		102			2,118
Net asset value and redemption price per share	$	10.58		$	14.99
Maximum offering price per share	$	10.58		$	14.99




Class R:
Net assets		n/a		$	432,081
Shares authorized		n/a			unlimited
Par value		n/a		$	—
Shares outstanding		n/a			29,154
Net asset value and redemption price per share		n/a		$	14.82
Maximum offering price per share		n/a		$	14.82

(1) Maximum offering price is 2.50% and is computed at 100/97.50 of net asset value. On purchases of $99,000 or more, the offering price is reduced.

(2) Maximum offering price is 5.75% and is computed at 100/94.25 of net asset value. On purchases of $100,000 or more, the offering price is reduced.

(3) Redemption price per share may be reduced for any applicable contingent deferred sales charges.

See Accompanying Notes to Financial Statements

STATEMENTS OF OPERATIONS FOR THE YEAR ENDED OCTOBER 31, 2007


		ING			ING
		Global			Global			ING			ING
		Equity			Natural			Global			Global
		Dividend			Resources			Real Estate			Value Choice
		Fund			Fund			Fund			Fund

INVESTMENT INCOME:
Dividends, net of foreign taxes withheld*⁽¹⁾		$	15,249,352		$	1,486,434		$	25,033,240		$	1,929,473
Interest⁽²⁾			121,878			32,086			1,666,839			181,472
Securities lending income			39,834			—			85,719			77,942

	Total investment income		15,411,064			1,518,520			26,785,798			2,188,887

EXPENSES:
Investment management fees			2,362,456			1,108,141			8,742,056			1,178,791




Distribution and service fees:
	Class A		404,905			327,712			2,125,405			181,879
	Class B		543,912			—			511,847			215,859
	Class C		1,075,740			—			2,340,631			355,817
	Class O		33,913			—			50,885			—
	Class Q		—			—			—			6,929




Transfer agent fees:
	Class A		179,432			147,785			1,077,758			88,156
	Class B		60,857			—			65,039			39,216
	Class C		120,821			—			295,844			61,547
	Class I		—			—			7,046			166
	Class O		15,130			—			25,150			—
	Class Q		—			—			—			88
Administrative service fees			337,490			131,084			1,186,353			117,878
Shareholder reporting expense			92,402			71,539			392,968			35,171
Registration fees			72,828			31,973			164,562			69,272
Professional fees			33,959			18,005			93,083			19,655
Custody and accounting expense			111,963			29,565			328,583			30,060
Trustee fees			9,682			2,920			39,285			3,770
Miscellaneous expense			12,264			13,691			27,931			9,258
Interest expense			—			4,134			1,554			225

	Total expenses		5,467,754			1,886,549			17,475,980			2,413,737
	Net recouped (waived and reimbursed) fees		—			(270	)		—			62,559
	Brokerage commission recapture		—			—			—			(8,235	)

	Net expenses		5,467,754			1,886,279			17,475,980			2,468,061

Net investment income (loss)			9,943,310			(367,759	)		9,309,818			(279,174	)

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY RELATED TRANSACTIONS:




Net realized gain (loss) on:
	Investments		27,990,133			26,961,865			4,542,977			20,455,275
	Foreign currency related transactions		(178,478	)		(7,748	)		(1,504,674	)		(51,888	)

Net realized gain on investments and foreign currency related transactions			27,811,655			26,954,117			3,038,303			20,403,387

Net change in unrealized appreciation or depreciation on:
	Investments		6,742,472			21,656,912			111,739,151			11,094,604
	Foreign currency related transactions		19,424			5,857			9,806			(4,805	)

Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			6,761,896			21,662,769			111,748,957			11,089,799

Net realized and unrealized gain on investments and foreign currency related transactions			34,573,551			48,616,886			114,787,260			31,493,186

Increase in net assets resulting from operations		$	44,516,861		$	48,249,127		$	124,097,078		$	31,214,012


* Foreign taxes withheld		$	1,014,582		$	63,869		$	2,517,234		$	129,550
(1) Dividends from affiliates		$	—		$	—		$	155,032		$	—
(2) Affiliated income		$	—		$	18,055		$	—		$	—

See Accompanying Notes to Financial Statements

STATEMENTS OF OPERATIONS


		ING
		Disciplined
		International			ING						ING
		SmallCap			Emerging			ING			Greater
		Fund			Countries			Foreign			China
					Fund			Fund			Fund
		December 20,
		2006⁽²⁾to			Year Ended			Year Ended			Year Ended
		October 31,			October 31,			October 31,			October 31,
		2007			2007			2007			2007

INVESTMENT INCOME:
Dividends, net of foreign taxes withheld*⁽¹⁾		$	3,458,367		$	8,464,676		$	12,413,094		$	1,260,220
Interest			251,109			351,221			364,665			342
Securities lending income			—			115,011			34,763			—

	Total investment income		3,709,476			8,930,908			12,812,522			1,260,562

EXPENSES:
Investment management fees			1,032,086			3,416,325			5,887,250			592,623




Distribution and service fees:
	Class A		91			575,976			695,652			106,056
	Class B		34			155,941			437,360			40,605
	Class C		226			448,559			1,919,297			50,193
	Class M		—			1,986			—			—
	Class Q		—			39,841			2,765			—




Transfer agent fees:
	Class A		1			195,494			245,434			57,621
	Class B		—			18,043			38,601			5,530
	Class C		—			55,763			170,025			6,876
	Class I		3,056			11,143			846			42
	Class M		—			572			—			—
	Class Q		—			5,292			—			—
Administrative service fees			172,012			273,303			598,695			51,532
Shareholder reporting expense			20,189			60,808			117,748			11,722
Registration fees			8,248			83,625			95,751			54,069
Professional fees			14,941			50,411			65,569			7,169
Custody and accounting expense			152,270			256,660			418,612			59,210
Trustee fees			5,223			5,110			16,355			2,825
Offering expense			67,671			—			—			—
Miscellaneous expense			3,920			10,017			21,772			4,289
Interest expense			541			3,414			1,018			—

	Total expenses		1,480,509			5,668,283			10,732,750			1,050,362
	Net waived and reimbursed fees		—			(164,554	)		(4,906	)		—
	Brokerage commission recapture		—			(89,449	)		(1,129	)		—

	Net expenses		1,480,509			5,414,280			10,726,715			1,050,362

Net investment income			2,228,967			3,516,628			2,085,807			210,200





REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY RELATED TRANSACTIONS:




Net realized gain (loss) on:
	Investments		2,547,210			47,272,214			52,020,606			7,918,394
	Foreign currency related transactions		(264,707	)		(404,375	)		(5,000,473	)		(8,217	)

Net realized gain on investments and foreign currency related transactions			2,282,503			46,867,839			47,020,133			7,910,177

Net change in unrealized appreciation or depreciation on:
	Investments		22,865,145			39,651,202			118,209,890			29,641,707
	Foreign currency related transactions		76,076			(1,114	)		(6,291,565	)		520

Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			22,941,221			39,650,088			111,918,325			29,642,227

Net realized and unrealized gain on investments and foreign currency related transactions			25,223,724			86,517,927			158,938,458			37,552,404

Increase in net assets resulting from operations		$	27,452,691		$	90,034,555		$	161,024,265		$	37,762,604


* Foreign taxes withheld		$	274,271		$	1,249,105		$	1,469,432		$	118,869
(1) Dividends from affiliates		$	14,439		$	—		$	—		$	—
(2) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF OPERATIONS


		ING		ING			ING			ING
		Index Plus		International			International			International
		International		Capital			Equity			Growth
		Equity		Appreciation			Dividend			Opportunities
		Fund		Fund			Fund			Fund

		Year Ended		Year Ended			June 28, 2007⁽³⁾			Year Ended
		October 31,		October 31,			to October 31,			October 31,
		2007		2007			2007			2007

INVESTMENT INCOME:
Dividends, net of foreign taxes withheld*⁽¹⁾		$	2,697,158	$	1,475,306		$	312,485		$	2,381,921
Interest⁽²⁾			56,615		51,653			756			94,122
Securities lending income			—		—			—			21,664

	Total investment income		2,753,773		1,526,959			313,241			2,497,707

EXPENSES:
Investment management fees			574,785		796,611			75,443			1,332,839




Distribution and service fees:
	Class A		13,859		9,123			1,660			150,808
	Class B		4,968		2,628			440			167,176
	Class C		7,665		2,695			1,916			167,105
	Class Q		—		—			—			74,074




Transfer agent fees:
	Class A		2,772		4,019			302			76,827
	Class B		249		307			19			21,464
	Class C		379		315			103			21,330
	Class I		1,561		20,089			3,441			1,218
	Class Q		—		—			—			1,034
Administrative service fees			104,505		93,718			10,059			133,283
Shareholder reporting expense			10,986		10,570			3,381			12,045
Registration fees			60,364		53,289			3,752			90,856
Professional fees			16,359		16,731			3,101			23,100
Custody and accounting expense			75,243		60,762			2,586			73,080
Trustee fees			4,125		1,825			1,006			2,845
Offering expense			—		—			34,428			—
Miscellaneous expense			8,128		8,046			2,311			6,536
Interest expense			17,882		—			—			14,317

	Total expenses		903,830		1,080,728			143,948			2,369,937
	Net recouped (waived and reimbursed) fees		36,023		27,690			(24,309	)		(433	)
	Brokerage commission recapture		—		(2,394	)		—			—

	Net expenses		939,853		1,106,024			119,639			2,369,504

Net investment income			1,813,920		420,935			193,602			128,203





REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY RELATED TRANSACTIONS:




Net realized gain (loss) on:
	Investments (net of Indian capital gains tax withheld)**		12,532,698		5,341,694			212,513			23,430,690
	Foreign currency related transactions		9,269		(74,975	)		(82,321	)		89,898

Net realized gain on investments and foreign currency related transactions			12,541,967		5,266,719			130,192			23,520,588

Net change in unrealized appreciation or depreciation on:
	Investments (net of Indian capital gains tax accrued)***		7,940,980		24,277,038			3,430,168			11,823,450
	Foreign currency related transactions		37,065		(2,285	)		(529	)		17,500

Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			7,978,045		24,274,753			3,429,639			11,840,950

Net realized and unrealized gain on investments and foreign currency related transactions			20,520,012		29,541,472			3,559,831			35,361,538

Increase in net assets resulting from operations		$	22,333,932	$	29,962,407		$	3,753,433		$	35,489,741


* Foreign taxes withheld		$	242,380	$	136,699		$	20,706		$	209,611
** Foreign tax on sale of Indian investments		$	—	$	—		$	—		$	30,583
*** Foreign tax accrued on Indian investments		$	—	$	—		$	—		$	87,177
(1) Dividends from affiliates		$	14,288	$	—		$	—		$	—
(2) Affiliated income		$	—	$	—		$	—		$	29,344
(3) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF OPERATIONS FOR THE YEAR ENDED OCTOBER 31, 2007


		ING			ING			ING			ING
		International			International			International			International
		Real Estate			SmallCap			Value			Value Choice
		Fund			Fund			Fund			Fund

INVESTMENT INCOME:
Dividends, net of foreign taxes withheld*		$	7,121,640		$	18,769,968		$	134,030,353		$	2,056,812
Interest			540,327			907,208			6,838,055			249,287
Securities lending income			—			436,823			308,887			—

	Total investment income		7,661,967			20,113,999			141,177,295			2,306,099





EXPENSES:
Investment management fees			2,991,233			8,433,004			52,925,035			902,322




Distribution and service fees:
	Class A		434,454			1,288,028			6,403,093			44,965
	Class B		76,376			635,463			3,470,281			36,288
	Class C		729,904			842,993			7,559,121			46,977
	Class Q		—			268,512			67,877			—




Transfer agent fees:
	Class A		150,855			287,646			2,358,067			27,198
	Class B		6,559			49,596			383,863			5,467
	Class C		62,857			65,690			835,196			7,043
	Class I		46,752			69,644			883,345			5,020
	Class Q		—			29,423			11,806			—
Administrative service fees			308,248			883,343			6,148,846			90,231
Shareholder reporting expense			65,305			156,744			754,530			16,391
Registration fees			55,929			94,712			111,744			45,542
Professional fees			21,560			80,135			501,500			15,900
Custody and accounting expense			147,300			606,450			1,741,030			33,650
Trustee fees			5,671			24,045			180,145			3,290
Miscellaneous expense			7,410			30,008			185,995			4,131
Interest expense			—			6,636			4,886			2,924

	Total expenses		5,110,413			13,852,072			84,526,360			1,287,339
	Net recouped (waived and reimbursed) fees		(20,669	)		—			(128,343	)		59,648
	Brokerage commission recapture		—			—			(218,397	)		(2,751	)

	Net expenses		5,089,744			13,852,072			84,179,620			1,344,236

Net investment income			2,572,223			6,261,927			56,997,675			961,863





REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY RELATED TRANSACTIONS:




Net realized gain (loss) on:
	Investments		(5,187,305	)		139,568,783			774,362,293			11,195,524
	Foreign currency related transactions		(740,301	)		51,240			(1,151,612	)		(68,120	)

Net realized gain (loss) on investments and foreign currency related transactions			(5,927,606	)		139,620,023			773,210,681			11,127,404

Net change in unrealized appreciation or depreciation on:
	Investments (net of Indian capital gains tax accrued)**		67,066,303			138,328,868			111,021,668			5,115,380
	Foreign currency related transactions		11,582			(200,747	)		49,154			(562	)

Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			67,077,885			138,128,121			111,070,822			5,114,818

Net realized and unrealized gain on investments and foreign currency related transactions			61,150,279			277,748,144			884,281,503			16,242,222

Increase in net assets resulting from operations		$	63,722,502		$	284,010,071		$	941,279,178		$	17,204,085


* Foreign taxes withheld		$	949,023		$	1,766,190		$	15,227,854		$	210,600
** Foreign tax accrued on Indian investments		$	—		$	27,869		$	—		$	—

See Accompanying Notes to Financial Statements

STATEMENTS OF OPERATIONS


		ING						ING
		International			ING			Emerging Markets
		Value Opportunities			Russia			Fixed Income
		Fund			Fund			Fund

		February 28, 2007⁽¹⁾			Year Ended			Year Ended
		to October 31,			October 31,			October 31,
		2007			2007			2007

INVESTMENT INCOME:
Dividends, net of foreign taxes withheld*		$	268,656		$	12,226,310		$	34,302
Interest, net of foreign taxes withheld*			1,000			—			8,824,835
Securities lending income			—			276,229			—

	Total investment income		269,656			12,502,539			8,859,137

EXPENSES:
Investment management fees			54,962			10,861,996			879,513




Distribution and service fees:
	Class A		17,161			2,172,393			53,058
	Class B		23			—			3,439
	Class C		27			—			8,519




Transfer agent fees:
	Class A		5,177			768,297			6,290
	Class B		1			—			104
	Class C		2			—			265
	Class I		1			—			5,747
Administrative service fees			6,870			868,951			136,204
Shareholder reporting expense			2,290			217,887			14,023
Registration fees			36,444			87,653			53,737
Professional fees			2,025			103,622			10,832
Custody and accounting expense			7,168			1,816,710			25,204
Trustee fees			689			29,668			1,710
Offering expense			57,288			—			13,699
Miscellaneous expense			2,773			29,116			4,454
Interest expense			—			58,135			2,894

	Total expenses		192,901			17,014,428			1,219,692
	Net recouped (waived and reimbursed) fees		(96,662	)		—			111,594

	Net expenses		96,239			17,014,428			1,331,286

Net investment income (loss)			173,417			(4,511,889	)		7,527,851





REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FOREIGN CURRENCY RELATED TRANSACTIONS, AND FUTURES:




Net realized gain (loss) on:
	Investments		48,769			142,304,308			(476,173	)
	Foreign currency related transactions		6,623			(19,665	)		(37,803	)
	Futures		—			—			(209,822	)

Net realized gain (loss) on investments, foreign currency related transactions, and futures			55,392			142,284,643			(723,798	)

Net change in unrealized appreciation or depreciation on:
	Investments		413,782			177,635,237			379,215
	Foreign currency related transactions		(468	)		1,173			10,290
	Futures		—			—			16,969

Net change in unrealized appreciation or depreciation on investments, foreign currency related transactions, and futures			413,314			177,636,410			406,474

Net realized and unrealized gain (loss) on investments, foreign currency related transactions, and futures			468,706			319,921,053			(317,324	)

Increase in net assets resulting from operations		$	642,123		$	315,409,164		$	7,210,527


* Foreign taxes withheld		$	27,790		$	1,730,818		$	63,509

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF OPERATIONS FOR THE YEAR ENDED OCTOBER 31, 2007


		ING			ING
		Global			Diversified
		Bond			International
		Fund			Fund

INVESTMENT INCOME:
Dividends		$	16,225		$	—
Dividends from affiliated underlying funds			—			2,373,551
Interest, net of foreign taxes withheld*⁽¹⁾			1,052,385			—

	Total investment income		1,068,610			2,373,551

EXPENSES:
Investment management fees			107,310			—




Distribution and service fees:
	Class A		65,614			660,320
	Class B		1,850			326,808
	Class C		3,959			1,132,231
	Class R		—			1,584




Transfer agent fees:
	Class A		2,779			258,025
	Class B		20			31,926
	Class C		43			110,607
	Class I		—			23
	Class R		—			309
Administrative service fees			26,827			410,369
Shareholder reporting expense			27,520			121,042
Registration fees			41,255			102,086
Professional fees			10,775			100,518
Custody and accounting expense			24,450			10,134
Trustee fees			705			11,816
Offering expense			75,093			80,070
Miscellaneous expense			6,584			13,300
Interest expense			980			—

	Total expenses		395,764			3,371,168
	Net waived and reimbursed fees		(150,223	)		(1,428,893	)

	Net expenses		245,541			1,942,275

Net investment income			823,069			431,276





REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, INVESTMENTS IN AFFILIATED UNDERLYING FUNDS, FOREIGN CURRENCY RELATED TRANSACTIONS, FUTURES, AND SWAPS:




Net realized gain on:
	Investments		250,785			—
	Distributions of realized gains from affiliated underlying funds		—			6,074,811
	Investments in affiliated underlying funds		—			1,741,326
	Foreign currency related transactions		338,153			—
	Futures and swaps		209,335			—

Net realized gain on investments, investments in affiliated underlying funds, foreign currency related transactions, futures, and swaps			798,273			7,816,137

Net change in unrealized appreciation or depreciation on:
	Investments		965,605			—
	Investments in affiliated underlying funds		—			97,142,153
	Foreign currency related transactions		81,396			—
	Futures and swaps		(107,315	)		—

Net change in unrealized appreciation or depreciation on investments, investments in affiliated underlying funds, foreign currency related transactions, futures, and swaps			939,686			97,142,153

Net realized and unrealized gain on investments, investments in affiliated underlying funds, foreign currency related transactions, futures, and swaps			1,737,959			104,958,290

Increase in net assets resulting from operations		$	2,561,028		$	105,389,566


* Foreign taxes withheld		$	2,303		$	—
(1) Affiliated income		$	125,220		$	—

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



		ING Global Equity						ING Global Natural
		Dividend Fund						Resources Fund

		Year Ended			Year Ended			Year Ended			Year Ended
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

FROM OPERATIONS:
Net investment income (loss)		$	9,943,310		$	6,077,893		$	(367,759	)	$	(736,753	)
Net realized gain on investments and foreign currency related transactions			27,811,655			11,756,201			26,954,117			44,515,644
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			6,761,896			23,693,909			21,662,769			(6,717,073	)

Net increase in net assets resulting from operations			44,516,861			41,528,003			48,249,127			37,061,818





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		(5,670,697	)		(2,877,316	)		(2,937,873	)		(180,375	)
	Class B		(1,472,137	)		(1,049,974	)		—			—
	Class C		(2,980,276	)		(1,773,737	)		—			—
	Class I		(8	)		—			—			—
	Class O		(499,649	)		—			—			—




Net realized gains:
	Class A		(5,696,724	)		(1,118,180	)		(3,999,909	)		—
	Class B		(2,232,186	)		(431,639	)		—			—
	Class C		(3,980,153	)		(736,438	)		—			—
	Class O		(83,443	)		—			—			—

Total distributions			(22,615,273	)		(7,987,284	)		(6,937,782	)		(180,375	)





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			202,562,312			95,777,433			16,678,962			22,092,980
Dividends reinvested			14,663,596			4,690,850			6,190,526			161,561

			217,225,908			100,468,283			22,869,488			22,254,541
Cost of shares redeemed			(81,136,802	)		(53,698,155	)		(27,924,321	)		(25,464,330	)

Net increase (decrease) in net assets resulting from capital share transactions			136,089,106			46,770,128			(5,054,833	)		(3,209,789	)

Net increase in net assets			157,990,694			80,310,847			36,256,512			33,671,654





NET ASSETS:
Beginning of year			231,273,582			150,962,735			121,112,423			87,440,769

End of year		$	389,264,276		$	231,273,582		$	157,368,935		$	121,112,423

Undistributed net investment income at end of year		$	2,265,845		$	957,740		$	515,975		$	2,905,734

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



		ING Global Real Estate Fund						ING Global Value Choice Fund

		Year Ended			Year Ended			Year Ended			Year Ended
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

FROM OPERATIONS:
Net investment income (loss)		$	9,309,818		$	2,837,465		$	(279,174	)	$	78,035
Net realized gain on investments and foreign currency related transactions			3,038,303			13,064,195			20,403,387			14,298,259
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			111,748,957			96,617,009			11,089,799			4,744,044

Net increase in net assets resulting from operations			124,097,078			112,518,669			31,214,012			19,120,338





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		(36,353,919	)		(5,490,053	)		—			(322,489	)
	Class B		(2,289,473	)		(386,380	)		—			—
	Class C		(9,440,529	)		(986,253	)		—			(35,318	)
	Class I		(1,235,834	)		(149,037	)		—			—
	Class O		(800,532	)		—			—			—
	Class Q		—			—			—			(39,663	)




Net realized gains:
	Class A		(7,533,675	)		(8,946,554	)		—			—
	Class B		(577,495	)		(920,111	)		—			—
	Class C		(2,018,085	)		(2,017,572	)		—			—
	Class I		(167,262	)		(103,752	)		—			—
	Class O		(47,650	)		—			—			—

Total distributions			(60,464,454	)		(18,999,712	)		—			(397,470	)





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			1,452,457,984			386,972,514			23,951,269			22,826,540
Dividends reinvested			46,781,605			13,607,657			—			232,139

			1,499,239,589			400,580,171			23,951,269			23,058,679
Cost of shares redeemed			(602,805,919	)		(54,880,614	)		(30,529,879	)		(36,462,732	)

Net increase (decrease) in net assets resulting from capital share transactions			896,433,670			345,699,557			(6,578,610	)		(13,404,053	)

Net increase in net assets			960,066,294			439,218,514			24,635,402			5,318,815





NET ASSETS:
Beginning of year			619,505,151			180,286,637			106,047,757			100,728,942

End of year		$	1,579,571,445		$	619,505,151		$	130,683,159		$	106,047,757

Undistributed net investment income (distribution in excess of net investment income) at end of year		$	(8,882,330	)	$	(1,380,929	)	$	409,172		$	4,954

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS


		ING Disciplined
		International
		SmallCap Fund			ING Emerging Countries Fund

		December 20, 2006⁽¹⁾			Year Ended			Year Ended
		to October 31,			October 31,			October 31,
		2007			2007			2006

FROM OPERATIONS:
Net investment income		$	2,228,967		$	3,516,628		$	2,988,696
Net realized gain on investments and foreign currency related transactions			2,282,503			46,867,839			19,176,929
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			22,941,221			39,650,088			14,193,064

Net increase in net assets resulting from operations			27,452,691			90,034,555			36,358,689





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		—			(1,896,150	)		(521,510	)
	Class B		—			(83,261	)		—
	Class C		—			(323,450	)		(76,339	)
	Class I		—			(446,558	)		—
	Class M		—			(13,746	)		(1,172	)
	Class Q		—			(179,954	)		(72,796	)

Total distributions			—			(2,943,119	)		(671,817	)





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			492,620,976			112,724,921			104,928,041
Dividends reinvested			—			2,492,354			558,626

			492,620,976			115,217,275			105,486,667
Cost of shares redeemed			(54,286,888	)		(79,923,522	)		(65,590,355	)

Net increase in net assets resulting from capital share transactions			438,334,088			35,293,753			39,896,312

Net increase in net assets			465,786,779			122,385,189			75,583,184





NET ASSETS:
Beginning of period			—			208,259,290			132,676,106

End of period		$	465,786,779		$	330,644,479		$	208,259,290

Undistributed net investment income at end of period		$	2,461,339		$	3,092,434		$	2,923,300

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



								ING Greater China Fund
		ING Foreign Fund
											December 21,
		Year Ended			Year Ended			Year Ended			2005⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

FROM OPERATIONS:
Net investment income		$	2,085,807		$	678,207		$	210,200		$	119,633
Net realized gain (loss) on investments and foreign currency related transactions			47,020,133			15,514,636			7,910,177			(99,352	)
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			111,918,325			63,917,689			29,642,227			3,519,820

Net increase in net assets resulting from operations			161,024,265			80,110,532			37,762,604			3,540,101





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		—			—			(127,574	)		—
	Class B		—			—			(9,360	)		—
	Class C		—			—			(5,789	)		—
	Class I		—			—			(143	)		—




Net realized gains:
	Class A		(8,170,693	)		(3,149,065	)		(219	)		—
	Class B		(1,424,431	)		(602,429	)		(24	)		—
	Class C		(5,882,217	)		(2,293,757	)		(21	)		—
	Class I		(2,373,358	)		(25,483	)		—			—
	Class Q		(43,762	)		(26,071	)		—			—

Total distributions			(17,894,461	)		(6,096,805	)		(143,130	)		—





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			228,656,436			225,899,108			51,182,704			26,394,340
Dividends reinvested			12,389,371			3,983,760			73,388			—

			241,045,807			229,882,868			51,256,092			26,394,340
Cost of shares redeemed			(116,454,629	)		(65,228,166	)		(23,031,761	)		(2,122,686	)

Net increase in net assets resulting from capital share transactions			124,591,178			164,654,702			28,224,331			24,271,654

Net increase in net assets			267,720,982			238,668,429			65,843,805			27,811,755





NET ASSETS:
Beginning of period			474,499,484			235,831,055			27,811,755			—

End of period		$	742,220,466		$	474,499,484		$	93,655,560		$	27,811,755

Undistributed net investment income at end of period		$	6,305,480		$	727,435		$	197,081		$	137,964

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



		ING Index Plus						ING International
		International Equity Fund						Capital Appreciation Fund

					December 21,						December 21,
		Year Ended			2005⁽¹⁾to			Year Ended			2005⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

FROM OPERATIONS:
Net investment income		$	1,813,920		$	816,012		$	420,935		$	105,745
Net realized gain on investments and foreign currency related transactions			12,541,967			1,855,644			5,266,719			1,085,185
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			7,978,045			5,710,561			24,274,753			3,494,526

Net increase in net assets resulting from operations			22,333,932			8,382,217			29,962,407			4,685,456





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		(87,342	)		—			(23,107	)		—
	Class B		(1,478	)		—			(260	)		—
	Class C		(2,010	)		—			(23	)		—
	Class I		(863,636	)		—			(383,682	)		—




Net realized gains:
	Class A		(291,175	)		—			(108,029	)		—
	Class B		(6,890	)		—			(1,967	)		—
	Class C		(12,818	)		—			(1,476	)		—
	Class I		(1,953,787	)		—			(1,126,292	)		—

Total distributions			(3,219,136	)		—			(1,644,836	)		—





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			62,111,210			91,204,957			73,718,329			58,564,363
Dividends reinvested			2,857,702			—			1,517,633			—

			64,968,912			91,204,957			75,235,962			58,564,363
Cost of shares redeemed			(52,958,552	)		(7,694,903	)		(7,155,866	)		(12,241,259	)

Net increase in net assets resulting from capital share transactions			12,010,360			83,510,054			68,080,096			46,323,104

Net increase in net assets			31,125,156			91,892,271			96,397,667			51,008,560





NET ASSETS:
Beginning of period			91,892,271			—			51,008,560			—

End of period		$	123,017,427		$	91,892,271		$	147,406,227		$	51,008,560

Undistributed net investment income at end of period		$	2,158,663		$	888,758		$	1,765,493		$	422,118

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS


		ING International
		Equity Dividend Fund			ING International
					Growth Opportunities Fund
		June 28,
		2007⁽¹⁾to			Year Ended			Year Ended
		October 31,			October 31,			October 31,
		2007			2007			2006

FROM OPERATIONS:
Net investment income		$	193,602		$	128,203		$	1,076,925
Net realized gain on investments and foreign currency related transactions			130,192			23,520,588			18,604,719
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			3,429,639			11,840,950			4,910,755

Net increase in net assets resulting from operations			3,753,433			35,489,741			24,592,399





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		—			(680,068	)		(808,009	)
	Class B		—			(66,840	)		(134,209	)
	Class C		—			(70,208	)		(114,855	)
	Class I		—			(212,485	)		(475,409	)
	Class Q		—			(379,024	)		(281,619	)




Net realized gains:
	Class A		—			(5,041,992	)		—
	Class B		—			(1,473,205	)		—
	Class C		—			(1,405,761	)		—
	Class I		—			(1,170,829	)		—
	Class Q		—			(2,425,795	)		—

Total distributions			—			(12,926,207	)		(1,814,101	)





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			57,663,013			24,042,736			40,612,022
Dividends reinvested			—			11,571,000			1,681,978

			57,663,013			35,613,736			42,294,000
Redemption fee proceeds			—			—			257
Cost of shares redeemed			(110,155	)		(46,253,686	)		(53,702,310	)

Net increase (decrease) in net assets resulting from capital share transactions			57,552,858			(10,639,950	)		(11,408,053	)

Net increase in net assets			61,292,610			11,923,584			11,370,245





NET ASSETS:
Beginning of period			—			131,904,925			120,534,680

End of period		$	61,306,291		$	143,828,509		$	131,904,925

Undistributed net investment income at end of period		$	314,015		$	118,948		$	1,393,902

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



		ING International Real Estate Fund					ING International SmallCap Fund

		Year Ended			February 28, 2006⁽¹⁾		Year Ended			Year Ended
		October 31,			to October 31,		October 31,			October 31,
		2007			2006		2007			2006

FROM OPERATIONS:
Net investment income		$	2,572,223		$	264,817	$	6,261,927		$	2,559,972
Net realized gain (loss) on investments and foreign currency related transactions			(5,927,606	)		(265,508)		139,620,023			62,907,548
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			67,077,885			7,393,293		138,128,121			32,230,993

Net increase in net assets resulting from operations			63,722,502			7,392,602		284,010,071			97,698,513





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		(3,122,648	)		(120,231)		(1,450,677	)		(1,533,625	)
	Class B		(87,059	)		(1,428)		—			—
	Class C		(800,946	)		(19,994)		(3,361	)		(57,978	)
	Class I		(1,247,020	)		(34,816)		(1,454,644	)		(164,327	)
	Class Q		—			—		(542,824	)		(617,820	)

Total distributions			(5,257,673	)		(176,469)		(3,451,506	)		(2,373,750	)





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			476,221,868			92,161,082		582,975,064			309,748,096
Dividends reinvested			3,314,796			62,630		2,386,090			1,879,677

			479,536,664			92,223,712		585,361,154			311,627,773
Cost of shares redeemed			(97,047,896	)		(8,592,241)		(251,064,888	)		(161,509,548	)

Net increase in net assets resulting from capital share transactions			382,488,768			83,631,471		334,296,266			150,118,225

Net increase in net assets			440,953,597			90,847,604		614,854,831			245,442,988





NET ASSETS:
Beginning of period			90,847,604			—		586,452,588			341,009,600

End of period		$	531,801,201		$	90,847,604	$	1,201,307,419		$	586,452,588

Undistributed net investment income at end of period		$	18,780,674		$	2,391,308	$	6,310,276		$	3,446,324

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



								ING International
		ING International Value Fund						Value Choice Fund

		Year Ended			Year Ended			Year Ended			Year Ended
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

FROM OPERATIONS:
Net investment income		$	56,997,675		$	38,146,974		$	961,863		$	403,477
Net realized gain on investments and foreign currency related transactions			773,210,681			492,808,704			11,127,404			1,062,416
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions			111,070,822			552,897,031			5,114,818			3,116,419

Net increase in net assets resulting from operations			941,279,178			1,083,852,709			17,204,085			4,582,312





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		(18,482,190	)		(14,654,043	)		(98,246	)		(65,003	)
	Class B		(533,208	)		(194,108	)		—			(16,400	)
	Class C		(1,845,996	)		(1,042,925	)		—			—
	Class I		(22,422,943	)		(15,430,051	)		(317,928	)		(15,496	)
	Class Q		(267,155	)		(268,368	)		—			—




Net realized gains:
	Class A		(197,689,141	)		(133,758,480	)		(310,768	)		(106,743	)
	Class B		(36,175,155	)		(30,856,576	)		(60,618	)		(32,501	)
	Class C		(73,056,964	)		(51,541,230	)		(75,307	)		(33,480	)
	Class I		(171,997,304	)		(94,544,982	)		(671,110	)		—
	Class Q		(2,584,599	)		(2,101,201	)		—			—

Total distributions			(525,054,655	)		(344,391,964	)		(1,533,977	)		(269,623	)





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			981,748,449			828,247,984			62,085,850			58,821,061
Dividends reinvested			372,072,665			245,908,881			1,417,746			176,320

			1,353,821,114			1,074,156,865			63,503,596			58,997,381
Cost of shares redeemed			(1,219,257,275	)		(1,022,244,408	)		(56,041,699	)		(10,034,154	)

Net increase in net assets resulting from capital share transactions			134,563,839			51,912,457			7,461,897			48,963,227

Net increase in net assets			550,788,362			791,373,202			23,132,005			53,275,916





NET ASSETS:
Beginning of year			4,847,989,112			4,056,615,910			62,614,497			9,338,581

End of year		$	5,398,777,474		$	4,847,989,112		$	85,746,502		$	62,614,497

Undistributed net investment income at end of year		$	52,954,318		$	40,659,747		$	809,824		$	332,255

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS


	ING International
	Value Opportunities
	Fund		ING Russia Fund

	February 28, 2007⁽¹⁾		Year Ended			Year Ended
	to October 31,		October 31,			October 31,
	2007		2007			2006

FROM OPERATIONS:
Net investment income (loss)	$	173,417	$	(4,511,889	)	$	(3,690,687	)
Net realized gain on investments and foreign currency related transactions		55,392		142,284,643			46,256,786
Net change in unrealized appreciation or depreciation on investments and foreign currency related transactions		413,314		177,636,410			174,358,878

Net increase in net assets resulting from operations		642,123		315,409,164			216,924,977





FROM DISTRIBUTIONS TO SHAREHOLDERS:
Net realized gains		—		(43,574,710	)		—

Total distributions		—		(43,574,710	)		—





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares		10,090,135		280,987,914			528,911,241
Dividends reinvested		—		37,402,991			—

		10,090,135		318,390,905			528,911,241
Redemption fee proceeds		—		3,086,432			2,984,157
Cost of shares redeemed		(29,678)		(422,755,301	)		(268,475,876	)

Net increase (decrease) in net assets resulting from capital share transactions		10,060,457		(101,277,964	)		263,419,522

Net increase in net assets		10,702,580		170,556,490			480,344,499





NET ASSETS:
Beginning of period		—		751,947,250			271,602,751

End of period	$	10,702,580	$	922,503,740		$	751,947,250

Undistributed net investment income at end of period	$	200,203	$	—		$	—

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



		ING Emerging Markets
		Fixed Income Fund						ING Global Bond Fund

					December 21,						June 30,
		Year Ended			2005⁽¹⁾to			Year Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

FROM OPERATIONS:
Net investment income		$	7,527,851		$	707,511		$	823,069		$	200,566
Net realized gain (loss) on investments, foreign currency related transactions, futures, and swaps			(723,798	)		82,947			798,273			348,838
Net change in unrealized appreciation or depreciation on investments, foreign currency related transactions, futures, and swaps			406,474			267,454			939,686			229,037

Net increase in net assets resulting from operations			7,210,527			1,057,912			2,561,028			778,441





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		(1,326,791	)		(587,392	)		(1,111,960	)		(154,905	)
	Class B		(17,775	)		(4,028	)		(6,982	)		(8	)
	Class C		(40,349	)		(9,308	)		(15,266	)		(71	)
	Class I		(6,243,283	)		(513	)		(47	)		(7	)




Net realized gains:
	Class A		(71,166	)		—			(443,199	)		—
	Class B		(814	)		—			(718	)		—
	Class C		(946	)		—			(756	)		—
	Class I		—			—			(18	)		—

Total distributions			(7,701,124	)		(601,241	)		(1,578,946	)		(154,991	)





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			310,896,270			26,474,530			4,813,090			25,224,747
Dividends reinvested			6,461,870			29,467			44,534			—

			317,358,140			26,503,997			4,857,624			25,224,747
Cost of shares redeemed			(27,962,963	)		(202,829	)		(830,470	)		—

Net increase in net assets resulting from capital share transactions			289,395,177			26,301,168			4,027,154			25,224,747

Net increase in net assets			288,904,580			26,757,839			5,009,236			25,848,197





NET ASSETS:
Beginning of period			26,757,839			—			25,848,197			—

End of period		$	315,662,419		$	26,757,839		$	30,857,433		$	25,848,197

Undistributed net investment income (distribution in excess of net investment income) at end of period		$	—		$	113,485		$	24,974		$	(11,046	)

(1) Commencement of operations

See Accompanying Notes to Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS



		ING Diversified
		International Fund

					December 21,
		Year Ended			2005⁽¹⁾to
		October 31,			October 31,
		2007			2006

FROM OPERATIONS:
Net investment income (loss)		$	431,276		$	(741,875	)
Net realized gain (loss) on investments in affiliated underlying funds			7,816,137			(1,565,439	)
Net change in unrealized appreciation or depreciation on investments in affiliated underlying funds			97,142,153			18,100,115

Net increase in net assets resulting from operations			105,389,566			15,792,801





FROM DISTRIBUTIONS TO SHAREHOLDERS:




Net investment income:
	Class A		(968,683	)		—
	Class B		(17,195	)		—
	Class C		(76,872	)		—
	Class I		(55	)		—
	Class R		(472	)		—

Total distributions			(1,063,277	)		—





FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			299,856,179			264,857,407
Dividends reinvested			792,330			—

			300,648,509			264,857,407
Cost of shares redeemed			(71,791,916	)		(17,677,662	)

Net increase in net assets resulting from capital share transactions			228,856,593			247,179,745

Net increase in net assets			333,182,882			262,972,546





NET ASSETS:
Beginning of period			262,972,546			—

End of period		$	596,155,428		$	262,972,546

Undistributed net investment income at end of period		$	3,523,584		$	—

(1) Commencement of operations

See Accompanying Notes to Financial Statements

ING GLOBAL EQUITY DIVIDEND FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A

												September 17,
		Year Ended October 31,										2003⁽¹⁾to
												October 31,
		2007			2006		2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of period	$		15.76			13.07		12.41			10.49		10.00




Income from investment operations:
Net investment income	$		0.54	*		0.54		0.47	*		0.44		0.02
Net realized and unrealized gain on investments and foreign currency related transactions	$		1.84			2.85		0.92			1.87		0.47
Total from investment operations	$		2.38			3.39		1.39			2.31		0.49





Less distributions from:
Net investment income	$		0.55			0.51		0.54			0.39		—
Net realized gains on investments	$		0.75			0.19		0.19			—		—
Total distributions	$		1.30			0.70		0.73			0.39		—
Net asset value, end of period	$		16.84			15.76		13.07			12.41		10.49




Total Return⁽²⁾	%		15.80			26.56		11.45			22.59		4.90





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		182,669			108,911		73,186			11,316		4,274




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment⁽³⁾	%		1.26			1.27		1.28			3.44		7.00
Net expenses after expense reimbursement/ recoupment ⁽³⁾⁽⁴⁾	%		1.26			1.33		1.40			1.40		1.40
Net investment income after expense reimbursement/ recoupment⁽³⁾⁽⁴⁾	%		3.31			3.76		3.60			4.39		3.58
Portfolio turnover rate	%		36			50		57			60		3



		Class B

											October 24,
		Year Ended October 31,									2003⁽¹⁾to
											October 31,
		2007		2006		2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of period	$		15.72		13.05		12.37			10.49		10.31




Income from investment operations:
Net investment income	$		0.39		0.43		0.37	*		0.42		0.00	**
Net realized and unrealized gain on investments and foreign currency related transactions	$		1.86		2.84		0.92			1.82		0.18
Total from investment operations	$		2.25		3.27		1.29			2.24		0.18




Less distributions from:
Net investment income	$		0.43		0.41		0.42			0.36		—
Net realized gains on investments	$		0.75		0.19		0.19			—		—
Total distributions	$		1.18		0.60		0.61			0.36		—
Net asset value, end of period	$		16.79		15.72		13.05			12.37		10.49




Total Return⁽²⁾	%		14.94		25.55		10.65			21.92		1.75





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		58,093		44,936		28,811			3,303		12




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment⁽³⁾	%		2.01		2.02		2.03			4.19		7.75
Net expenses after expense reimbursement/ recoupment ⁽³⁾⁽⁴⁾	%		2.01		2.08		2.15			2.15		2.15
Net investment income (loss) after expense reimbursement/ recoupment⁽³⁾⁽⁴⁾	%		2.53		3.05		2.83			4.03		(0.67	)
Portfolio turnover rate	%		36		50		57			60		3

⁽¹⁾ Commencement of operations.

⁽²⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges. Total return for less than one year is not annualized.

⁽³⁾ Annualized for periods less than one year.

⁽⁴⁾ The Investment Adviser has agreed to limit expenses, (excluding interest, taxes, brokerage and extraordinary expenses) subject to possible recoupment by the Investment Adviser within three years of being incurred.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

See Accompanying Notes to Financial Statements

ING GLOBAL EQUITY DIVIDEND FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class C

											October 29,
		Year Ended October 31,									2003⁽¹⁾to
											October 31,
		2007		2006		2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of period	$		15.69		13.02		12.37			10.48		10.44




Income from investment operations:
Net investment income	$		0.39		0.43		0.37	*		0.39		0.00	**
Net realized and unrealized gain on investments and foreign currency related transactions	$		1.86		2.84		0.90			1.86		0.04
Total from investment operations	$		2.25		3.27		1.27			2.25		0.04




Less distributions from:
Net investment income	$		0.44		0.41		0.43			0.36		—
Net realized gains on investments	$		0.75		0.19		0.19			—		—
Total distributions	$		1.19		0.60		0.62			0.36		—
Net asset value, end of period	$		16.75		15.69		13.02			12.37		10.48




Total Return⁽²⁾	%		14.94		25.62		10.51			21.99		0.38





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		124,765		77,426		48,965			3,655		19




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment⁽³⁾	%		2.01		2.02		2.03			4.19		7.75
Net expenses after expense reimbursement/ recoupment ⁽³⁾⁽⁴⁾	%		2.01		2.08		2.15			2.15		2.15
Net investment income (loss) after expense reimbursement/ recoupment⁽³⁾⁽⁴⁾	%		2.54		3.03		2.82			3.99		(0.88	)
Portfolio turnover rate	%		36		50		57			60		3


		Class I

		August 1,
		2007⁽¹⁾to
		October 31,
		2007

Per Share Operating Performance:
Net asset value, beginning of period	$		15.81




Income from investment operations:
Net investment income	$		0.12	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		1.03
Total from investment operations	$		1.15




Less distributions from:
Net investment income	$		0.13
Total distributions	$		0.13
Net asset value, end of period	$		16.83




Total Return⁽²⁾	%		7.26





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		1




Ratios to average net assets:
Expenses⁽³⁾	%		0.90
Net investment income⁽³⁾	%		2.98
Portfolio turnover rate	%		36

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

See Accompanying Notes to Financial Statements

ING GLOBAL EQUITY DIVIDEND FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.


		Class O

		November 15,
		2006⁽¹⁾to
		October 31,
		2007

Per Share Operating Performance:
Net asset value, beginning of period	$		15.86




Income from investment operations:
Net investment income	$		0.55	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		1.74
Total from investment operations	$		2.29




Less distributions from:
Net investment income	$		0.57
Net realized gains on investments	$		0.75
Total distributions	$		1.32
Net asset value, end of period	$		16.83




Total Return⁽²⁾	%		15.12





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		23,737




Ratios to average net assets:
Expenses⁽³⁾	%		1.26
Net investment income⁽³⁾	%		3.46
Portfolio turnover rate	%		36

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

ING GLOBAL NATURAL RESOURCES FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A


		Year Ended October 31,

		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		10.46			7.34			7.09			6.94			4.40




Income (loss) from investment operations:
Net investment loss	$		(0.03	)		(0.06	)		(0.06	)		(0.05	)		(0.02	)
Net realized and unrealized gain on investments and foreign currency related transactions	$		4.36			3.20			0.54			0.20			2.56
Total from investment operations	$		4.33			3.14			0.48			0.15			2.54




Less distributions from:
Net investment income	$		0.26			0.02			0.23			—			—
Net realized gains on investments	$		0.35			—			—			—			—
Total distributions	$		0.61			0.02			0.23			—			—
Net asset value, end of year	$		14.18			10.46			7.34			7.09			6.94




Total Return⁽²⁾	%		43.22			42.76			6.81			2.16			57.73





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		157,367			121,112			87,441			91,756			101,696




Ratios to average net assets:
Expenses	%		1.44†			1.42			1.56			1.44			1.57
Net investment loss	%		(0.28	)		(0.61	)		(0.77	)		(0.69	)		(0.36	)
Portfolio turnover rate	%		121			158			78			77			94


		Class I

		August 1,
		2007⁽¹⁾to
		October 31,
		2007

Per Share Operating Performance:
Net asset value, beginning of period	$		12.07




Income from investment operations:
Net investment income	$		0.00	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.12
Total from investment operations	$		2.12
Net asset value, end of period	$		14.19




Total Return⁽²⁾	%		17.56





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		2




Ratios to average net assets:
Expenses⁽³⁾	%		1.08	†
Net investment income⁽³⁾	%		0.09
Portfolio turnover rate	%		121

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Amount is less than $0.005.

† Impact of waiving the advisory fee for the ING Institutional Prime Money Market Fund holding has less than 0.01% impact on the expense ratio.

See Accompanying Notes to Financial Statements

ING GLOBAL REAL ESTATE FUND FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class A


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		22.23			17.14			15.40			13.06		10.40




Income from investment operations:
Net investment income	$		0.22	*		0.20	*		0.26	*†		0.27		0.57
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.13			6.41			2.94	†		3.26		2.79
Total from investment operations	$		3.35			6.61			3.20			3.53		3.36




Less distributions from:
Net investment income	$		1.08			0.46			0.54			0.43		0.54
Net realized gains on investments	$		0.31			1.06			0.92			0.76		0.16
Total distributions	$		1.39			1.52			1.46			1.19		0.70
Net asset value, end of year	$		24.19			22.23			17.14			15.40		13.06




Total Return⁽¹⁾	%		15.44			41.09			21.95			28.90		33.77





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		1,115,493			467,405			138,314			95,561		41,549




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment	%		1.30			1.39			1.50			1.55		1.95
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		1.30			1.39			1.59			1.75		1.75
Net investment income after expense reimbursement/recoupment⁽²⁾	%		0.96			1.04			1.58	†		2.55		5.14
Portfolio turnover rate	%		57			39			91			129		124



		Class B


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		19.20			15.01			13.67			11.74		9.43




Income from investment operations:
Net investment income	$		0.04	*		0.05	*		0.12	*†		0.14		0.48
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.69			5.56			2.59	†		2.90		2.47
Total from investment operations	$		2.73			5.61			2.71			3.04		2.95




Less distributions from:
Net investment income	$		0.95			0.36			0.45			0.35		0.48
Net realized gains on investments	$		0.31			1.06			0.92			0.76		0.16
Total distributions	$		1.26			1.42			1.37			1.11		0.64
Net asset value, end of year	$		20.67			19.20			15.01			13.67		11.74




Total Return⁽¹⁾	%		14.59			40.04			21.05			27.89		32.83





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		57,837			31,677			12,302			4,736		1,506




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment	%		2.05			2.14			2.25			2.30		2.70
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		2.05			2.14			2.34			2.50		2.50
Net investment income after expense reimbursement/recoupment⁽²⁾	%		0.22			0.31			0.79	†		1.78		4.44
Portfolio turnover rate	%		57			39			91			129		124

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

⁽²⁾ The Investment Adviser has agreed to limit expenses, (excluding interest, taxes, brokerage and extraordinary expenses) subject to possible recoupment by the Investment Adviser within three years of being incurred.

* Calculated using average number of shares outstanding throughout the period.

† Effective November 1, 2004, the Fund adopted a policy to reduce cost of investments for financial statement purposes by the distributions received in excess of income from Real Estate Investment Trusts. The effect of this change for the twelve months ended October 31, 2005 was to decrease the net investment income per share by $0.12 and $0.10, increase net realized and unrealized gain on investments per share by $0.12 and $0.10 and decrease the ratio of net investment income to average net assets from 2.31% to 1.58% and 1.51% to 0.79% on Class A and Class B.

See Accompanying Notes to Financial Statements

ING GLOBAL REAL ESTATE FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class C


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		20.10			15.65			14.19			12.14		9.70




Income from investment operations:
Net investment income	$		0.04	*		0.05	*		0.12	*†		0.14		0.45
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.82			5.82			2.71	†		3.02		2.60
Total from investment operations	$		2.86			5.87			2.83			3.16		3.05




Less distributions from:
Net investment income	$		0.95			0.36			0.45			0.35		0.45
Net realized gains on investments	$		0.31			1.06			0.92			0.76		0.16
Total distributions	$		1.26			1.42			1.37			1.11		0.61
Net asset value, end of year	$		21.70			20.10			15.65			14.19		12.14




Total Return⁽²⁾	%		14.57			40.06			21.11			27.93		32.89





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		303,235			109,197			27,989			7,817		1,732




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment	%		2.05			2.14			2.25			2.30		2.70
Net expenses after expense reimbursement/ recoupment ⁽⁴⁾	%		2.05			2.14			2.34			2.50		2.50
Net investment income after expense reimbursement/ recoupment⁽⁴⁾	%		0.20			0.29			0.78	†		1.72		4.60
Portfolio turnover rate	%		57			39			91			129		124



		Class I

								June 3,
		Year Ended October 31,						2005⁽¹⁾to
								October 31,
		2007			2006			2005

Per Share Operating Performance:
Net asset value, beginning of period	$		22.23			17.14			16.32




Income from investment operations:
Net investment income	$		0.28	*		0.28	*		0.14	*††
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.16			6.39			0.86	††
Total from investment operations	$		3.44			6.67			1.00




Less distributions from:
Net investment income	$		1.15			0.52			0.18
Net realized gains on investments	$		0.31			1.06			—
Total distributions	$		1.46			1.58			0.18
Net asset value, end of period	$		24.21			22.23			17.14




Total Return⁽²⁾	%		15.88			41.49			6.14





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		76,869			11,226			1,681




Ratios to average net assets:
Gross expenses prior to expense reimbursement /recoupment⁽³⁾	%		0.95			1.06			1.22
Net expenses after expense reimbursement/ recoupment ⁽³⁾⁽⁴⁾	%		0.95			1.06			1.30
Net investment income after expense reimbursement/ recoupment⁽³⁾⁽⁴⁾	%		1.24			1.40			0.85	†
Portfolio turnover rate	%		57			39			91

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

† Effective November 1, 2004, the Fund adopted a policy to reduce cost of investments for financial statement purposes by the distributions received in excess of income from Real Estate Investment Trusts. The effect of this change for the twelve months ended October 31, 2005 was to decrease the net investment income per share by $0.11, increase net realized and unrealized gain on investments per share by $0.11 and decrease the ratio of net investment income to average net assets from 1.51% to 0.78% for Class C.

†† Effective November 1, 2004, the Fund adopted a policy to reduce cost of investments for financial statement purposes by the distributions received in excess of income from Real Estate Investment Trusts. The effect of this change for the five months ended October 31, 2005 was to decrease the net investment income per share by $0.30, increase net realized and unrealized gain on investments per share by $0.30 and decrease the ratio of net investment income to average net assets from 2.60% to 0.85% for Class I.

See Accompanying Notes to Financial Statements

ING GLOBAL REAL ESTATE FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout the period.


		Class O

		November 15,
		2006⁽¹⁾to
		October 31,
		2007

Per Share Operating Performance:
Net asset value, beginning of period	$		22.20




Income from investment operations:
Net investment income	$		0.20	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.20
Total from investment operations	$		3.40




Less distributions from:
Net investment income	$		1.10
Net realized gains on investments	$		0.31
Total distributions	$		1.41
Net asset value, end of period	$		24.19




Total Return⁽²⁾	%		15.68





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		26,137




Ratios to average net assets:
Expenses⁽³⁾	%		1.30
Net investment income⁽³⁾	%		0.90
Portfolio turnover rate	%		57

⁽¹⁾ Commencement of operations.

⁽²⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value. Total return for less than one year is not annualized.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

ING GLOBAL VALUE CHOICE FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class A


		Year Ended October 31,

		2007		2006		2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		21.72		18.16		15.96			14.76			12.36




Income (loss) from investment operations:
Net investment income (loss)	$		0.01		0.08		0.09			(0.04	)		(0.06	)
Net realized and unrealized gain on investments and foreign currency related transactions	$		6.67		3.62		2.11			1.24			2.46
Total from investment operations	$		6.68		3.70		2.20			1.20			2.40




Less distributions from:
Net investment income	$		—		0.14		—			—			—
Total distributions	$		—		0.14		—			—			—
Payment by affiliate	$		—		—		0.00	**		—			—
Net asset value, end of year	$		28.40		21.72		18.16			15.96			14.76




Total Return⁽¹⁾	%		30.76		20.48		13.78	†		8.13			19.42





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		58,600		47,305		41,941			46,133			56,877




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		1.77		1.78		1.90			1.77			1.93
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽²⁾	%		1.82		1.78		1.85			1.85			1.85
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		1.81		1.77		1.85			1.85			1.85
Net investment income (loss) after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		0.04		0.40		0.46			(0.21	)		(0.35	)
Portfolio turnover rate	%		66		77		129			101			125



		Class B


		Year Ended October 31,

		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		23.54			19.67			17.39			16.19			13.65




Income (loss) from investment operations:
Net investment loss	$		(0.17	)*		(0.04	)		(0.04	)		(0.17	)		(0.16	)
Net realized and unrealized gain on investments and foreign currency related transactions	$		7.21			3.91			2.32			1.37			2.70
Total from investment operations	$		7.04			3.87			2.28			1.20			2.54
Payment by affiliate	$		—			—			0.00	**		—			—
Net asset value, end of year	$		30.58			23.54			19.67			17.39			16.19




Total Return⁽¹⁾	%		29.91			19.67			13.11	†		7.41			18.61





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		22,049			21,364			23,483			28,559			35,459




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		2.42			2.43			2.55			2.42			2.58
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽²⁾	%		2.47			2.43			2.50			2.50			2.50
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		2.46			2.42			2.50			2.50			2.50
Net investment loss after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		(0.62	)		(0.25	)		(0.19	)		(0.87	)		(1.00	)
Portfolio turnover rate	%		66			77			129			101			125

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

† In 2005, there was no impact on total return due to payment by affiliate.

See Accompanying Notes to Financial Statements

ING GLOBAL VALUE CHOICE FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class C


		Year Ended October 31,

		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		20.93			17.50			15.48			14.41			12.14




Income (loss) from investment operations:
Net investment loss	$		(0.14	)*		(0.05	)		(0.04	)		(0.15	)		(0.15	)
Net realized and unrealized gain on investments and foreign currency related transactions	$		6.39			3.50			2.06			1.22			2.42
Total from investment operations	$		6.25			3.45			2.02			1.07			2.27




Less distributions from:
Net investment income	$		—			0.02			—			—			—
Total distributions	$		—			0.02			—			—			—
Payment by affiliate	$		—			—			0.00	**		—			—
Net asset value, end of year	$		27.18			20.93			17.50			15.48			14.41




Total Return⁽²⁾	%		29.86			19.73			13.05	†		7.43			18.70





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		39,537			31,612			30,918			35,784			45,476




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment and brokerage commission recapture	%		2.42			2.43			2.55			2.42			2.58
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽⁴⁾	%		2.47			2.43			2.50			2.50			2.50
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽⁴⁾	%		2.46			2.42			2.50			2.50			2.50
Net investment loss after expense reimbursement/ recoupment and brokerage commission recapture⁽⁴⁾	%		(0.60	)		(0.26	)		(0.19	)		(0.87	)		(1.01	)
Portfolio turnover rate	%		66			77			129			101			125



		Class I

				September 6,
		Year Ended		2006⁽¹⁾to
		October 31,		October 31,
		2007		2006

Per Share Operating Performance:
Net asset value, beginning of period	$		21.73		21.31




Income (loss) from investment operations:
Net investment gain (loss)	$		0.15		(0.11	)
Net realized and unrealized gain on investments and foreign currency related transactions	$		6.69		0.53
Total from investment operations	$		6.84		0.42
Net asset value, end of period	$		28.57		21.73




Total Return⁽²⁾	%		31.48		1.97





Ratios/ Supplemental Data:
Net assets, end of period (000’s)	$		7,845		3,010




Ratio to average net assets:
Gross expenses prior to expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾	%		1.25		1.27
Net expenses after expense reimbursement/ recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.30		1.26
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.29		1.26
Net investment gain (loss) after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		0.67		(0.69	)
Portfolio turnover rate	%		66		77

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

† In 2005, there was no impact on total return due to payment by affiliate.

See Accompanying Notes to Financial Statements

ING GLOBAL VALUE CHOICE FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class Q


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		25.44			21.25			18.61			17.17		14.34




Income (loss) from investment operations:
Net investment income (loss)	$		0.08	*		0.18	*		0.15			0.01		(0.01	)
Net realized and unrealized gain on investments and foreign currency related transactions	$		7.84			4.20			2.49			1.43		2.84
Total from investment operations	$		7.92			4.38			2.64			1.44		2.83




Less distributions from:
Net investment income	$		—			0.19			—			—		—
Total distributions	$		—			0.19			—			—		—
Payment by affiliate	$		—			—			0.00	**		—		—
Net asset value, end of year	$		33.36			25.44			21.25			18.61		17.17




Total Return⁽¹⁾	%		31.13			20.75			14.19	†		8.39		19.74





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		2,652			2,757			4,387			4,223		6,454




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture	%		1.50			1.52			1.60			1.51		1.62
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽²⁾	%		1.55			1.52			1.55			1.59		1.54
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽²⁾	%		1.54			1.51			1.55			1.59		1.54
Net investment income (loss) after expense reimbursement/recoupment and brokerage commission recapture ⁽²⁾	%		0.29			0.75			0.75			0.05		(0.04	)
Portfolio turnover rate	%		66			77			129			101		125

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

† In 2005, there was no impact on total return due to payment by affiliate.

See Accompanying Notes to Financial Statements

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout the period.


		Class A			Class B			Class C			Class I

		December 20,			December 20,			December 20,			December 20,
		2006⁽¹⁾to			2006⁽¹⁾to			2006⁽¹⁾to			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2007			2007			2007

Per Share Operating Performance:
Net asset value, beginning of period	$		10.00			10.00			10.00			10.00




Income from investment operations:
Net investment income	$		0.14	*		0.06	*		0.02	*		0.13	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		1.95			1.96			2.00			2.00
Total from investment operations	$		2.09			2.02			2.02			2.13
Net asset value, end of period	$		12.09			12.02			12.02			12.13




Total Return⁽²⁾	%		20.90			20.20			20.20			21.30





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		69			5			55			465,657




Ratios to average net assets:
Expenses⁽³⁾	%		1.11			1.86			1.86			0.86
Net investment income⁽³⁾	%		1.37			0.67			0.25			1.29
Portfolio turnover rate	%		116			116			116			116

⁽¹⁾ Commencement of operations.

⁽²⁾ Total return is calculated assuming reinvestment of dividends and capital gain distributions at net asset value and excluding the deduction of sales charges. Total return for less than one year is not annualized.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

ING EMERGING COUNTRIES FUND

FINANCIAL HIGHLIGHTS

________________________________________________________________________________

Selected data for a share of beneficial interest outstanding throughout each year.



		Class A


		Year Ended October 31,

		2007		2006		2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		29.62		23.60		19.40			17.32			12.44




Income from investment operations:
Net investment income	$		0.47		0.48		0.19			0.09			0.03
Net realized and unrealized gain on investments and foreign currency related transactions (net of Indian tax)	$		11.82		5.68		3.98			2.08			4.85
Total from investment operations	$		12.29		6.16		4.17			2.17			4.88




Less distributions from:
Net investment income	$		0.43		0.14		0.02			0.09			—
Total distributions	$		0.43		0.14		0.02			0.09			—
Payment by affiliate	$		—		—		0.05			0.00	**		—
Net asset value, end of year	$		41.48		29.62		23.60			19.40			17.32




Total Return⁽¹⁾	%		41.93		26.19		21.76	††		12.58	†		39.23





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		197,307		123,219		87,143			67,282			71,953




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture	%		1.99		2.02		2.09			2.10			2.37
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽²⁾	%		1.89		1.92		2.00			2.20			2.27
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		1.86		1.91		2.00			2.20			2.27
Net investment income after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		1.42		1.80		0.91			0.41			0.22
Portfolio turnover rate	%		51		35		124			88			135



		Class B


		Year Ended October 31,

		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		29.04			23.17			19.17			17.15			12.39




Income (loss) from investment operations:
Net investment income (loss)	$		0.24	*		0.28	*		0.04			(0.04	)		(0.06	)
Net realized and unrealized gain on investments and foreign currency related transactions (net of Indian tax)	$		11.57			5.59			3.91			2.06			4.82
Total from investment operations	$		11.81			5.87			3.95			2.02			4.76




Less distributions from:
Net investment income	$		0.18			—			—			—			—
Total distributions	$		0.18			—			—			—			—
Payment by affiliate	$		—			—			0.05			0.00	**		—
Net asset value, end of year	$		40.67			29.04			23.17			19.17			17.15




Total Return⁽¹⁾	%		40.85			25.33			20.87	††		11.78	†		38.42





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		16,648			13,575			12,562			12,581			16,425




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture	%		2.64			2.67			2.74			2.75			3.02
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽²⁾	%		2.64			2.67			2.74			2.85			2.92
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽²⁾	%		2.61			2.66			2.74			2.85			2.92
Net investment income (loss) after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		0.67			1.06			0.14			(0.30	)		(0.40	)
Portfolio turnover rate	%		51			35			124			88			135

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

† In 2004, 0.06% of the total return consists of a gain on the disposition of an investment not meeting the Fund’s investment restrictions. Excluding this item, total return would have been 12.52% and 11.72% for Class A and Class B, respectively.

†† In 2005, 0.26% of the total return consists of a payment by affiliate. Excluding this item, total return would have been 21.50% and 20.61% for Class A and Class B, respectively.

See Accompanying Notes to Financial Statements

ING EMERGING COUNTRIES FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class C


		Year Ended October 31,

		2007		2006		2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		27.53		22.04		18.24			16.32			11.79




Income (loss) from investment operations:
Net investment income (loss)	$		0.20		0.25		0.03			(0.03	)		(0.06	)
Net realized and unrealized gain on investments and foreign currency related transactions (net of Indian tax)	$		10.97		5.31		3.72			1.95			4.59
Total from investment operations	$		11.17		5.56		3.75			1.92			4.53




Less distributions from:
Net investment income	$		0.25		0.07		—			—			—
Total distributions	$		0.25		0.07		—			—			—
Payment by affiliate	$		—		—		0.05			0.00	**		—
Net asset value, end of year	$		38.45		27.53		22.04			18.24			16.32




Total Return⁽²⁾	%		40.82		25.29		20.83	††		11.76	†		38.42





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		53,885		35,847		20,985			9,680			10,033




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture	%		2.64		2.67		2.74			2.75			3.02
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽⁴⁾	%		2.64		2.67		2.74			2.85			2.92
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽⁴⁾	%		2.61		2.66		2.74			2.85			2.92
Net investment income (loss) after expense reimbursement/recoupment and brokerage commission recapture ⁽⁴⁾	%		0.65		1.12		0.25			(0.20	)		(0.40	)
Portfolio turnover rate	%		51		35		124			88			135



		Class I

		Year		December 21,
		Ended		2005⁽¹⁾to
		October 31,		October 31,
		2007		2006

Per Share Operating Performance:
Net asset value, beginning of period	$		29.72		25.52




Income from investment operations:
Net investment income	$		0.55		0.65	*
Net realized and unrealized gain on investments and foreign currency related transactions (net of Indian tax)	$		11.90		3.55
Total from investment operations	$		12.45		4.20




Less distribution from:
Net investment income	$		0.54		—
Total distributions	$		0.54		—
Net asset value, end of period	$		41.63		29.72




Total Return⁽²⁾	%		42.41		16.46





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		41,551		23,456




Ratio to average net assets:
Gross expenses prior to expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾	%		1.56		1.55
Net expenses after expense reimbursement/ recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.56		1.55
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.53		1.54
Net investment income after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.71		2.73
Portfolio turnover rate	%		51		35

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

† In 2004, 0.06% of the total return consists of a gain on an investment not meeting the Fund’s investment restrictions. Excluding this item, total return would have been 11.70%.

†† In 2005, 0.27% of the total return on Class C consists of a payment by affiliate. Excluding this item, total return would have been 20.56%.

See Accompanying Notes to Financial Statements

ING EMERGING COUNTRIES FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class Q


		Year Ended October 31,

		2007		2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		30.62		24.38			20.03			17.89			12.80




Income from investment operations:
Net investment income	$		0.44		0.59	*		0.26			0.09			0.12
Net realized and unrealized gain on investments and foreign currency related transactions (net of Indian tax)	$		12.31		5.81			4.07			2.17			4.97
Total from investment operations	$		12.75		6.40			4.33			2.26			5.09




Less distributions from:
Net investment income	$		0.45		0.16			0.03			0.12			—
Total distributions	$		0.45		0.16			0.03			0.12			—
Payment by affiliate	$		—		—			0.05			0.00	**		—
Net asset value, end of year	$		42.92		30.62			24.38			20.03			17.89




Total Return⁽¹⁾	%		42.05		26.37			21.89	††		12.70	†		39.77





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		21,253		10,700			10,776			8,929			18,168




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture	%		1.81		1.80			1.85			2.00			2.03
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽²⁾	%		1.81		1.80			1.85			2.10			1.93
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽²⁾	%		1.78		1.79			1.85			2.10			1.93
Net investment income after expense reimbursement/ recoupment and brokerage commission recapture⁽²⁾	%		1.49		2.09			1.12			0.36			0.59
Portfolio turnover rate	%		51		35			124			88			135

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sale changes.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

† In 2004, 0.06% of the total return consists of a gain on an investment not meeting the Fund’s investment restrictions. Excluding this item, total return would have been 12.64%.

†† In 2005, 0.25% of the total return consists of a payment by affiliate. Excluding this item, total return would have been 21.64%.

See Accompanying Notes to Financial Statements

ING FOREIGN FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A

											July 1,
		Year Ended October 31,									2003⁽¹⁾to
											October 31,
		2007		2006			2005		2004		2003

Per Share Operating Performance:
Net asset value, beginning of period	$		18.56		14.79			12.38		11.01		10.00




Income (loss) from investment operations:
Net investment income (loss)	$		0.10		0.08	*		0.06		0.11		(0.00	)**
Net realized and unrealized gain on investments and foreign currency related transactions	$		5.56		4.05			2.35		1.44		1.01
Total from investment operations	$		5.66		4.13			2.41		1.55		1.01




Less distributions from:
Net investment income	$		—		—			—		0.04		—
Return of capital	$		—		—			—		0.10		—
Net realized gains on investments	$		0.68		0.36			—		0.04		—
Total distributions	$		0.68		0.36			—		0.18		—
Net asset value, end of period	$		23.54		18.56			14.79		12.38		11.01




Total Return⁽²⁾	%		31.32		28.39			19.47		14.25		10.10





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		349,917		219,819			122,883		62,949		6,598




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture ⁽³⁾	%		1.54		1.58			1.66		1.95		6.03
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.54		1.65			1.68		1.70		1.95
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.54		1.65			1.68		1.70		1.95
Net investment income (loss) after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		0.59		0.49			0.53		0.37		(0.32	)
Portfolio turnover rate	%		69		65			81		141		50



		Class B

														July 8,
		Year Ended October 31,												2003⁽¹⁾to
														October 31,
		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of period	$		18.11			14.55			12.26			10.99			10.29




Income (loss) from investment operations:
Net investment loss	$		(0.03	)		(0.04	)*		(0.03	)		(0.05	)*		(0.01	)
Net realized and unrealized gains on investments and foreign currency related transactions	$		5.38			3.96			2.32			1.49			0.71
Total from investment operations	$		5.35			3.92			2.29			1.44			0.70




Less distributions from:
Net investment income	$		—			—			—			0.03			—
Return of capital	$		—			—			—			0.10			—
Net realized gains on investments	$		0.68			0.36			—			0.04			—
Total distributions	$		0.68			0.36			—			0.17			—
Net asset value, end of period	$		22.78			18.11			14.55			12.26			10.99




Total Return⁽²⁾	%		30.35			27.40			18.68			13.32			6.80





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		50,276			38,136			22,944			11,263			1,344




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture ⁽³⁾	%		2.29			2.33			2.41			2.70			6.78
Net expenses after expense reimbursement and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.29			2.40			2.43			2.45			2.70
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.29			2.40			2.43			2.45			2.70
Net investment loss after expense reimbursement/recoupment and brokerage commission recapture ⁽³⁾⁽⁴⁾	%		(0.16	)		(0.24	)		(0.23	)		(0.46	)		(1.03	)
Portfolio turnover rate	%		69			65			81			141			50

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is more than $(0.005).

See Accompanying Notes to Financial Statements

ING FOREIGN FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class C

														July 7,
		Year Ended October 31,												2003⁽¹⁾to
														October 31,
		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of period	$		18.14			14.57			12.28			11.01			10.27




Income (loss) from investment operations:
Net investment loss	$		(0.03	)		(0.04	)*		(0.03	)		(0.04	)*		(0.01	)
Net realized and unrealized gain on investments and foreign currency related transactions	$		5.38			3.97			2.32			1.48			0.75
Total from investment operations	$		5.35			3.93			2.29			1.44			0.74




Less distributions from:
Net investment income	$		—			—			—			0.03			—
Return of capital	$		—			—			—			0.10			—
Net realized gains on investments	$		0.68			0.36			—			0.04			—
Total distributions	$		0.68			0.36			—			0.17			—
Net asset value, end of period	$		22.81			18.14			14.57			12.28			11.01




Total Return⁽²⁾	%		30.30			27.43			18.65			13.28			7.21





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		232,439			154,101			87,877			41,424			5,601




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture⁽³⁾	%		2.29			2.33			2.41			2.70			6.78
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.29			2.40			2.43			2.45			2.70
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.29			2.40			2.43			2.45			2.70
Net investment loss after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		(0.14	)		(0.26	)		(0.27	)		(0.41	)		(1.03	)
Portfolio turnover rate	%		69			65			81			141			50



		Class I

											September 8,
		Year Ended October 31,									2003⁽¹⁾to
											October 31,
		2007		2006			2005		2004		2003

Per Share Operating Performance:
Net asset value, beginning of period	$		18.78		14.93			12.45		11.05		10.63




Income from investment operations:
Net investment income	$		0.16		0.13	*		0.34		0.19		0.00	**
Net realized and unrealized gain on investments and foreign currency related transactions	$		5.65		4.08			2.14		1.39		0.42
Total from investment operations	$		5.81		4.21			2.48		1.58		0.42




Less distributions from:
Net investment income	$		—		—			—		0.04		—
Return of capital	$		—		—			—		0.10		—
Net realized gains on investments	$		0.68		0.36			—		0.04		—
Total distributions	$		0.68		0.36			—		0.18		—
Net asset value, end of period	$		23.91		18.78			14.93		12.45		11.05




Total Return⁽²⁾	%		31.76		28.67			19.92		14.53		3.95





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		108,732		61,248			1,049		2,547		188




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾	%		1.21		1.28			1.34		1.50		5.51
Net expenses after expense reimbursement/ recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.21		1.35			1.35		1.25		1.43
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.21		1.34			1.35		1.25		1.43
Net investment income after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		0.94		0.78			0.97		1.58		0.21
Portfolio turnover rate	%		69		65			81		141		50

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

See Accompanying Notes to Financial Statements

ING FOREIGN FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class Q

												July 10,
		Year Ended October 31,										2003⁽¹⁾to
												October 31,
		2007			2006			2005		2004		2003

Per Share Operating Performance:
Net asset value, beginning of period	$		18.61			14.82			12.40		11.02		10.13




Income (loss) from investment operations:
Net investment income (loss)	$		0.17	*		0.07	*		0.08		0.09		(0.00	)**
Net realized and unrealized gain on investments and foreign currency related transactions	$		5.53			4.08			2.34		1.46		0.89
Total from investment operations	$		5.70			4.15			2.42		1.55		0.89




Less distributions from:
Net investment income	$		—			—			—		0.03		—
Return of capital	$		—			—			—		0.10		—
Net realized gains on investments	$		0.68			0.36			—		0.04		—
Total distributions	$		0.68			0.36			—		0.17		—
Net asset value, end of period	$		23.63			18.61			14.82		12.40		11.02




Total Return⁽²⁾	%		31.45			28.47			19.52		14.28		8.79





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		856			1,196			1,079		1,054		421




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture⁽³⁾	%		1.45			1.53			1.59		1.85		5.93
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.45			1.60			1.60		1.60		1.85
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.45			1.60			1.60		1.60		1.85
Net investment income (loss) after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		0.82			0.43			0.53		0.34		(0.17	)
Portfolio turnover rate	%		69			65			81		141		50

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is more than $(0.005).

See Accompanying Notes to Financial Statements

100

ING GREATER CHINA FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A					Class B

					December 21,					January 6,
		Year Ended			2005⁽¹⁾to		Year Ended			2006⁽¹⁾to
		October 31,			October 31,		October 31,			October 31,
		2007			2006		2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		12.49			10.00		12.42			10.60




Income (loss) from investment operations:
Net investment income (loss)	$		0.07			0.06		(0.03	)*		0.05	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		11.93			2.43		11.79			1.77
Total from investment operations	$		12.00			2.49		11.76			1.82




Less distributions from:
Net investment income	$		0.06			—		0.04			—
Net realized gains on investments	$		0.00	**		—		0.00	**		—
Total distributions	$		0.06			—		0.04			—
Net asset value, end of period	$		24.43			12.49		24.14			12.42




Total Return⁽²⁾	%		96.41			24.90		94.92			17.17





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		73,804			23,709		7,414			1,957




Ratios to average net assets:
Expenses⁽³⁾	%		1.91			2.64		2.66			3.39
Net investment income (loss)⁽³⁾	%		0.54			0.75		(0.19	)		0.47
Portfolio turnover rate	%		109			108		109			108



		Class C						Class I

					January 11,						May 8,
		Year Ended			2006⁽¹⁾to			Year Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		12.43			10.67			12.50			12.84




Income (loss) from investment operations:
Net investment income (loss)	$		(0.03	)*		0.05	*		0.11			0.08
Net realized and unrealized gain (loss) on investments and foreign currency related transactions	$		11.79			1.71			11.93			(0.42	)
Total from investment operations	$		11.76			1.76			12.04			(0.34	)




Less distributions from:
Net investment income	$		0.03			—			0.08			—
Net realized gains on investments	$		0.00	**		—			0.00	**		—
Total distributions	$		0.03			—			0.08			—
Net asset value, end of period	$		24.16			12.43			24.46			12.50




Total Return⁽²⁾	%		94.75			16.49			96.81			(2.65	)





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		12,386			2,124			52			22




Ratios to average net assets:
Expenses⁽³⁾	%		2.66			3.39			1.66			2.39
Net investment income (loss)⁽³⁾	%		(0.20	)		0.53			0.73			1.47
Portfolio turnover rate	%		109			108			109			108

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

See Accompanying Notes to Financial Statements

101

ING INDEX PLUS INTERNATIONAL EQUITY FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A						Class B

		Year			December 21,			Year			January 12,
		Ended			2005⁽¹⁾to			Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.68			10.00			11.63			10.43




Income from investment operations:
Net investment income	$		0.14	*		0.14	*		0.09	*		0.06	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.48			1.54			2.51			1.14
Total from investment operations	$		2.62			1.68			2.60			1.20




Less distributions from:
Net investment income	$		0.08			—			0.06			—
Net realized gains on investments	$		0.27			—			0.27			—
Total distributions	$		0.35			—			0.33			—
Net asset value, end of period	$		13.95			11.68			13.90			11.63




Total Return⁽²⁾	%		22.98			16.80			22.85			11.51





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		2,233			12,513			734			264




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment⁽³⁾	%		1.13			1.30			1.89			2.05
Net expenses after expense reimbursement/ recoupment ⁽³⁾⁽⁴⁾	%		1.16			1.15			1.92			1.90
Net investment income after expense reimbursement/ recoupment⁽³⁾⁽⁴⁾	%		1.17			1.50			0.67			0.64
Portfolio turnover rate	%		213			188			213			188



		Class C						Class I

		Year			January 12,			Year		December 21,
		Ended			2006⁽¹⁾to			Ended		2005⁽¹⁾to
		October 31,			October 31,			October 31,		October 31,
		2007			2006			2007		2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.61			10.43			11.70		10.00




Income from investment operations:
Net investment income	$		0.09	*		0.08	*		0.20		0.16	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.50			1.10			2.55		1.54
Total from investment operations	$		2.59			1.18			2.75		1.70




Less distributions from:
Net investment income	$		0.04			—			0.12		—
Net realized gains on investments	$		0.27			—			0.27		—
Total distributions	$		0.31			—			0.39		—
Net asset value, end of period	$		13.89			11.61			14.06		11.70




Total Return⁽²⁾	%		22.81			11.31			24.14		17.00





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		1,126			534			118,924		78,581




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment⁽³⁾	%		1.89			2.05			0.84		1.05
Net expenses after expense reimbursement/ recoupment⁽³⁾⁽⁴⁾	%		1.92			1.90			0.87		0.90
Net investment income after expense reimbursement/ recoupment⁽³⁾⁽⁴⁾	%		0.69			0.87			1.78		1.69
Portfolio turnover rate	%		213			188			213		188

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

⁽⁴⁾ The Investment Adviser has agreed to limit expenses, excluding interest, taxes, brokerage and extraordinary expenses) subject to possible recoupment by the Investment Adviser within three years of being incurred.

* Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

102

ING INTERNATIONAL CAPITAL APPRECIATION FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A					Class B

		Year			December 21,		Year			January 9,
		Ended			2005⁽¹⁾to		Ended			2006⁽¹⁾to
		October 31,			October 31,		October 31,			October 31,
		2007			2006		2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.39			10.00		11.33			10.42




Income (loss) from investment operations:
Net investment income (loss)	$		0.01	*		0.04		(0.09	)		(0.04	)*
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.76			1.35		3.71			0.95
Total from investment operations	$		3.77			1.39		3.62			0.91




Less distributions from:
Net investment income	$		0.05			—		0.03			—
Net realized gains on investments	$		0.25			—		0.25			—
Total distributions	$		0.30			—		0.28			—
Net asset value, end of period	$		14.86			11.39		14.67			11.33




Total Return⁽²⁾	%		33.89			13.90		32.67			8.73





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		4,592			3,677		943			66




Ratios to average net assets:
Gross expenses prior to expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾	%		1.48			1.84		2.23			2.59
Net expenses after expense reimbursement/ recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.50			1.50		2.25			2.25
Net expenses after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.50			1.50		2.25			2.25
Net investment income (loss) after expense reimbursement/ recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		0.08			0.32		(0.88	)		(0.43	)
Portfolio turnover rate	%		71			91		71			91



		Class C						Class I

		Year			January 24,			Year			December 21,
		Ended			2006⁽¹⁾to			Ended			2005⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.35			10.28			11.43			10.00




Income (loss) from investment operations:
Net investment income (loss)	$		(0.12	)		(0.03	)		0.06	*		0.02
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.73			1.10			3.75			1.41
Total from investment operations	$		3.61			1.07			3.81			1.43




Less distributions from:
Net investment income	$		0.00	**		—			0.09			—
Net realized gains on investments	$		0.25			—			0.25			—
Total distributions	$		0.25			—			0.34			—
Net asset value, end of period	$		14.71			11.35			14.90			11.43




Total Return⁽²⁾	%		32.45			10.41			34.14			14.30





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		971			65			140,901			47,200




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture⁽³⁾	%		2.23			2.59			1.13			1.56
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.25			2.25			1.15			1.22
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.25			2.25			1.15			1.22
Net investment income (loss) after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		(0.97	)		(0.50	)		0.47			0.39
Portfolio turnover rate	%		71			91			71			91

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

See Accompanying Notes to Financial Statements

103

ING INTERNATIONAL EQUITY DIVIDEND FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.


		Class A			Class B			Class C			Class I

		June 28,			June 28,			June 28,			June 28,
		2007⁽¹⁾to			2007⁽¹⁾to			2007⁽¹⁾to			2007⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2007			2007			2007

Per Share Operating Performance:
Net asset value, beginning of period	$		10.00			10.00			10.00			10.00




Income from investment operations:
Net investment income	$		0.06	*		0.03	*		0.03	*		0.07	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		0.51			0.52			0.52			0.51
Total from investment operations	$		0.57			0.55			0.55			0.58
Net asset value, end of period	$		10.57			10.55			10.55			10.58




Total Return⁽²⁾	%		5.70			5.50			5.50			5.80





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		4,122			239			1,334			55,611




Ratios to average net assets:
Gross expenses prior to expense reimbursement⁽³⁾	%		1.64			2.39			2.39			1.39
Net expenses after expense reimbursement⁽³⁾⁽⁴⁾	%		1.40			2.15			2.15			1.15
Net investment income after expense reimbursement ⁽³⁾⁽⁴⁾	%		1.81			1.09			1.08			1.95
Portfolio turnover rate	%		7			7			7			7

⁽¹⁾ Commencement of operations.

⁽²⁾ Total return is calculated assuming reinvestment of dividends and capital gain distributions at net asset value and excluding the deduction of sales charge. Total return for less than one year is not annualized.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

104

ING INTERNATIONAL GROWTH OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class A


		Year Ended October 31,

		2007			2006		2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		13.20			10.97		9.78			8.48			7.05




Income from investment operations:
Net investment income	$		0.03			0.12		0.10			0.09			0.04
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		3.67			2.28		1.18			1.22			1.37
Total from investment operations	$		3.70			2.40		1.28			1.31			1.41




Less distributions from:
Net investment income	$		0.15			0.17		0.10			0.01			0.03
Net realized gains on investments	$		1.14			—		—			—			—
Total distributions	$		1.29			0.17		0.10			0.01			0.03
Redemption fees applied to capital	$		—			—		—			0.00	**		0.05
Payment by affiliate	$		—			—		0.01			—			—
Net asset value, end of year	$		15.61			13.20		10.97			9.78			8.48




Total Return⁽¹⁾	%		30.37			22.12		13.30	††		15.49			20.72





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		64,631			58,697		51,193			47,551			43,821




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		1.65			1.65		1.65			1.64			1.87
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		1.65	†		1.65		1.65			1.68			1.85
Net investment income after expense reimbursement/recoupment⁽²⁾	%		0.23			0.96		0.94			0.78			0.64
Portfolio turnover rate	%		130			173		116			90			100



		Class B


		Year Ended October 31,

		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		12.69			10.55			9.43			8.22			6.91




Income (loss) from investment operations:
Net investment income (loss)	$		(0.07	)*		0.03	*		0.02			(0.00	)**		(0.00	)**
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		3.53			2.20			1.14			1.21			1.31
Total from investment operations	$		3.46			2.23			1.16			1.21			1.31




Less distributions from:
Net investment income	$		0.05			0.09			0.05			—			—
Net realized gains of investments	$		1.14			—			—			—			—
Total distributions	$		1.19			0.09			0.05			—			—
Payment by affiliate	$		—			—			0.01			—			—
Net asset value, end of year	$		14.96			12.69			10.55			9.43			8.22




Total Return⁽¹⁾	%		29.42			21.23			12.41	††		14.72			18.96





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		17,311			16,822			16,338			15,069			12,466




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		2.40			2.40			2.40			2.39			2.62
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		2.40	†		2.40			2.40			2.43			2.60
Net investment income (loss) after expense reimbursement/recoupment⁽²⁾	%		(0.51	)		0.22			0.19			(0.02	)		(0.05	)
Portfolio turnover rate	%		130			173			116			90			100

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005 or more than $(0.005).

† Impact of waiving the advisory fee for the ING Institutional Prime Money Market Fund holding has less than 0.01% impact on the expense ratio.

†† In 2005, 0.10% of the total return on Class A and Class B, consists of a payment by affiliate. Excluding this item, total return would have been 13.20% and 12.31% for Class A and Class B, respectively.

See Accompanying Notes to Financial Statements

105

ING INTERNATIONAL GROWTH OPPORTUNITIES FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class C


		Year Ended October 31,

		2007			2006		2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		12.70			10.55		9.42			8.22			6.91




Income (loss) from investment operations:
Net investment income (loss)	$		(0.07	)		0.04		0.03			(0.00	)**		(0.00	)**
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		3.54			2.19		1.13			1.20			1.31
Total from investment operations	$		3.47			2.23		1.16			1.20			1.31




Less distributions from:
Net investment income	$		0.06			0.08		0.04			—			0.00	**
Net realized gains on investments	$		1.14			—		—			—			—
Total distributions	$		1.20			0.08		0.04			—			0.00	**
Payment by affiliate	$		—			—		0.01			—			—
Net asset value, end of year	$		14.97			12.70		10.55			9.42			8.22




Total Return⁽¹⁾	%		29.46			21.25		12.46	††		14.60			18.97





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		19,104			15,918		15,008			16,230			14,526




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		2.40			2.40		2.40			2.39			2.62
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		2.40	†		2.40		2.40			2.43			2.60
Net investment income (loss) after expense reimbursement/recoupment⁽²⁾	%		(0.52	)		0.21		0.18			(0.04	)		(0.05	)
Portfolio turnover rate	%		130			173		116			90			100



		Class I


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		13.16			10.94			9.76			8.45		7.06




Income from investment operations:
Net investment income	$		0.06	*		0.15	*		0.14			0.09		0.10
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		3.70			2.29			1.18			1.25		1.34
Total from investment operations	$		3.76			2.44			1.32			1.34		1.44




Less distributions from:
Net investment income	$		0.21			0.22			0.15			0.03		0.05
Net realized gains on investments	$		1.14			—			—			—		—
Total distributions	$		1.35			0.22			0.15			0.03		0.05
Payment by affiliate	$		—			—			0.01			—		—
Net asset value, end of year	$		15.57			13.16			10.94			9.76		8.45




Total Return⁽¹⁾	%		31.02			22.56			13.73	††		15.94		20.53





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		10,251			13,354			23,452			17,211		11,582




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		1.28			1.25			1.26			1.22		1.34
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		1.28	†		1.25			1.26			1.26		1.33
Net investment income after expense reimbursement/recoupment⁽²⁾	%		0.46			1.27			1.34			1.13		1.29
Portfolio turnover rate	%		130			173			116			90		100

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005 or more than $(0.005).

† Impact of waiving the advisory fee for the ING Institutional Prime Money Market Fund holding has less than 0.01% impact on the expense ratio.

†† In 2005, 0.10% of the total return on Class C and Class I, consists of a payment by affiliate. Excluding this item, total return would have been 12.36% and 13.63% for Class C and Class I, respectively.

See Accompanying Notes to Financial Statements

106

ING INTERNATIONAL GROWTH OPPORTUNITIES FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class Q


		Year Ended October 31,

		2007			2006		2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		13.10			10.89		9.72			8.43		7.04




Income from investment operations:
Net investment income	$		0.05			0.14		0.08			0.06		0.07
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		3.64			2.27		1.20			1.25		1.37
Total from investment operations	$		3.69			2.41		1.28			1.31		1.44




Less distributions from:
Net investment income	$		0.18			0.20		0.12			0.02		0.05
Net realized gains on investments	$		1.14			—		—			—		—
Total distributions	$		1.32			0.20		0.12			0.02		0.05
Payment by affiliate	$		—			—		0.01			—		—
Net asset value, end of year	$		15.47			13.10		10.89			9.72		8.43




Total Return⁽¹⁾	%		30.55			22.38		13.41	††		15.61		20.51





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		32,532			27,114		14,544			7,274		14,755




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		1.52			1.50		1.51			1.56		1.59
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		1.52	†		1.50		1.51			1.60		1.59
Net investment income after expense reimbursement/recoupment⁽²⁾	%		0.40			1.19		1.00			0.73		0.91
Portfolio turnover rate	%		130			173		116			90		100

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

† Impact of waiving the advisory fee for the ING Institutional Prime Money Market Fund holding has less than 0.01% impact on the expense ratio.

†† In 2005, 0.10% of the total return on Class Q, consists of a payment by affiliate. Excluding this item, total return would have been 13.31% for Class Q.

See Accompanying Notes to Financial Statements

107

ING INTERNATIONAL REAL ESTATE FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A						Class B

		Year			February 28,			Year			February 28,
		Ended			2006⁽¹⁾to			Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.63			10.00			11.59			10.00




Income from investment operations:
Net investment income	$		0.13	*		0.09	*		0.03	*		0.04	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.14			1.60			3.14			1.59
Total from investment operations	$		3.27			1.69			3.17			1.63




Less distributions from:
Net investment income	$		0.34			0.06			0.26			0.04
Total distributions	$		0.34			0.06			0.26			0.04
Net asset value, end of period	$		14.56			11.63			14.50			11.59




Total Return⁽²⁾	%		28.49			16.94			27.69			16.38





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		271,425			49,798			11,819			1,639




Ratios to average net assets:
Gross expenses prior to expense reimbursement⁽⁴⁾	%		1.51			2.01			2.26			2.76
Net expenses after expense reimbursement⁽³⁾⁽⁴⁾	%		1.50			1.50			2.25			2.25
Net investment income after expense reimbursement ⁽³⁾⁽⁴⁾	%		0.99			1.33			0.25			0.51
Portfolio turnover rate	%		44			29			44			29



		Class C						Class I

		Year			February 28,			Year			February 28,
		Ended			2006⁽¹⁾to			Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.59			10.00			11.64			10.00




Income from investment operations:
Net investment income	$		0.03	*		0.04	*		0.16	*		0.08	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.13			1.59			3.15			1.63
Total from investment operations	$		3.16			1.63			3.31			1.71




Less distributions from:
Net investment income	$		0.26			0.04			0.37			0.07
Total distributions	$		0.26			0.04			0.37			0.07
Net asset value, end of period	$		14.49			11.59			14.58			11.64




Total Return⁽²⁾	%		27.58			16.31			28.80			17.23





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		121,529			17,075			127,029			22,336




Ratios to average net assets:
Gross expenses prior to expense reimbursement⁽⁴⁾	%		2.26			2.76			1.26			1.76
Net expenses after expense reimbursement⁽³⁾⁽⁴⁾	%		2.25			2.25			1.25			1.25
Net investment income after expense reimbursement ⁽³⁾⁽⁴⁾	%		0.24			0.54			1.22			1.09
Portfolio turnover rate	%		44			29			44			29

⁽¹⁾ Commencement of operations.

⁽³⁾ The Investment Adviser has agreed to limit expenses, (excluding interest, taxes, brokerage and extraordinary expenses) subject to possible recoupment by the Investment Adviser within three years of being incurred.

⁽⁴⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

108

ING INTERNATIONAL SMALLCAP FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class A


		Year Ended October 31,

		2007		2006		2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		47.15		37.75		29.27			25.37			18.35




Income from investment operations:
Net investment income	$		0.31		0.29		0.33	*		0.02			0.01
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		19.25		9.44		8.05			3.86			7.01
Total from investment operations	$		19.56		9.73		8.38			3.88			7.02




Less distributions from:
Net investment income	$		0.28		0.33		—			0.00	**		—
Total distributions	$		0.28		0.33		—			0.00	**		—
Payment by affiliate	$		—		—		0.10			0.02			—
Net asset value, end of year	$		66.43		47.15		37.75			29.27			25.37




Total Return⁽¹⁾	%		41.67		25.91		28.97	††		15.39	†		38.26





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		523,535		243,020		173,612			154,658			150,043




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		1.60		1.66		1.74			1.72			1.94
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		1.60		1.66		1.74			1.75			1.95
Net investment income after expense reimbursement/recoupment⁽²⁾	%		0.67		0.67		0.98			0.07			0.00	**
Portfolio turnover rate	%		93		85		124			106			114



		Class B


		Year Ended October 31,

		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		48.53			38.83			30.30			26.43			19.25




Income (loss) from investment operations:
Net investment income (loss)	$		0.00	* **		(0.01	)*		0.10	*		(0.19	)		(0.24	)
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		19.78			9.75			8.33			4.04			7.42
Total from investment operations	$		19.78			9.74			8.43			3.85			7.18




Less distributions from:
Net investment income	$		—			0.04			—			—			—
Total distributions	$		—			0.04			—			—			—
Payment by affiliate	$		—			—			0.10			0.02			—
Net asset value, end of year	$		68.31			48.53			38.83			30.30			26.43




Total Return⁽¹⁾	%		40.76			25.10			28.15	††		14.64	†		37.30





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		65,619			58,469			57,131			58,318			62,104




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		2.25			2.31			2.39			2.37			2.59
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		2.25			2.31			2.39			2.40			2.60
Net investment income (loss) after expense reimbursement/recoupment⁽²⁾	%		0.00	**		(0.03	)		0.29			(0.60	)		(0.68	)
Portfolio turnover rate	%		93			85			124			106			114

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

⁽²⁾ The Investment Adviser has agreed to limit expenses, (excluding interest, taxes, brokerage and extraordinary expenses) subject to possible recoupment by ING Investments, LLC within three years of being incurred.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005 or 0.005%.

† In 2004, the Sub-Adviser fully reimbursed the Fund for a loss incurred from a transaction not meeting the Fund’s investment guidelines, which otherwise would have reduced total return by 0.07%.

†† In 2005, 0.34% and 0.33% of the total return on Class A and Class B, respectively, consists of a payment by affiliate. Excluding this item, total return would have been 28.63% and 27.82% on Class A and Class B, respectively.

See Accompanying Notes to Financial Statements

109

ING INTERNATIONAL SMALLCAP FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class C


		Year Ended October 31,

		2007			2006			2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		44.39			35.59			27.77			24.23			17.65




Income (loss) from investment operations:
Net investment income (loss)	$		0.00	* **		(0.00	)**		0.10	*		(0.17	)		(0.29	)
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		18.09			8.91			7.62			3.70			6.87
Total from investment operations	$		18.09			8.91			7.72			3.53			6.58




Less distributions from:
Net investment income	$		0.00	**		0.11			—			—			—
Total distributions	$		0.00	**		0.11			—			—			—
Payment by affiliate	$		—			—			0.10			0.01			—
Net asset value, end of year	$		62.48			44.39			35.59			27.77			24.23




Total Return⁽²⁾	%		40.76			25.09			28.16	††		14.61	†		37.28





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		104,274			65,534			52,420			47,793			50,227




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		2.25			2.31			2.39			2.37			2.59
Net expenses after expense reimbursement/recoupment ⁽⁴⁾	%		2.25			2.31			2.39			2.40			2.60
Net investment income (loss) after expense reimbursement/recoupment⁽⁴⁾	%		0.01			(0.01	)		0.30			(0.60	)		(0.68	)
Portfolio turnover rate	%		93			85			124			106			114



		Class I

		Year		December 21,
		Ended		2005⁽¹⁾to
		October 31,		October 31,
		2007		2006

Per Share Operating Performance:
Net asset value, beginning of period	$		47.35		40.64




Income from investment operations:
Net investment income	$		0.60		0.39	*
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		19.25		6.32
Total from investment operations	$		19.85		6.71




Less distributions from:
Net investment income	$		0.48		—
Total distributions	$		0.48		—
Net asset value, end of period	$		66.72		47.35




Total Return⁽²⁾	%		42.24		16.51





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		376,737		137,184




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment⁽³⁾	%		1.20		1.20
Net expenses after expense reimbursement/recoupment ⁽³⁾⁽⁴⁾	%		1.20		1.20
Net investment income after expense reimbursement/recoupment⁽³⁾⁽⁴⁾	%		1.12		1.02
Portfolio turnover rate	%		93		85

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is more than $(0.005) or less than $0.005.

† In 2004, the Sub-Adviser fully reimbursed the Fund for a loss incurred from a transaction not meeting the Fund’s investment guidelines, which otherwise would have reduced total return by 0.07%.

†† In 2005, 0.36% of the total return consists of a payment by affiliate. Excluding this item, total return would have been 27.80%.

See Accompanying Notes to Financial Statements

110

ING INTERNATIONAL SMALLCAP FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class Q


		Year Ended October 31,

		2007		2006		2005			2004			2003

Per Share Operating Performance:
Net asset value, beginning of year	$		50.65		40.53		31.34			27.11			19.54




Income from investment operations:
Net investment income	$		0.48		0.37		0.43	*		0.10			0.21
Net realized and unrealized gain on investments and foreign currency related transactions, net of Indian capital gains tax	$		20.62		10.16		8.66			4.13			7.36
Total from investment operations	$		21.10		10.53		9.09			4.23			7.57




Less distributions from:
Net investment income	$		0.34		0.41		—			0.01			—
Total distributions	$		0.34		0.41		—			0.01			—
Payment by affiliate	$		—		—		0.10			0.01			—
Net asset value, end of year	$		71.41		50.65		40.53			31.34			27.11




Total Return⁽¹⁾	%		41.87		26.14		29.32	††		15.66	†		38.74





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		131,142		82,245		57,846			61,166			79,140




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment	%		1.45		1.48		1.49			1.47			1.58
Net expenses after expense reimbursement/recoupment ⁽²⁾	%		1.45		1.48		1.49			1.50			1.59
Net investment income after expense reimbursement/recoupment⁽²⁾	%		0.81		0.83		1.18			0.28			0.35
Portfolio turnover rate	%		93		85		124			106			114

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Calculated using average number of shares outstanding throughout the period.

† In 2004, the Sub-Adviser fully reimbursed the Fund for a loss incurred from a transaction not meeting the Fund’s investment guidelines, which otherwise would have reduced total return by 0.07%.

†† In 2005, 0.36% of the total return consists of a payment by affiliate. Excluding this item, total return would have been 28.96%.

See Accompanying Notes to Financial Statements

111

ING INTERNATIONAL VALUE FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class A


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		21.52			18.33			16.90			13.71		10.40




Income from investment operations:
Net investment income	$		0.24	*		0.18	*		0.17			0.13		0.08
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.73			4.58			2.28			3.15		3.48
Total from investment operations	$		3.97			4.76			2.45			3.28		3.56




Less distributions from:
Net investment income	$		0.20			0.16			0.22			0.09		0.05
Net realized gains on investments	$		2.14			1.41			0.80			—		0.20
Total distributions	$		2.34			1.57			1.02			0.09		0.25
Payment by affiliate	$		—			—			0.00	**		—		—
Net asset value, end of year	$		23.15			21.52			18.33			16.90		13.71




Total Return⁽¹⁾	%		19.87			27.64			15.06	†		24.03		35.11





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		2,136,218			1,995,027			1,732,332			1,869,868		1,641,943




Ratios to average net assets:
Gross expenses prior to brokerage commission recapture	%		1.59			1.60			1.60			1.61		1.74
Net expenses after brokerage commission recapture	%		1.59			1.60			1.60			1.61		1.74
Net investment income after brokerage commission recapture	%		1.08			0.90			0.88			0.79		0.66
Portfolio turnover rate	%		32			25			21			29		9



		Class B


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		21.07			17.95			16.58			13.45		10.23




Income (loss) from investment operations:
Net investment income (loss)	$		0.08	*		0.04	*		0.05			0.02		(0.00	)**
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.66			4.50			2.23			3.11		3.42
Total from investment operations	$		3.74			4.54			2.28			3.13		3.42




Less distributions from:
Net investment income	$		0.03			0.01			0.11			—		—
Net realized gains on investments	$		2.14			1.41			0.80			—		0.20
Total distributions	$		2.17			1.42			0.91			—		0.20
Payment by affiliate	$		—			—			0.00	**		—		—
Net asset value, end of year	$		22.64			21.07			17.95			16.58		13.45




Total Return⁽¹⁾	%		19.03			26.81			14.21	†		23.27		34.11





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		301,705			368,952			411,071			454,952		420,651




Ratios to average net assets:
Gross expenses prior to brokerage commission recapture	%		2.29			2.30			2.30			2.31		2.44
Net expenses after brokerage commission recapture	%		2.29			2.30			2.30			2.31		2.44
Net investment income (loss) after brokerage commission recapture	%		0.39			0.20			0.17			0.09		(0.04	)
Portfolio turnover rate	%		32			25			21			29		9

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005 or more than $(0.005).

† In 2005, there was no impact on total return due to payment by affiliate.

See Accompanying Notes to Financial Statements

112

ING INTERNATIONAL VALUE FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class C


		Year Ended October 31,

		2007			2006		2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		20.98			17.91		16.54			13.42		10.21




Income (loss) from investment operations:
Net investment income (loss)	$		0.08	*		0.05		0.04			0.02		(0.00	)*
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.65			4.46		2.24			3.10		3.41
Total from investment operations	$		3.73			4.51		2.28			3.12		3.41




Less distributions from:
Net investment income	$		0.05			0.03		0.11			—		—
Net realized gains on investments	$		2.14			1.41		0.80			—		0.20
Total distributions	$		2.19			1.44		0.91			—		0.20
Payment by affiliate	$		—			—		0.00	*		—		—
Net asset value, end of year	$		22.52			20.98		17.91			16.54		13.42




Total Return⁽¹⁾	%		19.10			26.71		14.25	†		23.25		34.08





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		757,941			729,067		663,626			675,039		628,704




Ratios to average net assets:
Gross expenses prior to expense waiver and brokerage commission recapture	%		2.29			2.30		2.30			2.31		2.44
Net expenses after expense waiver and prior to brokerage commission recapture	%		2.28			2.30		2.30			2.31		2.44
Net expenses after expense waiver and brokerage commission recapture	%		2.28			2.30		2.30			2.31		2.44
Net investment income (loss) after expense waiver and brokerage commission recapture	%		0.38			0.20		0.15			0.09		(0.04	)
Portfolio turnover rate	%		32			25		21			29		9



		Class I


		Year Ended October 31,

		2007			2006		2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		21.58			18.38		16.96			13.74		10.43




Income from investment operations:
Net investment income	$		0.32	*		0.25		0.20			0.16		0.13
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.74			4.60		2.31			3.20		3.48
Total from investment operations	$		4.06			4.85		2.51			3.36		3.61




Less distributions from:
Net investment income	$		0.28			0.24		0.29			0.14		0.10
Net realized gains on investments	$		2.14			1.41		0.80			—		0.20
Total distributions	$		2.42			1.65		1.09			0.14		0.30
Payment by affiliate	$		—			—		0.00	*		—		—
Net asset value, end of year	$		23.22			21.58		18.38			16.96		13.74




Total Return⁽¹⁾	%		20.31			28.15		15.42	†		24.67		35.58





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		2,176,402			1,728,560		1,221,594			831,142		482,047




Ratios to average net assets:
Gross expenses prior to brokerage commission recapture	%		1.23			1.22		1.23			1.21		1.29
Net expenses after brokerage commission recapture	%		1.23			1.22		1.23			1.21		1.29
Net investment income after brokerage commission recapture	%		1.45			1.26		1.18			1.18		1.12
Portfolio turnover rate	%		32			25		21			29		9

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Amount is less than $0.005 or more than $(0.005).

† In 2005, there was no impact on total return due to payment by affiliate.

See Accompanying Notes to Financial Statements

113

ING INTERNATIONAL VALUE FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



		Class Q


		Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		21.57			18.37			16.94			13.73		10.44




Income from investment operations:
Net investment income	$		0.31	*		0.21	*		0.19			0.14		0.10
Net realized and unrealized gain on investments and foreign currency related transactions	$		3.74			4.59			2.29			3.17		3.49
Total from investment operations	$		4.05			4.80			2.48			3.31		3.59




Less distributions from:
Net investment income	$		0.22			0.19			0.25			0.10		0.10
Net realized gains on investments	$		2.14			1.41			0.80			—		0.20
Total distributions	$		2.36			1.60			1.05			0.10		0.30
Payment by affiliate	$		—			—			0.00	**		—		—
Net asset value, end of year	$		23.26			21.57			18.37			16.94		13.73




Total Return⁽¹⁾	%		20.25			27.82			15.20	†		24.32		35.37





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		26,512			26,383			27,993			28,862		29,319




Ratios to average net assets:
Gross expenses prior to expense waiver and brokerage commission recapture	%		1.48			1.47			1.48			1.46		1.54
Net expenses after expense waiver and prior to brokerage commission recapture	%		1.27			1.47			1.48			1.46		1.54
Net expenses after expense waiver and brokerage commission recapture	%		1.27			1.47			1.48			1.46		1.54
Net investment income after expense waiver brokerage commission recapture	%		1.40			1.06			0.99			0.89		0.87
Portfolio turnover rate	%		32			25			21			29		9

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

† In 2005, there was no impact on total return due to payment by affiliate.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

See Accompanying Notes to Financial Statements

114

ING INTERNATIONAL VALUE CHOICE FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A


		Year Ended						February 1,
		October 31,						2005⁽¹⁾to
								October 31,
		2007			2006			2005

Per Share Operating Performance:
Net asset value, beginning of period	$		12.42			10.70			10.00




Income from investment operations:
Net investment income	$		0.10	*		0.12	*		0.11	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.65			1.86			0.59
Total from investment operations	$		2.75			1.98			0.70




Less distributions from:
Net investment income	$		0.07			0.10			—
Net realized gains on investments	$		0.21			0.16			—
Total distributions	$		0.28			0.26			—
Net asset value, end of period	$		14.89			12.42			10.70




Total Return⁽²⁾	%		22.48			18.82			7.00





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		16,598			17,962			6,115




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture ⁽³⁾	%		1.63			1.71			3.44
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.70			1.70			1.70
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.70			1.69			1.70
Net investment income after expense reimbursement/recoupment and brokerage commission recapture ⁽³⁾⁽⁴⁾	%		0.77			1.04			1.08
Portfolio turnover rate	%		88			31			24



		Class B


		Year Ended						February 1,
		October 31,						2005⁽¹⁾to
								October 31,
		2007			2006			2005

Per Share Operating Performance:
Net asset value, beginning of period	$		12.27			10.65			10.00




Income from investment operations:
Net investment income	$		0.00	* **		0.04	*		0.04	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.61			1.82			0.61
Total from investment operations	$		2.61			1.86			0.65




Less distributions from:
Net investment income	$		—			0.08			—
Net realized gains on investments	$		0.21			0.16			—
Total distributions	$		0.21			0.24			—
Net asset value, end of period	$		14.67			12.27			10.65




Total Return⁽²⁾	%		21.54			17.77			6.50





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		3,805			3,565			1,427




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment and brokerage commission recapture ⁽³⁾	%		2.38			2.46			4.19
Net expenses after expense reimbursement/recoupment and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.45			2.45			2.45
Net expenses after expense reimbursement/recoupment and brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.45			2.44			2.45
Net investment income after expense reimbursement/recoupment and brokerage commission recapture ⁽³⁾⁽⁴⁾	%		0.01			0.35			0.36
Portfolio turnover rate	%		88			31			24

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005.

See Accompanying Notes to Financial Statements

115

ING INTERNATIONAL VALUE CHOICE FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class C


		Year Ended						February 4,
		October 31,						2005⁽¹⁾to
								October 31,
		2007			2006			2005

Per Share Operating Performance:
Net asset value, beginning of period	$		12.29			10.66			10.01




Income from investment operations:
Net investment income	$		0.00	**		0.04	*		0.04	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.62			1.83			0.61
Total from investment operations	$		2.62			1.87			0.65




Less distributions from:
Net investment income	$		—			0.08			—
Net realized gains on investments	$		0.21			0.16			—
Total distributions	$		0.21			0.24			—
Net asset value, end of period	$		14.70			12.29			10.66




Total Return⁽²⁾	%		21.58			17.78			6.49





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		4,930			4,189			1,796




Ratios to average net assets:
Gross expenses prior to expense reimbursement and brokerage commission recapture⁽³⁾	%		2.38			2.46			4.19
Net expenses after expense reimbursement and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.45			2.45			2.45
Net expenses after expense reimbursement and brokerage commission recapture⁽³⁾⁽⁴⁾	%		2.45			2.44			2.45
Net investment income after expense reimbursement and brokerage commission recapture⁽³⁾⁽⁴⁾	%		0.00	**		0.33			0.35
Portfolio turnover rate	%		88			31			24



		Class I

		Year			December 21,
		Ended			2005⁽¹⁾to
		October 31,			October 31,
		2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		12.42			11.04




Income from investment operations:
Net investment income	$		0.17	*		0.16	*
Net realized and unrealized gain on investments and foreign currency related transactions	$		2.64			1.22
Total from investment operations	$		2.81			1.38




Less distributions from:
Net investment income	$		0.10			—
Net realized gains on investments	$		0.21			—
Total distributions	$		0.31			—
Net asset value, end of period	$		14.92			12.42




Total Return⁽²⁾	%		23.04			12.50





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		60,413			36,899




Ratios to average net assets:
Gross expenses prior to expense reimbursement and brokerage commission recapture⁽³⁾	%		1.24			1.36
Net expenses after expense reimbursement and prior to brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.31			1.35
Net expenses after expense reimbursement and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.31			1.34
Net investment income after expense reimbursement and brokerage commission recapture⁽³⁾⁽⁴⁾	%		1.29			1.56
Portfolio turnover rate	%		88			31

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

** Amount is less than $0.005 or 0.005%.

See Accompanying Notes to Financial Statements

116

ING INTERNATIONAL VALUE OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout the period.


		Class A		Class B			Class C			Class I

		February 28,		February 28,			February 28,			February 28,
		2007⁽¹⁾to		2007⁽¹⁾to			2007⁽¹⁾to			2007⁽¹⁾to
		October 31,		October 31,			October 31,			October 31,
		2007		2007			2007			2007

Per Share Operating Performance:
Net asset value, beginning of period	$		10.00		10.00			10.00			10.00




Income from investment operations:
Net investment income	$		0.17		0.02	*		0.01	*		0.20
Net realized and unrealized gain on investments and foreign currency related transactions	$		0.47		0.57			0.55			0.47
Total from investment operations	$		0.64		0.59			0.56			0.67
Net asset value, end of period	$		10.64		10.59			10.56			10.67




Total Return⁽²⁾	%		6.40		5.90			5.60			6.70





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		10,671		2			28			1




Ratios to average net assets:
Gross expenses prior to expense reimbursement⁽³⁾	%		2.80		3.55			3.55			2.55
Net expenses after expense reimbursement⁽³⁾⁽⁴⁾	%		1.40		2.15			2.15			1.15
Net investment income after expense reimbursement ⁽³⁾⁽⁴⁾	%		2.52		0.33			0.19			2.94
Portfolio turnover rate	%		41		41			41			41

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

117

ING RUSSIA FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each year.



	Class A


	Year Ended October 31,

		2007			2006			2005			2004		2003

Per Share Operating Performance:
Net asset value, beginning of year	$		55.81			33.49			25.01			19.13		12.15




Income (loss) from investment operations:
Net investment income (loss)	$		(0.33	)**		(0.27	)		(0.00	)*		0.04		(0.00	)*
Net realized and unrealized gain on investments and foreign currency related transactions	$		25.77			22.37			8.39			5.69		7.06
Total from investment operations	$		25.44			22.10			8.39			5.73		7.06




Less distributions from:
Net investment income	$		—			—			0.01			0.02		0.12
Net realized gains on investments	$		3.12			—			—			—		—
Total distributions	$		3.12			—			0.01			0.02		0.12
Redemption fees applied to capital	$		—			0.22			0.10			0.17		0.04
Net asset value, end of year	$		78.13			55.81			33.49			25.01		19.13




Total Return⁽¹⁾	%		47.16			66.65			33.98			30.88		58.98





Ratios and Supplemental Data:
Net assets, end of year (000’s)	$		922,504			751,947			271,603			212,180		161,601




Ratios to average net assets:
Expenses	%		1.96			1.98			2.13			2.01		2.09
Net investment income (loss)	%		(0.52	)		(0.64	)		(0.01	)		0.15		(0.02	)
Portfolio turnover rate	%		12			20			26			54		23

⁽¹⁾ Total return is calculated assuming reinvestment of all dividends and capital gain distributions at net asset value and excluding the deduction of sales charges.

* Amount is more than $(0.005).

** Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

118

ING EMERGING MARKETS FIXED INCOME FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A						Class B

		Year			December 21,			Year			January 4,
		Ended			2005⁽¹⁾to			Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		10.33			10.00			10.30			10.15




Income from investment operations:
Net investment income	$		0.66	*		0.64	*		0.54	*		0.59	*
Net realized and unrealized gain on investments, foreign currency related transactions, and futures	$		0.06			0.26			0.10			0.09
Total from investment operations	$		0.72			0.90			0.64			0.68




Less distributions from:
Net investment income	$		0.63			0.57			0.55			0.53
Net realized gains on investments	$		0.03			—			0.03			—
Total distributions	$		0.66			0.57			0.58			0.53
Net asset value, end of period	$		10.39			10.33			10.36			10.30




Total Return⁽²⁾	%		7.18			9.28			6.40			6.92





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		10,539			26,121			404			293




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment⁽⁴⁾	%		1.12			2.41			1.87			3.16
Net expenses after expense reimbursement/recoupment ⁽³⁾⁽⁴⁾	%		1.20			1.25			1.95			2.00
Net investment income after expense reimbursement/recoupment⁽³⁾⁽⁴⁾	%		6.39			7.36			5.22			6.91
Portfolio turnover rate	%		29			56			29			56



		Class C					Class I

		Year		March 1,			December 20,			May 1,			February 7,
		Ended		2006⁽¹⁾to			2006⁽¹⁾to			2006 to			2006⁽¹⁾to
		October 31,		October 31,			October 31,			August 24,			April 30,
		2007		2006			2007			2006⁽⁵⁾			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		10.29		10.43			10.48			10.18			10.24




Income (loss) from investment operations:
Net investment income	$		0.53		0.61	*		0.54			0.26	*		0.28	*
Net realized and unrealized gain (loss) on investments, foreign currency related transactions, and futures	$		0.11		(0.34	)		(0.11	)		(0.28	)		(0.19	)
Total from investment operations	$		0.64		0.27			0.43			(0.02	)		0.09




Less distributions from:
Net investment income	$		0.55		0.41			0.55			0.06			0.15
Net realized gains on investments	$		0.03		—			—			—			—
Total distributions	$		0.58		0.41			0.55			0.06			0.15
Net asset value, end of period	$		10.35		10.29			10.36			10.10			10.18




Total Return⁽²⁾	%		6.41		2.75			4.25			(0.15	)		0.91





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		1,564		344			303,156			13			13




Ratios to average net assets:
Gross expenses prior to expense reimbursement/recoupment⁽⁴⁾	%		1.87		3.16			0.84			2.33			2.65
Net expenses after expense reimbursement/recoupment⁽³⁾⁽⁴⁾	%		1.95		2.00			0.92			1.06			1.00
Net investment income after expense reimbursement/recoupment⁽³⁾⁽⁴⁾	%		4.87		7.09			5.36			8.32			7.79
Portfolio turnover rate	%		29		56			29			29			26

⁽¹⁾ Commencement of operations.

⁽⁴⁾ Annualized for periods less than one year.

⁽⁵⁾ Class I was fully redeemed on August 25, 2006 and re-commenced operations on December 20, 2006.


*	Calculated using average number of shares outstanding throughout the period.

119

ING GLOBAL BOND FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A						Class B

		Year			June 30,			Year			June 30,
		Ended			2006⁽¹⁾to			Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		10.25			10.00			10.24			10.00




Income from investment operations:
Net investment income	$		0.31	*		0.08	*		0.25	*		0.06	*
Net realized and unrealized gain on investments, foreign currency related transactions, and futures	$		0.64			0.23			0.62			0.22
Total from investment operations	$		0.95			0.31			0.87			0.28




Less distributions from:
Net investment income	$		0.43			0.06			0.38			0.04
Net realized gains on investments	$		0.18			—			0.18			—
Total distributions	$		0.61			0.06			0.56			0.04
Net asset value, end of period	$		10.59			10.25			10.55			10.24




Total Return⁽²⁾	%		9.61			3.13			8.74			2.84





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		28,887			25,784			342			28




Ratios to average net assets:
Gross expenses prior to expense reimbursement⁽³⁾	%		1.46			1.38			2.21			2.13
Net expenses after expense reimbursement⁽³⁾⁽⁴⁾	%		0.90	†		0.90			1.65	†		1.65
Net investment income after expense reimbursement ⁽³⁾⁽⁴⁾	%		3.08			2.41			2.44			2.00
Portfolio turnover rate	%		858			451			858			451



		Class C						Class I

		Year			June 30,			Year			June 30,
		Ended			2006⁽¹⁾to			Ended			2006⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		10.24			10.00			10.25			10.00




Income from investment operations:
Net investment income	$		0.24	*		0.06	*		0.35	*		0.09	*
Net realized and unrealized gain on investments, foreign currency related transactions, and futures	$		0.64			0.22			0.63			0.23
Total from investment operations	$		0.88			0.28			0.98			0.32




Less distributions from:
Net investment income	$		0.35			0.04			0.47			0.07
Net realized gains on investments	$		0.18			—			0.18			—
Total distributions	$		0.53			0.04			0.65			0.07
Net asset value, end of period	$		10.59			10.24			10.58			10.25




Total Return⁽²⁾	%		8.90			2.82			9.88			3.23





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		1,627			36			1			1




Ratios to average net assets:
Gross expenses prior to expense reimbursement⁽³⁾	%		2.21			2.13			1.00			1.03
Net expenses after expense reimbursement⁽³⁾⁽⁴⁾	%		1.65	†		1.65			0.61	†		0.55
Net investment income after expense reimbursement ⁽³⁾⁽⁴⁾	%		2.33			1.68			3.47			2.68
Portfolio turnover rate	%		858			451			858			451

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

* Calculated using average number of shares outstanding throughout the period.

† Impact of waiving the advisory fee for the ING Institutional Prime Money Market Fund holding has less than 0.01% impact on the expense ratio.

120

ING DIVERSIFIED INTERNATIONAL FUND

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout each period.



		Class A						Class B

		Year			December 21,			Year			December 21,
		Ended			2005⁽¹⁾to			Ended			2005⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.61			10.00			11.54			10.00




Income (loss) from investment operations:
Net investment income (loss)	$		0.05	*		(0.03	)*		(0.04	)		(0.10	)*
Net realized and unrealized gain on investments in affiliates	$		3.38			1.64			3.35			1.64
Total from investment operations	$		3.43			1.61			3.31			1.54




Less distributions from:
Net investment income	$		0.06			—			0.01			—
Total distributions	$		0.06			—			0.01			—
Net asset value, end of period	$		14.98			11.61			14.84			11.54




Total Return⁽²⁾	%		29.66			16.10			28.68			15.40





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		383,364			170,108			43,667			23,035




Ratios to average net assets:
Gross expenses prior to expense reimbursement ⁽⁴⁾⁽⁵⁾	%		0.55			0.66			1.30			1.41
Net expenses after expense reimbursement^(3)(4)(5)	%		0.21			0.35			0.96			1.10
Net investment income (loss) after expense reimbursement^(3)(4)(5)	%		0.37			(0.35	)		(0.34	)		(1.10	)
Portfolio turnover rate	%		32			30			32			30



		Class C						Class I

		Year			December 21,			Year			December 21,
		Ended			2005⁽¹⁾to			Ended			2005⁽¹⁾to
		October 31,			October 31,			October 31,			October 31,
		2007			2006			2007			2006

Per Share Operating Performance:
Net asset value, beginning of period	$		11.54			10.00			11.63			10.00




Income (loss) from investment operations:
Net investment income (loss)	$		(0.05	)*		(0.10	)*		0.03	*		(0.01	)*
Net realized and unrealized gain on investments in affiliates	$		3.35			1.64			3.41			1.64
Total from investment operations	$		3.30			1.54			3.44			1.63




Less distributions from:
Net investment income	$		0.01			—			0.08			—
Total distributions	$		0.01			—			0.08			—
Net asset value, end of period	$		14.83			11.54			14.99			11.63




Total Return⁽²⁾	%		28.63			15.40			29.69			16.30





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		168,661			69,825			32			4




Ratios to average net assets:
Gross expenses prior to expense reimbursement ⁽⁴⁾⁽⁵⁾	%		1.30			1.41			0.30			0.45
Net expenses after expense reimbursement^(3)(4)(5)	%		0.96			1.10			0.09			0.10
Net investment income (loss) after expense reimbursement^(3)(4)(5)	%		(0.39	)		(1.10	)		0.21			(0.13	)
Portfolio turnover rate	%		32			30			32			30

⁽¹⁾ Commencement of operations.

⁽⁴⁾ Annualized for periods less than one year.

⁽⁵⁾ Expense ratios do not include expenses of Underlying Funds.

* Calculated using average number of shares outstanding throughout the period.

121

ING DIVERSIFIED INTERNATIONAL FUND (CONTINUED)

FINANCIAL HIGHLIGHTS

Selected data for a share of beneficial interest outstanding throughout the period.


		Class R

		December 12,
		2006⁽¹⁾to
		October 31,
		2007

Per Share Operating Performance:
Net asset value, beginning of period	$		12.19




Income (loss) from investment operations:
Net investment loss	$		(0.05	)*
Net realized and unrealized gain on investments in affiliates	$		2.76
Total from investment operations	$		2.71




Less distributions from:
Net investment income	$		0.08
Total distributions	$		0.08
Net asset value, end of period	$		14.82




Total Return⁽²⁾	%		22.33





Ratios and Supplemental Data:
Net assets, end of period (000’s)	$		432




Ratios to average net assets:
Gross expenses prior to expense reimbursement ⁽³⁾⁽⁵⁾	%		0.80
Net expenses after expense reimbursement ^(3)(4)(5)	%		0.46
Net investment loss after expense reimbursement ^(3)(4)(5)	%		(0.36	)
Portfolio turnover rate	%		32

⁽¹⁾ Commencement of operations.

⁽³⁾ Annualized for periods less than one year.

⁽⁵⁾ Expense ratios do not include expenses of Underlying Funds.

* Calculated using average number of shares outstanding throughout the period.

122

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007

NOTE 1 — ORGANIZATION

Organization. The ING Funds included in this report are comprised of ING Mutual Funds (“IMF”) and ING Mayflower Trust (“IMT”) (each a “Registrant” and collectively, the “Registrants”); both are organized as open-end investment management companies registered under the Investment Company Act of 1940, as amended (“1940 Act”).

IMF is a Delaware statutory trust organized December 18, 1992 with twenty separate active series, all of which are included in this report, (each, a “Fund” and collectively, the “IMF Funds”): ING Global Equity Dividend Fund (“Global Equity Dividend”), ING Global Natural Resources Fund (“Global Natural Resources”), ING Global Real Estate Fund (“Global Real Estate”), ING Global Value Choice Fund (“Global Value Choice”), ING Disciplined International SmallCap Fund (“Disciplined International SmallCap”), ING Emerging Countries Fund (“Emerging Countries”), ING Foreign Fund (“Foreign”), ING Greater China Fund (“Greater China”), ING Index Plus International Equity Fund (“Index Plus International Equity”), ING International Capital Appreciation Fund (“International Capital Appreciation”), ING International Equity Dividend Fund (“International Equity Dividend”), ING International Growth Opportunities Fund (“International Growth Opportunities”) (formerly, ING International Fund), ING International Real Estate Fund (“International Real Estate”), ING International SmallCap Fund (“International SmallCap”), ING International Value Choice Fund (“International Value Choice”), ING International Value Opportunities Fund (“International Value Opportunities”), ING Russia Fund (“Russia”), ING Emerging Markets Fixed Income Fund (“Emerging Markets Fixed Income”), ING Global Bond Fund (“Global Bond”) and ING Diversified International Fund (“Diversified International”). IMT is a Massachusetts business trust organized August 18, 1993 with one series, ING International Value Fund (“International Value”) (a “Fund” and together with the IMF Funds, the “Funds”). The investment objective of each Fund is described in the Funds’ prospectus.

Each Fund offers at least one or more of the following classes of shares: Class A, Class B, Class C, Class I, Class O, Class Q and Class R. The separate classes of shares differ principally in the applicable sales charges (if any), distribution fees and shareholder servicing fees and transfer agent fees. Generally, shareholders of each class also bear certain expenses that pertain to that particular class. All shareholders bear the common expenses of the Fund and earn income and realized gains/losses from the portfolio pro rata based on the average daily net assets of each class, without distinction between share classes. Common expenses of the Funds (including custodial asset-based fees, legal and audit fees, printing and mailing expenses, transfer agency out-of-pocket expenses, and fees and expenses of the independent trustees) are allocated to each Fund in proportion to its relative daily net assets. Expenses directly attributable to a particular fund (including advisory, administration, custodial transaction-based, registration, other professional, distribution and/or service fees, certain taxes, and offering costs) are charged directly to that Fund. Differences in per share dividend rates generally result from the differences in separate class expenses, including distribution and shareholder servicing fees. Class B shares, along with their pro rata reinvested dividend shares, automatically convert to Class A shares eight years after purchase.

International Value is closed to new investments except for shares purchased (1) through the reinvestment of dividends and distributions; (2) by 401(k), 403(b) and 457 plans that have selected International Value as an investment option prior to June 28, 2002; (3) by shareholders participating in mutual fund wrap fee programs who were invested in International Value prior to June 28, 2002; (4) by new 401(k), 403(b) and 457 plans and new shareholders participating in mutual fund wrap fee programs subject to approval by the Investment Adviser and Sub-Adviser based on their assessment of the Fund’s ability to invest the monies consistent with the Fund’s objectives in light of market conditions, the size of the purchase, and other relevant factors relating to International Value; (5) by certain institutional and separately managed account investors that are pre-existing clients of the Sub-Adviser; and (6) by employees of the Investment Adviser or Sub-Adviser and their affiliates. Proof of eligibility may be required. Institutional and separately managed account investors that are pre-existing clients of the Sub-Adviser and employees of the Investment Adviser or Sub-Adviser and their affiliates must identify themselves as such at the time of purchase. Failure to do so may result in a rejection of the purchase. The Fund may reopen in the future subject to the discretion of the Board of Trustees of IMT.

Effective January 2, 2007, Class M shareholders of Emerging Countries were converted to Class A shares

123

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 1 — ORGANIZATION (continued)

of Emerging Countries. In addition, Emerging Countries does not impose any front-end sales charge (load) on purchases of Class A shares of Emerging Countries by its former Class M shareholders for the life of their account.

Diversified International seeks to achieve its investment objective by investing in other ING Funds (“Underlying Funds”) and uses asset allocation strategies to determine how much to invest in the Underlying Funds.

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies are consistently followed by the Funds in the preparation of their financial statements, and such policies are in conformity with U.S. generally accepted accounting principles for investment companies.

A. Security Valuation. For all Funds except Russia and Diversified International, investments in equity securities traded on a national securities exchange are valued at the last reported sale price. Securities reported by NASDAQ will be valued at the NASDAQ official closing prices. Securities traded on an exchange or NASDAQ for which there has been no sale, securities traded in the over-the-counter-market, gold and silver bullion, platinum and palladium are valued at the mean between the last reported bid and ask prices. All investments quoted in foreign currencies will be valued daily in U.S. dollars on the basis of the foreign currency exchange rates prevailing at that time. Debt securities are valued at prices obtained from independent services or from one or more dealers making markets in the securities and may be adjusted based on the Funds’ valuation procedures. U.S. government obligations are valued by using market quotations or independent pricing services that use prices provided by market-makers or estimates of market values obtained from yield data relating to instruments or securities with similar characteristics.

Securities and assets for which market quotations are not readily available (which may include certain restricted securities which are subject to limitations as to their sale) are valued at their fair values as determined in good faith by or under the supervision of the Funds’ Board in accordance with methods that are specifically authorized by the Board. Securities traded on exchanges, including foreign exchanges, which close earlier than the time that a Fund calculates its next net asset value (“NAV”) may also be valued at their fair values as determined in good faith by or under the supervision of a Funds’ Board, in accordance with methods that are specifically authorized by the Board. The valuation techniques applied in any specific instance are likely to vary from case to case. With respect to a restricted security, for example, consideration is generally given to the cost of the investment, the market value of any unrestricted securities of the same class at the time of valuation, the potential expiration of restrictions on the security, the existence of any registration rights, the costs to a Fund related to registration of the security, as well as factors relevant to the issuer itself. Consideration may also be given to the price and extent of any public trading in similar securities of the issuer or comparable companies’ securities.

The value of a foreign security traded on an exchange outside the United States is generally based on its price on the principal foreign exchange where it trades as of the time a Fund determines its NAV or if the foreign exchange closes prior to the time the Fund determines its NAV, the most recent closing price of the foreign security on its principal exchange. Trading in certain non-U.S. securities may not take place on all days on which the New York Stock Exchange (“NYSE”) is open. Further, trading takes place in various foreign markets on days on which the NYSE is not open. Consequently, the calculation of a Fund’s NAV may not take place contemporaneously with the determination of the prices of securities held by a Fund in foreign securities markets. Further, the value of a Fund’s assets may be significantly affected by foreign trading on days when a shareholder cannot purchase or redeem shares of the Fund. In calculating a Fund’s NAV, foreign securities in foreign currency are converted to U.S. dollar equivalents.

If an event occurs after the time at which the market for foreign securities held by a Fund closes but before the time that a Fund’s next NAV is calculated, such event may cause the closing price on the foreign exchange to not represent a readily available reliable market value quotation for such securities at the time a Fund determines

124

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

its NAV. In such a case, a Fund will use the fair value of such securities as determined under the Funds’ valuation procedures. Events after the close of trading on a foreign market that could require a Fund to fair value some or all of its foreign securities include, among others, securities trading in the U.S. and other markets, corporate announcements, natural and other disasters, and political and other events. Among other elements of analysis in the determination of a security’s fair value, the Board has authorized the use of one or more independent research services to assist with such determinations. An independent research service may use statistical analyses and quantitative models to help determine fair value as of the time a Fund calculates its NAV. There can be no assurance that such models accurately reflect the behavior of the applicable markets or the effect of the behavior of such markets on the fair value of securities, or that such markets will continue to behave in a fashion that is consistent with such models. Unlike the closing price of a security on an exchange, fair value determinations employ elements of judgment. Consequently, the fair value assigned to a security may not represent the actual value that a Fund could obtain if it were to sell the security at the time of the close of the NYSE. Pursuant to procedures adopted by the Board, a Fund is not obligated to use the fair valuations suggested by any research service, and valuation recommendations provided by such research services may be overridden if other events have occurred or if other fair valuations are determined in good faith to be more accurate. Unless an event is such that it causes a Fund to determine that the closing prices for one or more securities do not represent readily available reliable market value quotations at the time the Fund determines its NAV, events that occur between the time of the close of the foreign market on which they are traded and the close of regular trading on the NYSE will not be reflected in the Fund’s NAV. Investments in securities maturing in 60 days or less are valued at amortized cost, which, when combined with accrued interest approximates market value.

For the Russia Fund, the valuation procedures for Russian equity securities are to price local shares according to the most recent available bid prices. If securities are not listed on the Russian Trade System or on any other pricing service that lists available bid quotes, then the mean of at least two broker bid quotes is used. For equity securities of an issuer in Russia for which there are no readily available reliable market value quotations, the following benchmark pricing procedure shall apply on any day on which the largest securities exchange in Russia (the “RTS”) declines by 2.5% or more; the price of the security shall be adjusted by the amount of the downward change in a composite of the other companies that are publicly traded in the same sector as the issuer, if ascertainable, and if not ascertainable, by the amount of downward change in the RTS.

For Diversified International, the valuation of the Fund’s investments in its Underlying Funds is based on the NAVs of the Underlying Funds each business day. In general, assets of the Underlying Funds are valued based on actual or estimated market value, with special provisions for assets not having readily available market quotations and short-term debt securities, and for situations where market quotations are deemed unreliable. Investments in securities maturing in 60 days or less are valued at amortized cost, which when combined with accrued interest, approximates market value. Securities prices may be obtained from automated pricing services. Shares of investment companies held by the Underlying Funds will generally be valued at the latest NAV reported by that investment company.

B. Security Transactions and Revenue Recognition. Securities transactions are accounted for on the trade date. Realized gains and losses are reported on the basis of identified cost of securities sold. Interest income is recorded on an accrual basis. Dividend income is recorded, net of any applicable withholding tax, on the ex-dividend date, or for certain foreign securities, when the information becomes available to the Funds. Premium amortization and discount accretion are determined by the effective yield method.

For Diversified International, capital gain dividends from Underlying Funds are recorded as distributions of realized gains from affiliated Underlying Funds.

125

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

Global Real Estate and International Real Estate estimate components of distributions from real estate investment trusts (“REITs”). Distributions received in excess of income are recorded as a reduction of cost of the related investments. If the Funds no longer own the applicable securities, any distributions received in excess of income are recorded as realized gains.

C. Foreign Currency Translation. The books and records of the Funds and Underlying Funds are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

(1) Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at the end of the day.

(2) Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

Although the net assets and the market values are presented at the foreign exchange rates at the end of the day, the Funds and Underlying Funds do not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities that are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statements of Assets and Liabilities for the estimated tax withholding based on the securities’ current market value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on a Fund’s or an Underlying Fund’s books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities. The foregoing risks are even greater with respect to securities of issuers in emerging markets.

D. Foreign Currency Transactions and Futures Contracts. Each Fund and Underlying Fund may enter into foreign currency exchange transactions to convert to and from different foreign currencies and to and from the U.S. dollar, generally in connection with the planned purchases or sales of securities. The Funds and Underlying Funds either enter into these transactions on a spot basis at the spot rate prevailing in the foreign currency exchange market or may use forward foreign currency contracts to purchase or sell foreign currencies. When the contract is fulfilled or closed, gains or losses are realized. Until then, the gain or loss is included in unrealized appreciation or depreciation. Risks may arise upon entering into forward contracts from the potential inability of counterparties to meet the terms of their forward contracts and from unanticipated movements in the value of foreign currencies relative to the U.S. dollar.

Each Fund and Underlying Fund may enter into futures contracts involving foreign currency, interest rates, securities and securities indices. Each Fund and Underlying Fund intends to limit its use of futures contracts and futures options to “bona fide hedging” transactions, as such term is defined in applicable regulations, interpretations and practice. A futures contract obligates the seller of the contract to deliver and the purchaser of the contract to take delivery of the type of foreign currency, financial instrument or security called for in the contract at a specified future time for a specified price. Upon entering into

126

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

such a contract, a Fund or an Underlying Fund is required to deposit and maintain as collateral such initial margin as required by the exchange on which the contract is traded. Pursuant to the contract, a Fund or an Underlying Fund agrees to receive from or pay to the broker an amount equal to the daily fluctuations in the value of the contract. Such receipts or payments are known as variation margin and are recorded as unrealized gains or losses by the Fund or an Underlying Fund. When the contract is closed, the Fund or Underlying Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

E. Distributions to Shareholders. The Funds record distributions to their shareholders on ex-dividend date. Each Fund pays dividends and capital gains, if any, annually (except, Global Equity Dividend, Global Real Estate and International Real Estate, which pay dividends, if any, quarterly and Emerging Markets Fixed Income and Global Bond, which pay dividends monthly). The Funds may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code. The characteristics of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies.

F. Federal Income Taxes. It is the policy of the Funds to comply with subchapter M of the Internal Revenue Code and related excise tax provisions applicable to regulated investment companies and to distribute substantially all of their net investment income and any net realized capital gains to their shareholders. Therefore, no federal income tax provision is required. No capital gain distributions shall be made until any capital loss carryforwards have been fully utilized or expire.

The Funds may utilize equalization accounting for tax purposes, whereby a portion of redemption payments are treated as distributions of income or gain.

G. Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

H. Organization Expenses and Offering Costs. Costs incurred with the organization of the Funds and Underlying Funds are expensed as incurred. Costs incurred with the offering of shares of the Funds and Underlying Funds are deferred and amortized over a twelve-month period on a straight-line basis.

I. Repurchase Agreements. Each Fund and Underlying Fund may invest in repurchase agreements only with government securities dealers recognized by the Board of Governors of the Federal Reserve System. Under such agreements, the seller of the security agrees to repurchase it at a mutually agreed upon time and price. The resale price is in excess of the purchase price and reflects an agreed upon interest rate for the period of time the agreement is outstanding. The period of the repurchase agreements is usually short, from overnight to one week, while the underlying securities generally have longer maturities. Each Fund and Underlying Fund will receive as collateral securities acceptable to it whose market value is equal to at least 100% of the carrying amount of the repurchase agreements, plus accrued interest, being invested by the Fund or Underlying Fund. The underlying collateral is valued daily on a mark to market basis to assure that the value, including accrued interest is at least equal to the repurchase price. There would be potential loss to the Fund or Underlying Fund in the event the Fund or Underlying Fund is delayed or prevented from exercising its right to dispose of the collateral, and it might incur disposition costs in liquidating the collateral.

J. Securities Lending. Each Fund and Underlying Fund has the option to temporarily loan up to 30% of its total assets to brokers, dealers or other financial institutions in exchange for a negotiated lender’s fee. The borrower is required to fully collateralize the loans with cash or U.S. government securities. Generally, in the event of counterparty default, each Fund and

127

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

Underlying Fund has the right to use collateral to offset losses incurred. There would be potential loss to a Fund or Underlying Fund in the event the Fund or Underlying Fund is delayed or prevented from exercising its right to dispose of the collateral. Each Fund and Underlying Fund bears the risk of loss with respect to the investment of collateral. Engaging in securities lending could have a leveraging effect, which may intensify the credit, market and other risks associated with investing in a Fund or Underlying Fund.

K. Options Contracts. All Funds and Underlying Funds may purchase put and call options and may write (sell) put options and covered call options. The Funds and Underlying Funds may engage in option transactions as a hedge against adverse movements in the value of portfolio holdings or to increase market exposure. Option contracts are valued daily and unrealized gains or losses are recorded based upon the last sales price on the principal exchange on which the options are traded. The Funds and Underlying Funds will realize a gain or loss upon the expiration or closing of the option contract. When an option is exercised, the proceeds on sales of the underlying security for a written call option, the purchase cost of the security for a written put option, or the cost of the security for a purchased put or call option is adjusted by the amount of premium received or paid. Realized and unrealized gains or losses on option contracts are reflected in the accompanying financial statements. The value of an option purchased or written is marked to market daily and is valued at the closing price on the exchange on which it is traded or, if not traded on an exchange or no closing price is available, at the mean between last bid and asked prices. The risk in writing a covered call option is that the Funds and Underlying Funds give up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that the Funds and Underlying Funds may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Funds and Underlying Funds pay a premium whether or not the option is exercised. Risks may also arise from an illiquid secondary market or from the inability of counterparties to meet the terms of the contract.

L. Swap Contracts. Certain Funds and Underlying Funds may enter into interest rate swaps, currency swaps and other types of swap agreements, including swaps on securities and indices. A swap is an agreement between two parties pursuant to which each party agrees to make one or more payments to the other on regularly scheduled dates over a stated term, based on different interest rates, currency exchange rates, security prices, the prices or rates of other types of financial instruments or assets or the levels of specified indices. During the term of the swap, changes in the value of the swap are recognized as unrealized appreciation or depreciation.

M. Illiquid and Restricted Securities. Each Fund and Underlying Fund may not invest more than 15% of its net assets in illiquid securities. Illiquid securities are not readily marketable. Disposing of illiquid investments may involve time-consuming negotiation and legal expenses, and it may be difficult or impossible for the Funds and Underlying Funds to sell them promptly at an acceptable price. Each Fund and Underlying Fund may also invest in restricted securities which include those sold under Rule 144A of the Securities Act of 1933 (“1933 Act”) or securities offered pursuant to Section 4(2) of the 1933 Act, and/or are subject to legal or contractual restrictions on resale and may not be publicly sold without registration under the 1933 Act. Certain restricted securities may be considered liquid pursuant to procedures adopted by the Board or may be deemed illiquid because they may not be readily marketable. Illiquid and restricted securities are valued using market quotations when readily available. In the absence of market quotations, the securities are valued based upon their fair value determined under procedures approved by the Board.

N. Delayed Delivery or When-Issued Transaction. The Funds and Underlying Funds may purchase or sell securities on a when-issued or forward commitment basis. The price of the securities and date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The market value of these securities is identified in each Fund’s Portfolio of Investments. Losses may arise due to changes in the market value of the securities or from the inability of counterparties to meet the terms of

128

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

the contract. In connection with such purchases, the Funds and Underlying Funds are required to segregate liquid assets sufficient to cover the purchase price.

NOTE 3 — INVESTMENT TRANSACTIONS

For the year ended October 31, 2007, the cost of purchases and the proceeds from the sales of securities, excluding U.S. government and short-term securities, were as follows:


	Purchases		Sales

Global Equity Dividend	$	241,467,877	$	114,440,427
Global Natural Resources		159,676,137		171,322,857
Global Real Estate		1,489,340,613		646,091,082
Global Value Choice		74,624,278		77,005,912
Disciplined International Smallcap		689,733,535		251,337,937
Emerging Countries		176,582,749		133,419,868
Foreign		507,242,216		398,908,799
Greater China		81,759,098		55,078,355
Index Plus International Equity		224,951,836		216,089,904
International Capital Appreciation		132,465,450		66,084,240
International Equity Dividend		55,022,140		2,147,755
International Growth Opportunities		170,982,964		194,501,074
International Real Estate		508,481,765		131,572,656
International SmallCap		1,141,804,741		803,123,226
International Value		1,622,001,727		1,980,705,496
International Value Choice		79,632,796		72,343,511
International Value Opportunities		14,012,871		4,049,343
Russia		99,050,016		232,167,757
Emerging Markets Fixed Income		294,624,980		34,407,546
Global Bond		48,801,306		44,469,415
Diversified International		359,307,578		130,727,717

Purchases and sales of long-term U.S. government securities not included above were as follows:


	Purchases		Sales

Global Bond	$	175,951,918	$	173,701,447

NOTE 4 — REDEMPTION FEES

A 2% redemption fee is charged on shares of Russia that are redeemed (included in connection with an exchange) within 365 days or less from their date of purchase. The redemption fee is recorded as an addition to paid-in capital. Total redemption fee proceeds for the year ended October 31, 2007 and year ended October 31, 2006 were $3,086,432 and $2,984,157, respectively, and are set forth in the Statements of Changes in Net Assets.

Up through April 2, 2006, International Growth Opportunities imposed a 2% redemption fee on Class A shares redeemed (including in connection with an exchange) within 30 days or less from their date of purchase. The redemption fee is recorded as an addition to paid-in capital. Total redemption fee proceeds through April 2, 2006 were $257 and are set forth in the Statements of Changes in Net Assets. Effective April 3, 2006, International Growth Opportunities no longer charges a redemption fee.

NOTE 5 — INVESTMENT MANAGEMENT AND ADMINISTRATIVE FEES

Each of the Funds has entered into an investment management agreement (“Management Agreements”) with ING Investments, LLC (“ING Investments” or “Investment Adviser”). The Management Agreements compensate the Investment Adviser with a fee, computed daily and payable monthly, based on the average daily net assets of each Fund, at the following annual rates:


		As a Percentage of Average Net Assets

Global Equity Dividend		0.70%
Global Natural Resources		1.00% on first $50 million; and 0.75% thereafter
Global Real Estate		0.80% on the first $250 million; 0.775% on the next $250 million; and 0.70% thereafter
Global Value Choice		1.00% on the first $250 million; 0.90% on the next $250 million; 0.80% on the next $500 million; and 0.75% thereafter
Disciplined International SmallCap		0.60%
Emerging Countries		1.25%
Foreign⁽¹⁾		1.00% on the first $500 million; and 0.90% thereafter
Greater China		1.15% on the first $100 million; 1.05% on the next $150 million; and 0.95% thereafter
Index Plus International Equity		0.55%
International Capital Appreciation		0.85% on the first $500 million; 0.80% on the next $500 million; and 0.75% thereafter
International Equity Dividend		0.75%
International Growth Opportunities		1.00%
International Real Estate		1.00% on the first $250 million; 0.90% on the next $250 million; and 0.80% thereafter
International SmallCap		1.00% on first $500 million; 0.90% on next $500 million; and 0.85% thereafter
International Value		1.00%
International Value Choice		1.00%
International Value Opportunities		0.80% on first $1 billion; and 0.75% thereafter
Russia		1.25%
Emerging Markets Fixed Income		0.65% on the first $250 million; 0.60% on the next $250 million; and 0.55% thereafter

129

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 5 — INVESTMENT MANAGEMENT AND ADMINISTRATIVE FEES (continued)


		As a Percentage of Average Net Assets

Global Bond		0.40%
Diversified International		0.00%


⁽¹⁾	Effective July 31, 2007, ING Investments has contractually agreed to waive a portion of the advisory fee for ING Foreign Fund. This advisory fee waiver will continue through at least May 1, 2009. There is no guarantee that this waiver will continue after this date. This agreement will only renew if ING Investments elects to renew it.

ING Investments has contractually agreed to waive a portion of the advisory fee for Foreign. The waiver is calculated as 50% of the difference between the former sub-advisory fee minus the new sub-advisory fee.

For the period ended October 31, 2007, ING Investments waived $4,906 for Foreign.

ING Investment Management Advisors B.V. (“IIMA”), a registered investment adviser, serves as the Sub-Adviser to Global Equity Dividend, Index Plus International Equity, International Equity Dividend, International Value Opportunities, Russia and Emerging Markets Fixed Income pursuant to a sub-advisory agreement between the Investment Adviser and IIMA.

ING Clarion Real Estate Securities L.P. (“INGCRES”) a registered investment adviser, serves as the Sub-Adviser to Global Real Estate and International Real Estate pursuant to a sub-advisory agreement between the Investment Adviser and INGCRES.

Tradewinds Global Investors, LLC (“Tradewinds”), a registered investment adviser, serves as the Sub-Adviser to Global Value Choice and International Value Choice pursuant to a sub-advisory agreement between the Investment Adviser and Tradewinds.

Brandes Investment Partners, L.P. (“Brandes”), a registered investment adviser, serves as the Sub-Adviser to Emerging Countries and International Value pursuant to a sub-advisory agreement between the Investment Adviser and Brandes.

Julius Baer Investment Management LLC (“JBIM”), a registered investment adviser wholly-owned by the Julius Baer Securities, serves as Sub-Adviser to Foreign pursuant to a sub-advisory agreement between the Investment Adviser and JBIM.

ING Investment Management Co. (“ING IM”), a registered investment adviser, serves as sub-adviser to Disciplined International SmallCap, Global Natural Resources, International Growth Opportunities, and Global Bond pursuant to a sub-advisory agreement between the Investment Adviser and ING IM.

Acadian Asset Management, Inc. (“Acadian”), a registered investment adviser, serves as one of the Sub-Advisers to International SmallCap pursuant to a sub-advisory agreement between the Investment Adviser and Acadian. Batterymarch Financial Management, Inc. (“Batterymarch”) serves as the second Sub-Adviser to International SmallCap pursuant to a sub-advisory agreement between the Investment Adviser and Batterymarch.

ING Investment Management Asia/ Pacific (Hong Kong) Limited (“ING Asia”), a registered investment adviser, serves as the Sub-Adviser to Greater China pursuant to a sub-advisory agreement between the Investment Adviser and ING Asia.

Hansberger Global Investors, Inc. (“HGI”), a registered investment adviser, serves as the Sub-Adviser to International Capital Appreciation pursuant to a sub-advisory agreement between the Investment Adviser and HGI.

For Diversified International, ING Investment Management Co. (the “Consultant” or “ING IM”) is a consultant to the Investment Adviser. The Consultant provides tactical allocation recommendations to the Investment Adviser. The Investment Adviser has set up an Investment Committee made up of a team of professionals to consider, review and implement the recommendations of the Consultant, and retains discretion over implementation of the Consultant’s recommendations. The Consultant provides ongoing recommendations to the Investment Committee of the Investment Adviser quarterly or as warranted by market conditions.

Effective November 1, 2006, certain ING Funds sub-advised by ING IM are permitted to invest end-of-day cash balances into ING Institutional Prime Money Market Fund. Investment management fees paid by the Funds will be reduced by an amount equal to the management fees paid indirectly to ING Institutional Prime Money Market Fund with respect to assets invested by the Funds. For the year ended October 31, 2007, Global Natural Resources, International Growth Opportunities and Global Bond waived $270, $433 and $1,815 of such management fees, respectively. These fees are not subject to recoupment.

ING Funds Services, LLC (the “Administrator”), serves as administrator to each Fund. The Funds pay the

130

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 5 — INVESTMENT MANAGEMENT AND ADMINISTRATIVE FEES (continued)

Administrator a fee calculated at an annual rate of 0.10% of each Fund’s average daily net assets.

International Value also pays the Administrator an annual shareholder account-servicing fee of $5.00 for each account of beneficial owners of shares.

The Investment Adviser, ING IM, INGCRES, IIMA, ING Asia and the Administrator are indirect, wholly-owned subsidiaries of ING Groep N.V. (“ING Groep”). ING Groep is one of the largest financial services organizations in the world, and offers an array of banking, insurance and asset management services to both individual and institutional investors.

NOTE 6 — DISTRIBUTION AND SERVICE FEES

Each share class of the Funds, except Class I, has adopted a Plan pursuant to Rule 12b-1 under the 1940 Act (the “12b-1 Plans”), whereby ING Funds Distributor, LLC (“IFD” or the “Distributor”), an indirect, wholly-owned subsidiary of ING Groep, is reimbursed or compensated (depending on the class of shares) by the Funds for expenses incurred in the distribution of each Funds’ shares (“Distribution Fees”). Pursuant to the 12b-1 Plans, the Distributor is entitled to a payment each month for expenses incurred in the distribution and promotion of each Fund’s shares, including expenses incurred in printing prospectuses and reports used for sales purposes, expenses incurred in preparing and printing sales literature and other such distribution related expenses, including any distribution or shareholder servicing fees (“Service Fees”) paid to securities dealers who have executed a distribution agreement with the Distributor. Under the 12b-1 Plans, each class of shares of a Fund pays the Distributor a Distribution and/or Service Fee based on average daily net assets at the following annual rates:


	Class A			Class B			Class C			Class O			Class Q			Class R

Global Equity Dividend		0.25	%		1.00	%		1.00	%		0.25	%		N/A			N/A
Global Natural Resources		0.25	%		N/A			N/A			N/A			N/A			N/A
Global Real Estate		0.25	%		1.00	%		1.00	%		0.25	%		N/A			N/A
Global Value Choice		0.35	%		1.00	%		1.00	%		N/A			0.25	%		N/A
Disciplined International SmallCap		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
Emerging Countries		0.35	% ⁽¹⁾		1.00	%		1.00	%		N/A			0.25	%		N/A
Foreign		0.25	%		1.00	%		1.00	%		N/A			0.25	%		N/A
Greater China		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
Index Plus International Equity		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
International Capital Appreciation		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
International Equity Dividend		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
International Growth Opportunities		0.25	%		1.00	%		1.00	%		N/A			0.25	%		N/A
International Real Estate		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
International SmallCap		0.35	%		1.00	%		1.00	%		N/A			0.25	%		N/A
International Value		0.30	%		1.00	%		1.00	% ⁽²⁾		N/A			0.25	% ⁽²⁾		N/A
International Value Choice		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
International Value Opportunities		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
Russia		0.25	%		N/A			N/A			N/A			N/A			N/A
Emerging Markets Fixed Income		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
Global Bond		0.25	%		1.00	%		1.00	%		N/A			N/A			N/A
Diversified International		0.25	%		1.00	%		1.00	%		N/A			N/A			0.50%


⁽¹⁾	The Distributor has agreed to waive 0.10% of the Distribution Fee for Class A shares of Emerging Countries for the period from January 1, 2007 through December 31, 2007. Previously, the Distributor had agreed to waive 0.10% of the Distribution Fee for Class A shares of Emerging Countries for the period from January 1, 2006 through December 31, 2006.

⁽²⁾	The Distributor has agreed to waive 0.25% of the Distribution Fee for Class Q shares and a portion of the Distribution Fee for Class C shares of International Value for the period from January 1, 2007 through December 31, 2007.

Fees paid to the Distributor by class during the year ended October 31, 2007 are shown in the accompanying Statements of Operations.

The Distributor also receives the proceeds of the initial sales charge paid by shareholders upon the purchase of Class A shares, and the contingent deferred sales charge paid by shareholders upon certain redemptions for Class A, Class M and Class C shares. For the year ended October 31, 2007, the Distributor retained the following amounts in sales charges for the Funds:

Class A

Class C

Class M

Shares

Initial Sales Charges:

Global Equity Dividend

195,555

N/A

Global Natural Resources

39,412

N/A

Global Real Estate

1,085,746

N/A

Global Value Choice

6,242

N/A

Disciplined International SmallCap

395

N/A

Emerging Countries

83,410

N/A

Foreign

137,582

N/A

Greater China

111,165

N/A

Index Plus International Equity

6,048

N/A

International Capital Appreciation

2,051

N/A

International Equity Dividend

5,003

N/A

International Growth Opportunities

7,528

N/A

International Real Estate

307,505

N/A

International SmallCap

119,372

N/A

International Value

1,505

N/A

International Value Choice

11,518

N/A

International Value Opportunities

N/A

Russia

984,347

N/A

131

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 6 — DISTRIBUTION AND SERVICE FEES (continued)


		Class A		Class C		Class M
		Shares		Shares		Shares

	Emerging Markets Fixed Income		3,725		N/A		N/A
	Global Bond		2,726		N/A		N/A
	Diversified International		379,339		N/A		N/A




Contingent Deferred Sales Charges:
	Global Equity Dividend		1,883		11,850		N/A
	Global Natural Resources		43		—		N/A
	Global Real Estate		46,799		140,084		N/A
	Global Value Choice		273		111		N/A
	Disciplined International SmallCap		—		50		N/A
	Emerging Countries		280		3,787		N/A
	Foreign		14,819		9,866		N/A
	Greater China		261		5,457		N/A
	Index Plus International Equity		—		778		N/A
	International Capital Appreciation		—		65		N/A
	International Equity Dividend		—		—		N/A
	International Growth Opportunities		—		106		N/A
	International Real Estate		8,392		22,451		N/A
	International SmallCap		31,737		10,485		N/A
	International Value		4,909		1,729		N/A
	International Value Choice		30,968		1,565		N/A
	International Value Opportunities		—		—		N/A
	Russia		—		—		N/A
	Emerging Markets Fixed Income		—		59		N/A
	Global Bond		—		30		N/A
	Diversified International Fund		1,221		30,178		N/A

NOTE 7 — OTHER TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

At October 31, 2007, the Funds had the following amounts recorded in payable to affiliates on the accompanying Statements of Assets and Liabilities (See Notes 5 and 6):


					Accrued
	Accrued				Shareholder
	Investment		Accrued		Service and		Accrued
	Management		Administrative		Distribution		Reimbursement/
Fund	Fees		Fees		Fees		Recoupment		Total

Global Equity Dividend	$	229,560	$	32,794	$	197,619	$	—	$	459,973
Global Natural Resources		106,887		12,843		32,108		—		151,838
Global Real Estate		938,545		128,768		530,941		—		1,598,254
Global Value Choice		107,447		10,745		68,090		—		186,282
Disciplined International SmallCap		233,031		38,838		65		21,291		293,225
Emerging Countries		345,814		27,665		105,287		—		478,766
Foreign		583,934		60,163		300,523		—		944,620
Greater China		81,857		7,118		28,406		—		117,381
Index Plus International Equity		54,252		9,864		1,997		36,023		102,136
International Capital Appreciation		101,139		11,899		2,239		27,689		142,966
International Equity Dividend		31,711		4,228		1,920		—		37,859
International Growth Opportunities		117,754		11,780		49,698		—		179,232
International Real Estate		398,441		41,936		163,795		34,089		638,261
International SmallCap		925,022		98,833		317,240		—		1,341,095
International Value		4,527,171		452,712		1,415,065		—		6,394,948
International Value Choice		74,889		7,489		10,601		59,648		152,627
International Value Opportunities		6,610		883		2,216		—		9,709
Russia		932,168		74,573		186,433		—		1,193,174
Emerging Markets Fixed Income		166,371		25,959		3,809		111,594		307,733
Global Bond		9,935		2,529		7,398		—		19,862
Diversified International		—		47,968		247,220		—		295,188

At October 31, 2007, the following indirect, wholly owned subsidiaries of ING Groep owned the following Funds:

ING Diversified International — Emerging Countries (9.42%); Foreign (14.21%); Index Plus International Equity (96.68%); International Capital Appreciation (96.09%); International Equity Dividend (92.37%); International SmallCap (5.71%); and International Value Choice (65.30%).

ING Life Insurance and Annuity Company — Global Bond (89.27%); Greater China (24.50%); International SmallCap (6.53%); and International Value Opportunities (99.68%).

ING LifeStyle Aggressive Growth Portfolio — Disciplined International SmallCap (22.10%).

ING LifeStyle Growth Portfolio — Disciplined International SmallCap (42.97%) and Emerging Markets Fixed Income (37.32%).

ING LifeStyle Moderate Growth Portfolio — Disciplined International SmallCap (26.30%) and Emerging Markets Fixed Income (38.06%).

ING LifeStyle Moderate Portfolio — Disciplined International SmallCap (8.60%) and Emerging Markets Fixed Income (20.75%).

ING Luxenbourg SA — International Real Estate (9.80%).

ING National Trust — International Growth Opportunities (18.53%).

Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of more than 25% of the voting securities of a company. Investment activities of these shareholders could have a material impact on the Funds.

The Investment Adviser may request that the Funds’ portfolio managers use their best efforts (subject to obtaining best execution of each transaction) to allocate a portfolio’s equity security transactions through certain designated broker-dealers. The designated broker-dealer, in turn, will reimburse a portion of the brokerage commissions to pay certain expenses of that Fund. Any amounts credited to a

132

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

Fund are reflected as a reimbursement of expenses in the Statements of Operations.

The Registrants have adopted a Retirement Policy covering all independent trustees of the Funds who will have served as an independent trustee for at least five years at the time of retirement. Benefits under this plan are based on an annual rate as defined in the plan agreement.

The following Funds placed a portion of their portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were:


	Affiliated	Commissions
Fund	Brokers	Received

Emerging Countries	ING Baring LLC	$	3,714
Foreign	ING Baring LLC		20,139
	ING Securities		40,839
Global Equity Dividend	ING Baring LLC		1,025
	ING Securities		349
Global Real Estate	ING Baring LLC		46,923
Greater China	ING Baring LLC		11,758
International Real Estate	ING Baring LLC		15,279
International Value	ING Baring LLC		6,616
International Value Choice	ING Baring LLC		408
Russia	ING Bank, London		9,700
	ING Baring LLC		12,262

NOTE 8 — OTHER ACCRUED EXPENSES AND LIABILITIES

At October 31, 2007, the Funds had the following payables included in Other Accrued Expenses and Liabilities on the Statement of Assets and Liabilities that exceeded 5% of total liabilities:


Fund	Expense		Amount

Index Plus International Equity		Custody	$	26,132
		Audit		12,382
		Postage		10,799
International Value Opportunities		Accrued Offering		76,888

NOTE 9 — EXPENSE LIMITATIONS

The Investment Adviser has agreed to limit expenses, excluding interest expenses, taxes, brokerage and extraordinary expenses (and Acquired Fund fees and expenses) to the levels listed below:

Maximum Operating Expense Limit (as a percentage of average net assets)


	Class A			Class B			Class C			Class I			Class O			Class Q			Class R

Global Equity Dividend		1.40	%		2.15	%		2.15	%		1.15	%		1.40	%		N/A			N/A
Global Natural Resources		2.75	%		N/A			N/A			2.50	%		N/A			N/A			N/A
Global Real Estate		1.75	%		2.50	%		2.50	%		1.50	%		1.75	%		N/A			N/A
Global Value Choice		1.85	%		2.50	%		2.50	%		1.50	%		N/A			1.75	%		N/A
Disciplined International SmallCap		1.20	%		1.95	%		1.95	%		0.95	%		N/A			N/A			N/A
Emerging Countries⁽¹⁾		2.25	%		2.90	%		2.90	%		1.75	%		N/A			2.15	%		N/A
Foreign⁽²⁾		1.95	%		2.70	%		2.70	%		1.60	%		N/A			1.85	%		N/A
Greater China		N/A			N/A			N/A			N/A			N/A			N/A			N/A
Index Plus International Equity		1.15	%		1.90	%		1.90	%		0.90	%		N/A			N/A			N/A
International Capital Appreciation		1.50	%		2.25	%		2.25	%		1.25	%		N/A			N/A			N/A
International Equity Dividend		1.40	%		2.15	%		2.15	%		1.15	%		N/A			N/A			N/A
International Growth Opportunities⁽³⁾		2.75	%		3.50	%		3.50	%		2.50	%		N/A			2.75	%		N/A
International Real Estate		1.50	%		2.25	%		2.25	%		1.25	%		N/A			N/A			N/A
International SmallCap		1.95	%		2.60	%		2.60	%		1.40	%		N/A			1.85	%		N/A
International Value		N/A			N/A			N/A			N/A			N/A			N/A			N/A
International Value Choice		1.70	%		2.45	%		2.45	%		1.45	%		N/A			N/A			N/A
International Value Opportunities		1.40	%		2.15	%		2.15	%		1.15	%		N/A			N/A			N/A
Russia		3.35	%		N/A			N/A			N/A			N/A			N/A			N/A
Emerging Markets Fixed Income		1.25	%		2.00	%		2.00	%		1.00	%		N/A			N/A			N/A
Global Bond		0.90	%		1.65	%		1.65	%		0.61	%		N/A			N/A			N/A
Diversified International⁽⁴⁾		0.35	%		1.10	%		1.10	%		0.10	%		N/A			N/A			0.60%


⁽¹⁾	Effective January 1, 2006, pursuant to a side agreement, ING Investments has lowered the expense limits for Emerging Countries through at least December 31, 2007. The expense limits for Emerging Countries are 2.10%, 2.85%, 2.85% and 2.10% for Class A, B, C and Q shares, respectively. If, after December 31, 2007, ING Investments elects not to renew the side agreement, the expense limits will revert to the limits listed in the table above. There is no guarantee that this side agreement will continue after that date. The side agreement will only renew if ING Investments elects to renew it. Any fees waived pursuant to the side agreement shall not be eligible for recoupment.
⁽²⁾	Pursuant to a side agreement dated March 1, 2007, ING Investments has lowered the expense limits for Foreign through at least March 1, 2008. The expense limits for the Foreign are 1.70%, 2.45%, 2.45%, 1.35% and 1.60% for Class A, B, C, I and Q shares, respectively. If, after March 1, 2008, ING Investments elects not to renew the side agreement, the expense limits will revert to the limits listed in the table above. There is no guarantee that this side agreement will continue after that date. The side agreement will only renew if ING Investments elects to renew it.
⁽³⁾	Pursuant to a side agreement dated March 1, 2007, ING Investments has lowered the expense limits for International Growth Opportunities through at least March 1, 2008. The expense limits for International Growth Opportunities are 1.95%, 2.70%, 2.70%, 1.60% and 1.85% for Class A, B, C, I and

133

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 9 — EXPENSE LIMITATIONS (continued)

Q shares, respectively. If, after March 1, 2008, ING Investments elects not to renew the side agreement, the expense limits will revert to the limits listed in the table above. There is no guarantee that this side agreement will continue after that date. The side agreement will only renew if ING Investments elects to renew it.

⁽⁴⁾ The operating expense limits for Diversified International set out above apply only at the fund level and do not limit the fees payable by the underlying investment companies in which the fund invests. Effective July 23, 2007, the total expense limits including the underlying investment companies are 1.47%, 2.22%, 2.22% 1.22% and 1.72% for Class A, B, C, I and R shares, respectively. Prior to July 23, 2007, the total expense limits were 1.65%, 2.40% 2.40% 1.40% and 1.90% for Class A, B, C, I and R shares, respectively.

The Investment Adviser may at a later date recoup from a Fund management fees waived and other expenses assumed by the Investment Adviser during the previous 36 months, but only if, after such recoupment, a Fund’s expense ratio does not exceed the percentage described above. Waived and reimbursed fees net of any recoupment by the Investment Adviser of such waived and reimbursed fees are reflected on the accompanying Statement of Operations for each Fund. Amounts payable by the Investment Adviser are reflected on the accompanying Statement of Assets and Liabilities for each Fund.

As of October 31, 2007, the amounts of waived or reimbursed fees that are subject to possible recoupment by the Investment Adviser, and the related expiration dates, are as follows:



	October 31,

Fund	2008		2009		2010		Total

Index Plus International Equity	$	—	$	36,813	$	—	$	36,813
International Capital Appreciation		—		66,284		—		66,284
International Equity Dividend		—		—		24,309		24,309
International Real Estate		—		119,550		20,669		140,219
International Value Choice		—		14,897		4,469		19,366
International Value Opportunities		—		—		96,662		96,662
Global Bond		—		39,924		148,408		188,332
Diversified International		—		372,357		1,428,893		1,801,250

The expense limitation agreements are contractual and shall renew automatically for one-year terms unless ING Investments or IMF provides written notice of the termination of the expense limitation agreement at least 90 days prior to the end of the then current term.

NOTE 10 — LINE OF CREDIT

All of the Funds included in this report, in addition to certain other funds managed by the Investment Adviser, have entered into an unsecured committed revolving line of credit agreement (the “Credit Agreement”) with The Bank of New York Mellon Corporation (“BNY”) for an aggregate amount of $125,000,000. The proceeds may be used only to: (1) temporarily finance the purchase and sale of securities; (2) finance the redemption of shares of an investor in the Funds; and (3) enable the Funds to meet other emergency expenses as defined in the Credit Agreement. The Funds to which the line of credit is available pay a commitment fee equal to 0.09% per annum on the daily unused portion of the committed line amount payable quarterly in arrears.

The following Funds utilized the line of credit during the year ended October 31, 2007:


					Approximate
					Weighted
			Approximate		Average
			Average Daily		Interest Rate
	Days		Balance for		for Days
Fund	Utilized		Days Utilized		Utilized

Global Natural Resources		40		659,425		5.72	%
Global Real Estate		1		9,850,000		5.76	%
Global Value Choice		1		1,430,000		5.74	%
Disciplined International SmallCap⁽¹⁾		3	$	1,240,000		5.30	%
Emerging Countries		13		1,717,692		5.58	%
Foreign		1		6,440,000		5.77	%
Index Plus International Equity		27		4,204,259		5.75	%
International Growth Opportunities		55		1,740,182		5.46	%
International SmallCap		18		2,402,778		5.60	%
International Value		6		5,215,000		5.70	%
International Value Choice		6		3,131,667		5.68	%
Russia		54		6,967,222		5.64	%
Emerging Markets Fixed Income		8		2,300,000		5.74	%
Global Bond		5		1,370,000		5.22	%


⁽¹⁾	At October 31, 2007, Disciplined International SmallCap had an outstanding balance of $990,000.

134

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES

Transactions in capital shares and dollars were as follows:



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





Global Equity Dividend (Number of Shares)
Shares sold		6,497,494			3,804,463			1,035,641			980,380
Dividends reinvested		465,717			163,319			161,965			68,137
Shares redeemed		(3,024,146	)		(2,656,504	)		(595,508	)		(399,091	)

Net increase in shares outstanding		3,939,065			1,311,278			602,098			649,426





Global Equity Dividend ($)
Shares sold	$	104,816,704		$	55,618,277		$	16,616,360		$	14,217,375
Dividends reinvested		7,440,753			2,341,599			2,570,336			973,435
Shares redeemed		(48,779,296	)		(37,587,681	)		(9,575,960	)		(5,809,722	)

Net increase	$	63,478,161		$	20,372,195		$	9,610,736		$	9,381,088



	Class C						Class I		Class O

							August 1,		November 15,
	Year Ended			Year Ended			2007⁽¹⁾to		2006⁽¹⁾to
	October 31,			October 31,			October 31,		October 31,
	2007			2006			2007		2007





Global Equity Dividend (Number of Shares)
Shares sold		3,220,887			1,792,162			64		1,823,965
Dividends reinvested		259,339			96,575			—		33,142
Shares redeemed		(965,038	)		(714,422	)		—		(446,487	)

Net increase in shares outstanding		2,515,188			1,174,315			64		1,410,620

Global Equity Dividend ($)
Shares sold	$	51,629,780		$	25,941,781		$	1,018	$	29,498,450
Dividends reinvested		4,112,436			1,375,816			—		540,071
Shares redeemed		(15,559,185	)		(10,300,752	)		—		(7,222,361	)

Net increase	$	40,183,031		$	17,016,845		$	1,018	$	22,816,160



	Class A						Class I

							August 1,
	Year Ended			Year Ended			2007⁽¹⁾to
	October 31,			October 31,			October 31,
	2007			2006			2007





Global Natural Resources (Number of Shares)
Shares sold		1,398,112			2,142,869			157
Dividends reinvested		570,030			18,990			—
Shares redeemed		(2,449,466	)		(2,493,021	)		(1	)

Net increase (decrease) in shares outstanding		(481,324	)		(331,162	)		156





Global Natural Resources ($)
Shares sold	$	16,676,935		$	22,092,980		$	2,027
Dividends reinvested		6,190,526			161,561			—
Shares redeemed		(27,924,309	)		(25,464,330	)		(12	)

Net increase (decrease)	$	(5,056,848	)	$	(3,209,789	)	$	2,015


(1)	Commencement of operations.

135

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





Global Real Estate (Number of Shares)
Shares sold		44,628,840			14,446,150			1,826,489			958,288
Dividends reinvested		1,488,668			599,957			108,319			63,626
Shares redeemed		(21,034,520	)		(2,090,498	)		(786,045	)		(191,662	)

Net increase in shares outstanding		25,082,988			12,955,609			1,148,763			830,252





Global Real Estate ($)
Shares sold	$	1,053,431,057		$	287,936,127		$	37,270,066		$	16,479,220
Dividends reinvested		34,928,676			10,752,914			2,180,962			973,780
Shares redeemed		(490,048,454	)		(40,748,408	)		(15,294,287	)		(3,240,748	)

Net increase	$	598,311,279		$	257,940,633		$	24,156,741		$	14,212,252



	Class C						Class I						Class O

													November 15,
	Year Ended			Year Ended			Year Ended			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006			2007

Global Real Estate (Number of Shares)
Shares sold		11,726,737			4,044,423			2,833,616			503,082			1,927,071
Dividends reinvested		364,760			112,442			51,336			3,220			32,070
Shares redeemed		(3,551,184	)		(512,505	)		(214,363	)		(99,415	)		(878,519	)

Net increase in shares outstanding		8,540,313			3,644,360			2,670,589			406,887			1,080,622

Global Real Estate ($)
Shares sold	$	250,279,742		$	72,912,712		$	65,388,279		$	9,644,455		$	46,088,840
Dividends reinvested		7,711,845			1,815,573			1,203,302			65,390			756,820
Shares redeemed		(72,337,353	)		(8,989,662	)		(4,776,229	)		(1,901,796	)		(20,349,596	)

Net increase	$	185,654,234		$	65,738,623		$	61,815,352		$	7,808,049		$	26,496,064



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Global Value Choice (Number of Shares)
Shares sold		413,843			681,706			125,643			92,289
Dividends reinvested		—			9,174			—			—
Shares redeemed		(528,474	)		(822,178	)		(312,118	)		(378,702	)

Net decrease in shares outstanding		(114,631	)		(131,298	)		(186,475	)		(286,413	)

Global Value Choice ($)
Shares sold	$	10,390,704		$	13,807,227		$	3,421,856		$	2,050,988
Dividends reinvested		—			177,004			—			—
Shares redeemed		(13,039,443	)		(16,601,505	)		(8,358,692	)		(8,338,011	)

Net decrease	$	(2,648,739	)	$	(2,617,274	)	$	(4,936,836	)	$	(6,287,023	)


(1)	Commencement of operations.

136

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class C						Class I

										September 6,
	Year Ended			Year Ended			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Global Value Choice (Number of Shares)
Shares sold		224,819			133,353			185,884			139,822
Dividends reinvested		—			901			—			—
Shares redeemed		(281,123	)		(390,058	)		(49,776	)		(1,325	)

Net increase (decrease) in shares outstanding		(56,304	)		(255,804	)		136,108			138,497

Global Value Choice ($)
Shares sold	$	5,420,100		$	2,605,554		$	4,448,082		$	2,977,626
Dividends reinvested		—			16,685			—			—
Shares redeemed		(6,746,051	)		(7,611,834	)		(1,272,296	)		(27,524	)

Net increase (decrease)	$	(1,325,951	)	$	(4,989,595	)	$	3,175,786		$	2,950,102



	Class Q

	Year Ended			Year Ended
	October 31,			October 31,
	2007			2006

Global Value Choice (Number of Shares)
Shares sold		9,271			58,539
Dividends reinvested		—			1,706
Shares redeemed		(38,134	)		(158,326	)

Net decrease in shares outstanding		(28,863	)		(98,081	)

Global Value Choice ($)
Shares sold	$	270,527		$	1,385,145
Dividends reinvested		—			38,450
Shares redeemed		(1,113,397	)		(3,883,858	)

Net decrease	$	(842,870	)	$	(2,460,263	)


	Class A			Class B		Class C			Class I

	December 20,			December 20,		December 20,			December 20,
	2006⁽¹⁾to			2006⁽¹⁾to		2006⁽¹⁾to			2006⁽¹⁾to
	October 31,			October 31,		October 31,			October 31,
	2007			2007		2007			2007

Disciplined International SmallCap (Number of Shares)
Shares sold		9,086			439		5,041			43,082,677
Shares redeemed		(3,367	)		—		(427	)		(4,681,887	)

Net increase in shares outstanding		5,719			439		4,614			38,400,790

Disciplined International SmallCap ($)
Shares sold	$	103,553		$	4,533	$	57,840		$	492,455,050
Shares redeemed		(37,185	)		—		(4,978	)		(54,244,725	)

Net increase	$	66,368		$	4,533	$	52,862		$	438,210,325


(1)	Commencement of operations.

137

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A ⁽²⁾						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Emerging Countries (Number of Shares)
Shares sold		1,677,506			1,554,745			120,366			158,904
Shares converted		48,167			—			—			—
Dividends reinvested		49,397			17,399			2,139			—
Shares redeemed		(1,177,964	)		(1,105,391	)		(180,617	)		(233,526	)

Net increase (decrease) in shares outstanding		597,106			466,753			(58,112	)		(74,622	)

Emerging Countries ($)
Shares sold	$	61,051,631		$	42,544,352		$	4,540,140		$	4,284,432
Shares converted		1,570,432			—			—			—
Dividends reinvested		1,591,065			440,876			67,985			—
Shares redeemed		(42,526,644	)		(30,177,710	)		(6,583,827	)		(6,263,528	)

Net increase (decrease)	$	21,686,484		$	12,807,518		$	(1,975,702	)	$	(1,979,096	)



	Class C						Class I

										December 21,
	Year Ended			Year Ended			Year Ended			2005⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Emerging Countries (Number of Shares)
Shares sold		415,931			650,919			517,678			1,259,659
Dividends reinvested		6,705			2,002			13,851			—
Shares redeemed		(323,475	)		(302,871	)		(322,580	)		(470,530	)

Net increase in shares outstanding		99,161			350,050			208,949			789,129

Emerging Countries ($)
Shares sold	$	14,223,797		$	16,487,366		$	18,694,152		$	35,774,589
Dividends reinvested		201,560			47,440			446,558			—
Shares redeemed		(10,757,579	)		(7,797,300	)		(11,228,172	)		(12,692,384	)

Net increase	$	3,667,778		$	8,737,506		$	7,912,538		$	23,082,205



	Class M⁽²⁾						Class Q

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Emerging Countries (Number of Shares)
Shares sold		49			2,691			383,862			203,459
Shares converted		(48,826	)		—			—			—
Dividends reinvested		425			46			5,154			2,644
Shares redeemed		(1,853	)		(4,694	)		(243,283	)		(298,675	)

Net increase (decrease) in shares outstanding		(50,205	)		(1,957	)		145,733			(92,572	)

Emerging Countries ($)
Shares sold	$	1,496		$	75,928		$	14,213,705		$	5,761,374
Shares converted		(1,570,432	)		—			—			—
Dividends reinvested		13,499			1,146			171,687			69,164
Shares redeemed		(57,877	)		(130,478	)		(8,769,423	)		(8,528,955	)

Net increase (decrease)	$	(1,613,314	)	$	(53,404	)	$	5,615,969		$	(2,698,417	)


(1)	Commencement of operations.
(2)	Effective January 2, 2007, Class M shareholders of Emerging Countries were converted to Class A shares of the fund.

138

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Foreign (Number of Shares)
Shares sold		5,586,881			5,804,035			465,033			859,893
Dividends reinvested		268,335			134,508			54,324			27,967
Shares redeemed		(2,834,087	)		(2,401,362	)		(418,014	)		(359,114	)

Net increase in shares outstanding		3,021,129			3,537,181			101,343			528,746

Foreign ($)
Shares sold	$	116,065,154		$	98,299,748		$	9,375,051		$	14,233,385
Dividends reinvested		5,170,819			2,082,190			1,019,661			425,093
Shares redeemed		(58,600,260	)		(40,561,430	)		(8,375,577	)		(6,018,453	)

Net increase	$	62,635,713		$	59,820,508		$	2,019,135		$	8,640,025



	Class C						Class I

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Foreign (Number of Shares)
Shares sold		2,788,802			3,422,194			2,245,294			3,238,230
Dividends reinvested		201,179			93,622			121,586			1,630
Shares redeemed		(1,297,440	)		(1,050,690	)		(1,080,849	)		(48,706	)

Net increase in shares outstanding		1,692,541			2,465,126			1,286,031			3,191,154

Foreign ($)
Shares sold	$	55,924,710		$	56,926,173		$	47,286,509		$	56,439,802
Dividends reinvested		3,781,772			1,424,923			2,373,357			25,483
Shares redeemed		(26,171,530	)		(17,589,538	)		(22,654,368	)		(883,854	)

Net increase	$	33,534,952		$	40,761,558		$	27,005,498		$	55,581,431



	Class Q

	Year Ended			Year Ended
	October 31,			October 31,
	2007			2006

Foreign (Number of Shares)
Shares sold		234			—
Dividends reinvested		2,264			1,680
Shares redeemed		(30,513	)		(10,236	)

Net decrease in shares outstanding		(28,015	)		(8,556	)

Foreign ($)
Shares sold	$	5,012		$	—
Dividends reinvested		43,762			26,071
Shares redeemed		(652,894	)		(174,891	)

Net decrease	$	(604,120	)	$	(148,820	)

139

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A						Class B

				December 21,						January 6,
	Year Ended			2005⁽¹⁾to			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





Greater China (Number of Shares)
Shares sold		2,196,767			2,060,629			295,918			173,344
Dividends reinvested		4,251			—			626			—
Shares redeemed		(1,077,963	)		(162,486	)		(146,993	)		(15,849	)

Net increase in shares outstanding		1,123,055			1,898,143			149,551			157,495





Greater China ($)
Shares sold	$	36,379,127		$	22,315,810		$	4,827,247		$	2,005,078
Dividends reinvested		59,565			—			8,720			—
Shares redeemed		(17,193,019	)		(1,889,215	)		(2,430,746	)		(183,820	)

Net increase	$	19,245,673		$	20,426,595		$	2,405,221		$	1,821,258



	Class C						Class I

				January 11,					May 8,
	Year Ended			2006⁽¹⁾to			Year Ended		2006⁽¹⁾to
	October 31,			October 31,			October 31,		October 31,
	2007			2006			2007		2006





Greater China (Number of Shares)
Shares sold		559,664			175,293			338		1,771
Dividends reinvested		357			—			9		—
Shares redeemed		(218,283	)		(4,406	)		—		—

Net increase in shares outstanding		341,738			170,887			347		1,771





Greater China ($)
Shares sold	$	9,969,510		$	2,052,770		$	6,820	$	20,682
Dividends reinvested		4,978			—			125		—
Shares redeemed		(3,407,996	)		(49,651	)		—		—

Net increase	$	6,566,492		$	2,003,119		$	6,945	$	20,682



	Class A						Class B

				December 21,						January 12,
	Year Ended			2005⁽¹⁾to			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





Index Plus International Equity (Number of Shares)
Shares sold		128,123			1,593,260			32,179			23,222
Dividends reinvested		1,989			—			632			—
Shares redeemed		(1,041,019	)		(522,199	)		(2,719	)		(495	)

Net increase (decrease) in shares outstanding		(910,907	)		1,071,061			30,092			22,727





Index Plus International Equity ($)
Shares sold	$	1,644,502		$	16,004,839		$	413,854		$	250,885
Dividends reinvested		23,642			—			7,493			—
Shares redeemed		(13,003,326	)		(5,896,965	)		(36,087	)		(5,729	)

Net increase (decrease)	$	(11,335,182	)	$	10,107,874		$	385,260		$	245,156


(1)	Commencement of operations.

140

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class C						Class I

				January 12,						December 21,
	Year Ended			2006⁽¹⁾to			Year Ended			2005⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





Index Plus International Equity (Number of Shares)
Shares sold		53,278			47,884			4,628,592			6,879,841
Dividends reinvested		773			—			237,356			—
Shares redeemed		(18,988	)		(1,878	)		(3,125,186	)		(162,917	)

Net increase in shares outstanding		35,063			46,006			1,740,762			6,716,924





Index Plus International Equity ($)
Shares sold	$	680,086		$	512,540		$	59,372,768		$	74,436,693
Dividends reinvested		9,149			—			2,817,418			—
Shares redeemed		(234,315	)		(21,900	)		(39,684,824	)		(1,770,309	)

Net increase	$	454,920		$	490,640		$	22,505,362		$	72,666,384



	Class A						Class B

				December 21,						January 9,
	Year Ended			2005⁽¹⁾to			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Capital Appreciation (Number of Shares)
Shares sold		192,965			635,018			61,628			6,175
Dividends reinvested		413			—			115			—
Shares redeemed		(207,146	)		(312,161	)		(3,275	)		(378	)

Net increase (decrease) in shares outstanding		(13,768	)		322,857			58,468			5,797





International Capital Appreciation ($)
Shares sold	$	2,368,777		$	6,494,040		$	807,880		$	65,827
Dividends reinvested		4,867			—			1,344			—
Shares redeemed		(2,460,407	)		(3,430,448	)		(40,301	)		(3,952	)

Net increase (decrease)	$	(86,763	)	$	3,063,592		$	768,923		$	61,875



	Class C						Class I

				January 24,						December 21,
	Year Ended			2006⁽¹⁾to			Year Ended			2005⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Capital Appreciation (Number of Shares)
Shares sold		66,475			12,621			5,530,264			4,893,411
Dividends reinvested		123			—			128,072			—
Shares redeemed		(6,361	)		(6,848	)		(331,815	)		(762,409	)

Net increase in shares outstanding		60,237			5,773			5,326,521			4,131,002





International Capital Appreciation ($)
Shares sold	$	888,507		$	136,078		$	69,653,165		$	51,868,418
Dividends reinvested		1,448			—			1,509,974			—
Shares redeemed		(80,137	)		(77,684	)		(4,575,021	)		(8,729,175	)

Net increase	$	809,818		$	58,394		$	66,588,118		$	43,139,243


(1)	Commencement of operations.

141

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)


	Class A			Class B			Class C		Class I

	June 28,			June 28,			June 28,		June 28,
	2007⁽¹⁾to			2007⁽¹⁾to			2007⁽¹⁾to		2007⁽¹⁾to
	October 31,			October 31,			October 31,		October 31,
	2007			2007			2007		2007





International Equity Dividend (Number of Shares)
Shares sold		393,069			22,651			126,454		5,265,562
Shares redeemed		(3,131	)		(31	)		—		(7,892	)

Net increase in shares outstanding		389,938			22,620			126,454		5,257,670





International Equity Dividend ($)
Shares sold	$	3,902,205		$	218,286		$	1,252,342	$	52,290,180
Shares redeemed		(31,138	)		(310	)		—		(78,707	)

Net increase	$	3,871,067		$	217,976		$	1,252,342	$	52,211,473



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Growth Opportunities (Number of Shares)
Shares sold		606,666			1,130,290			90,648			222,011
Dividends reinvested		424,904			65,163			101,617			9,571
Shares redeemed		(1,337,839	)		(1,417,023	)		(360,538	)		(454,724	)

Net decrease in shares outstanding		(306,269	)		(221,570	)		(168,273	)		(223,142	)





International Growth Opportunities ($)
Shares sold	$	8,143,922		$	13,974,139		$	1,180,526		$	2,619,810
Dividends reinvested		5,354,882			754,581			1,234,642			107,204
Redemption fee proceeds		—			257			—			—
Shares redeemed		(17,966,521	)		(17,628,847	)		(4,705,424	)		(5,368,489	)

Net decrease	$	(4,467,717	)	$	(2,899,870	)	$	(2,290,256	)	$	(2,641,475	)



	Class C						Class I

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Growth Opportunities (Number of Shares)
Shares sold		150,534			125,967			360,989			413,947
Dividends reinvested		65,339			5,646			110,577			41,301
Shares redeemed		(192,575	)		(300,691	)		(827,433	)		(1,585,422	)

Net increase (decrease) in shares outstanding		23,298			(169,078	)		(355,867	)		(1,130,174	)





International Growth Opportunities ($)
Shares sold	$	1,979,430		$	1,518,241		$	4,754,225		$	5,055,453
Dividends reinvested		793,868			63,297			1,383,313			475,409
Shares redeemed		(2,507,472	)		(3,586,904	)		(10,767,823	)		(18,368,063	)

Net increase (decrease)	$	265,826		$	(2,005,366	)	$	(4,630,285	)	$	(12,837,201	)


(1)	Commencement of operations.

142

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class Q

	Year Ended			Year Ended
	October 31,			October 31,
	2007			2006





International Growth Opportunities (Number of Shares)
Shares sold		594,965			1,426,062
Dividends reinvested		225,064			24,539
Shares redeemed		(787,068	)		(716,043	)

Net increase in shares outstanding		32,961			734,558





International Growth Opportunities ($)
Shares sold	$	7,984,633		$	17,444,379
Dividends reinvested		2,804,295			281,487
Shares redeemed		(10,306,446	)		(8,750,007	)

Net increase	$	482,482		$	8,975,859



	Class A						Class B

				February 28,						February 28,
	Year Ended			2006⁽¹⁾to			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Real Estate (Number of Shares)
Shares sold		19,878,781			4,696,588			767,102			142,380
Dividends reinvested		123,340			2,698			5,012			65
Shares redeemed		(5,641,413	)		(415,752	)		(98,193	)		(1,115	)

Net increase in shares outstanding		14,360,708			4,283,534			673,921			141,330





International Real Estate ($)
Shares sold	$	265,384,203		$	50,099,143		$	10,170,413		$	1,531,684
Dividends reinvested		1,645,656			28,565			65,277			667
Shares redeemed		(74,585,692	)		(4,560,851	)		(1,277,012	)		(11,288	)

Net increase	$	192,444,167		$	45,566,857		$	8,958,678		$	1,521,063



	Class C						Class I

				February 28,						February 28,
	Year Ended			2006⁽¹⁾to			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Real Estate (Number of Shares)
Shares sold		8,245,988			1,486,965			6,969,530			2,253,191
Dividends reinvested		30,706			697			90,632			2,409
Shares redeemed		(1,361,519	)		(14,206	)		(268,863	)		(336,086	)

Net increase in shares outstanding		6,915,175			1,473,456			6,791,299			1,919,514





International Real Estate ($)
Shares sold	$	109,483,769		$	15,819,755		$	91,183,483		$	24,710,500
Dividends reinvested		401,088			7,117			1,202,775			26,281
Shares redeemed		(17,644,347	)		(149,297	)		(3,540,845	)		(3,870,805	)

Net increase	$	92,240,510		$	15,677,575		$	88,845,413		$	20,865,976


(1)	Commencement of operations.

143

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International SmallCap (Number of Shares)
Shares sold		5,045,814			2,618,183			120,228			153,065
Dividends reinvested		20,929			28,203			—			1,067
Shares redeemed		(2,339,921	)		(2,091,324	)		(364,409	)		(420,654	)

Net increase (decrease) in shares outstanding		2,726,822			555,062			(244,181	)		(266,522	)





International SmallCap ($)
Shares sold	$	301,848,369		$	115,137,984		$	7,497,411		$	6,805,314
Dividends reinvested		1,059,446			1,143,069			—			44,742
Shares redeemed		(137,896,302	)		(91,030,509	)		(21,737,439	)		(19,055,708	)

Net increase (decrease)	$	165,011,513		$	25,250,544		$	(14,240,028	)	$	(12,205,652	)



	Class C						Class I

										December 21,
	Year Ended			Year Ended			Year Ended			2005⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International SmallCap (Number of Shares)
Shares sold		517,439			305,463			3,249,235			3,311,088
Dividends reinvested		53			3,317			16,186			—
Shares redeemed		(324,780	)		(305,228	)		(516,468	)		(413,715	)

Net increase in shares outstanding		192,712			3,552			2,748,953			2,897,373





International SmallCap ($)
Shares sold	$	29,552,044		$	12,733,141		$	188,727,994		$	146,345,932
Dividends reinvested		2,524			127,269			819,983			—
Shares redeemed		(17,907,434	)		(12,614,364	)		(32,274,836	)		(18,478,631	)

Net increase	$	11,647,134		$	246,046		$	157,273,141		$	127,867,301



	Class Q

	Year Ended			Year Ended
	October 31,			October 31,
	2007			2006





International SmallCap (Number of Shares)
Shares sold		851,771			618,175
Dividends reinvested		9,277			12,988
Shares redeemed		(648,584	)		(434,452	)

Net increase in shares outstanding		212,464			196,711

International SmallCap ($)
Shares sold	$	55,349,246		$	28,725,725
Dividends reinvested		504,137			564,597
Shares redeemed		(41,248,877	)		(20,330,336	)

Net increase	$	14,604,506		$	8,959,986


(1)	Commencement of operations.

144

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Value (Number of Shares)
Shares sold		16,368,193			17,704,351			453,105			723,662
Dividends reinvested		7,950,487			6,154,438			1,377,293			1,288,590
Shares redeemed		(24,751,517	)		(25,674,523	)		(6,016,199	)		(7,398,801	)

Net decrease in shares outstanding		(432,837	)		(1,815,734	)		(4,185,801	)		(5,386,549	)





International Value ($)
Shares sold	$	353,613,593		$	345,076,004		$	9,307,026		$	13,483,084
Dividends reinvested		162,571,673			110,779,870			27,711,130			22,846,698
Shares redeemed		(539,661,218	)		(504,762,828	)		(129,493,665	)		(142,311,210	)

Net decrease	$	(23,475,952	)	$	(48,906,954	)	$	(92,475,509	)	$	(105,981,428	)



	Class C						Class I

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Value (Number of Shares)
Shares sold		834,396			696,527			27,853,117			23,235,247
Dividends reinvested		2,721,822			2,160,993			6,124,030			4,027,145
Shares redeemed		(4,638,571	)		(5,174,229	)		(20,350,068	)		(13,614,582	)

Net increase (decrease) in shares outstanding		(1,082,353	)		(2,316,709	)		13,627,079			13,647,810

International Value ($)
Shares sold	$	16,733,659		$	12,393,004		$	601,984,171		$	456,863,861
Dividends reinvested		54,463,672			38,163,141			125,236,405			72,448,346
Shares redeemed		(98,807,462	)		(98,746,989	)		(447,151,806	)		(268,395,382	)

Net increase (decrease)	$	(27,610,131	)	$	(48,190,844	)	$	280,068,770		$	260,916,825



	Class Q

	Year Ended			Year Ended
	October 31,			October 31,
	2007			2006





International Value (Number of Shares)
Shares sold		4,986			22,383
Dividends reinvested		102,040			92,721
Shares redeemed		(190,516	)		(415,890	)

Net decrease in shares outstanding		(83,490	)		(300,786	)

International Value ($)
Shares sold	$	110,000		$	432,031
Dividends reinvested		2,089,785			1,670,826
Shares redeemed		(4,143,124	)		(8,027,999	)

Net decrease	$	(1,943,339	)	$	(5,925,142	)

145

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A						Class B

	Year Ended			Year Ended			Year Ended			Year Ended
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Value Choice (Number of Shares)
Shares sold		196,008			1,260,518			40,254			204,077
Dividends reinvested		26,003			9,873			3,151			2,909
Shares redeemed		(553,686	)		(394,876	)		(74,651	)		(50,448	)

Net increase (decrease) in shares outstanding		(331,675	)		875,515			(31,246	)		156,538

International Value Choice ($)
Shares sold	$	2,591,527		$	14,712,291		$	523,398		$	2,359,933
Dividends reinvested		334,923			109,590			40,274			32,117
Shares redeemed		(7,400,948	)		(4,737,083	)		(971,726	)		(590,545	)

Net increase (decrease)	$	(4,474,498	)	$	10,084,798		$	(408,054	)	$	1,801,505



	Class C						Class I

										December 21,
	Year Ended			Year Ended			Year Ended			2005⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





International Value Choice (Number of Shares)
Shares sold		85,318			216,216			4,387,177			3,307,214
Dividends reinvested		4,177			3,130			76,908			—
Shares redeemed		(94,956	)		(47,102	)		(3,383,938	)		(337,472	)

Net increase (decrease) in shares outstanding		(5,461	)		172,244			1,080,147			2,969,742

International Value Choice ($)
Shares sold	$	1,113,930		$	2,519,790		$	57,856,995		$	39,229,047
Dividends reinvested		53,511			34,613			989,038			—
Shares redeemed		(1,252,071	)		(550,017	)		(46,416,954	)		(4,156,509	)

Net increase (decrease)	$	(84,630	)	$	2,004,386		$	12,429,079		$	35,072,538


	Class A			Class B			Class C			Class I

	February 28,			February 28,			February 28,			February 28,
	2007⁽¹⁾to			2007⁽¹⁾to			2007⁽¹⁾to			2007⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2007			2007			2007





International Value Opportunities (Number of Shares)
Shares sold		1,004,583			1,280			2,699			103
Shares redeemed		(1,889	)		(1,085	)		(2	)		(1	)

Net increase in shares outstanding		1,002,694			195			2,697			102

International Value Opportunities ($)
Shares sold	$	10,048,363		$	13,195		$	27,547		$	1,030
Shares redeemed		(18,645	)		(11,002	)		(21	)		(10	)

Net increase	$	10,029,718		$	2,193		$	27,526		$	1,020


(1)	Commencement of operations.

146

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A

	Year Ended			Year Ended
	October 31,			October 31,
	2007			2006





Russia (Number of Shares)
Shares sold		4,435,492			10,885,015
Dividends reinvested		613,999			—
Shares redeemed		(6,715,298	)		(5,521,528	)

Net increase (decrease) in shares outstanding		(1,665,807	)		5,363,487

Russia ($)
Shares sold	$	280,987,914		$	528,911,241
Dividends reinvested		37,402,991			—
Redemption fee proceeds		3,086,432			2,984,157
Shares redeemed		(422,755,301	)		(268,475,876	)

Net increase (decrease)	$	(101,277,964	)	$	263,419,522



	Class A						Class B

				December 21,						January 4,
	Year Ended			2005⁽¹⁾to			Year Ended			2006⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





Emerging Markets Fixed Income (Number of Shares)
Shares sold		574,996			2,546,831			12,563			28,060
Dividends reinvested		17,007			1,763			1,367			356
Shares redeemed		(2,107,447	)		(18,897	)		(3,405	)		34

Net increase (decrease) in shares outstanding		(1,515,444	)		2,529,697			10,525			28,450

Emerging Markets Fixed Income ($)
Shares sold	$	5,985,060		$	25,848,505		$	129,139		$	284,262
Dividends reinvested		174,982			17,545			14,047			3,546
Shares redeemed		(21,814,799	)		(190,292	)		(34,681	)		349

Net increase (decrease)	$	(15,654,757	)	$	25,675,758		$	108,505		$	288,157



	Class C					Class I

				March 1,		December 20,
	Year Ended			2006⁽¹⁾to		2006⁽¹⁾to
	October 31,			October 31,		October 31,
	2007			2006		2007





Emerging Markets Fixed Income (Number of Shares)
Shares sold		121,704			32,643		29,241,272
Dividends reinvested		2,892			792		617,893
Shares redeemed		(6,959	)		—		(601,326	)

Net increase in shares outstanding		117,637			33,435		29,257,839

Emerging Markets Fixed Income ($)
Shares sold	$	1,261,502		$	329,390	$	303,520,569
Dividends reinvested		29,610			7,863		6,243,231
Shares redeemed		(71,700	)		—		(6,041,783	)

Net increase	$	1,219,412		$	337,253	$	303,722,017


(1)	Commencement of operations.

147

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class A					Class B

				June 30,					June 30,
	Year Ended			2006⁽¹⁾to		Year Ended			2006⁽¹⁾to
	October 31,			October 31,		October 31,			October 31,
	2007			2006		2007			2006





Global Bond (Number of Shares)
Shares sold		274,870			2,515,893		33,601			2,713
Dividends reinvested		3,007			—		658			—
Shares redeemed		(66,579	)		—		(4,564	)		—

Net increase in shares outstanding		211,298			2,515,893		29,695			2,713





Global Bond ($)
Shares sold	$	2,826,384		$	25,161,326	$	339,806		$	27,335
Dividends reinvested		30,842			—		6,727			—
Shares redeemed		(676,036	)		—		(45,456	)		—

Net increase	$	2,181,190		$	25,161,326	$	301,077		$	27,335



	Class C					Class I

				June 30,				June 30,
	Year Ended			2006⁽¹⁾to		Year Ended		2006⁽¹⁾to
	October 31,			October 31,		October 31,		October 31,
	2007			2006		2007		2006

Global Bond (Number of Shares)
Shares sold		160,111			3,467		1		101
Dividends reinvested		673			—		—		—
Shares redeemed		(10,660	)		—		—		—

Net increase in shares outstanding		150,124			3,467		1		101

Global Bond ($)
Shares sold	$	1,646,890		$	35,076	$	10	$	1,010
Dividends reinvested		6,965			—		—		—
Shares redeemed		(108,978	)		—		—		—

Net increase	$	1,544,877		$	35,076	$	10	$	1,010



	Class A						Class B

				December 21,						December 21,
	Year Ended			2005⁽¹⁾to			Year Ended			2005⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006

Diversified International (Number of Shares)
Shares sold		14,796,567			15,920,455			1,227,737			2,066,270
Dividends reinvested		58,638			—			1,114			—
Shares redeemed		(3,910,709	)		(1,271,043	)		(282,859	)		(70,627	)

Net increase in shares outstanding		10,944,496			14,649,412			945,992			1,995,643

Diversified International ($)
Shares sold	$	196,674,148		$	173,676,549		$	16,173,010		$	22,435,250
Dividends reinvested		727,447			—			13,771			—
Shares redeemed		(51,884,948	)		(13,776,784	)		(3,741,472	)		(779,687	)

Net increase	$	145,516,647		$	159,899,765		$	12,445,309		$	21,655,563


(1)	Commencement of operations.

148

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 11 — CAPITAL SHARES (continued)



	Class C						Class I

				December 21,						December 21,
	Year Ended			2005⁽¹⁾to			Year Ended			2005⁽¹⁾to
	October 31,			October 31,			October 31,			October 31,
	2007			2006			2007			2006





Diversified International (Number of Shares)
Shares sold		6,505,341			6,338,569			36,440			486
Dividends reinvested		4,093			—			4			—
Shares redeemed		(1,190,161	)		(287,804	)		(34,712	)		(100	)

Net increase in shares outstanding		5,319,273			6,050,765			1,732			386

Diversified International ($)
Shares sold	$	85,984,708		$	68,740,074		$	522,197		$	5,534
Dividends reinvested		50,585			—			55			—
Shares redeemed		(15,544,550	)		(3,120,028	)		(476,693	)		(1,163	)

Net increase	$	70,490,743		$	65,620,046		$	45,559		$	4,371


	Class R

	December 12,
	2006⁽¹⁾to
	October 31,
	2007





Diversified International (Number of Shares)
Shares sold		39,818
Dividends reinvested		38
Shares redeemed		(10,702	)

Net increase in shares outstanding		29,154

Diversified International ($)
Shares sold	$	502,116
Dividends reinvested		472
Shares redeemed		(144,253	)

Net increase	$	358,335


(1)	Commencement of operations.

149

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 12 — ILLIQUID SECURITIES

Pursuant to guidelines adopted by the Funds’ Board, the following securities have been deemed to be illiquid. The Funds currently limit investments in illiquid securities to 15% of a Fund’s net assets, at market value, at time of purchase.


					Initial						Percent
			Shares		Acquisition						of Net
Fund	Security		/Principal		Date		Cost		Value		Assets

Global Natural Resources		Cano Petroleum, Inc.		107,047		10/11/06	$	559,583	$	818,910		0.5	%
		PetroHawk Energy Corp.		40,042		10/10/06		478,705		740,777		0.5	%
		Solid Resources Ltd.		293,709		03/19/07		249,403		310,918		0.2	%
		Triangle Petroleum Corp.		38,800		02/26/07		77,600		50,828		0.0	%

							$	1,365,291	$	1,921,433		1.2	%

Foreign		OJSC Evrocement Group		13		01/29/07	$	146,250	$	240,500		0.0	%
		Open Investments		1,536		04/26/07		452,136		425,764		0.1	%
		Silvinit		3,130		05/10/07		1,088,674		1,244,175		0.2	%
		URSA Bank		378,180		04/11/07		889,462		699,633		0.1	%

							$	2,576,522	$	2,610,072		0.4	%

International SmallCap		Dongyang Mechatronics Corp.		143,450		03/02/05	$	676,529	$	1,735,564		0.2	%
		HannStar Display Corp.		2,729,088		03/27/07		615,569		1,272,114		0.1	%
		MFS Technology Ltd.		40,000		01/25/07		20,236		15,826		0.0	%
		Nadex Co., Ltd.		4,000		01/04/06		56,144		25,054		0.0	%
		Shinki Co., Ltd.		24,700		09/28/05		251,493		23,573		0.0	%

							$	1,619,971	$	3,072,131		0.3	%

Emerging Markets Fixed Income		Banco Credito Del Peru, 7.170%, due 10/15/22		PEN 3,900,000		10/19/07	$	1,291,391	$	1,299,762		0.4	%

							$	1,291,391	$	1,299,762		0.4	%

NOTE 13 — CONCENTRATION OF RISKS

Foreign Securities (All Funds). Investments in foreign securities may entail risks not present in domestic investments. Since securities in which the Funds and Underlying Funds may invest are denominated in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Funds and Underlying Funds. Foreign investments may also subject the Funds and Underlying Funds to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, as well as changes vis-a-vis the U.S. dollar from movements in currency, and changes in security value and interest rate, all of which could affect the market and/or credit risk of the Funds’ and Underlying Funds’ investments.

Emerging Markets Investments (All Funds except Index Plus International Equity). Because of less developed markets and economies and, in some countries, less mature governments and governmental institutions, the risks of investing in foreign securities can be intensified in the case of investments in issuers domiciled or doing substantial business in emerging market countries.

Industry Concentration (Global Natural Resources, Global Real Estate and International Real Estate). As a result of each Fund and Underlying Funds concentrating its assets in securities related to a particular industry, each Fund or Underlying Fund may be subject to greater market fluctuation than a fund that invests in securities representing a broader range of investment alternatives.

Geographic Concentration (Greater China and Russia). As a result of each Fund concentrating its assets in a single region of the world, each Fund’s performance may be more volatile than that of a fund that invests globally. If securities in the region that each Fund is concentrated fall out of favor, it may cause a Fund to underperform in relation to funds that focus on other types of stocks.

Non-Diversified (Global Natural Resources, Global Real Estate, Disciplined International SmallCap, Greater China, International Real Estate, Russia, Emerging Markets Fixed Income and Global Bond). The Funds and Underlying Funds are each classified as non-diversified investment companies under the 1940 Act, which means that each Fund or Underlying Fund is not limited by the 1940 Act in the proportion of assets that they may invest in the obligations of a single issuer. Declines in the value of that single company can significantly impact the value of a Fund

150

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 13 — CONCENTRATION OF RISKS (continued)

or Underlying Fund. The investment of a large percentage of a Funds’ or Underlying Fund’s assets in the securities of a small number of issuers may cause a Fund’s share price to fluctuate more than that of a diversified investment company. Conversely, even though classified as non-diversified, a Fund or Underlying Fund may actually maintain a portfolio that is diversified with a large number of issuers. In such an event, a Fund or Underlying Fund would benefit less from appreciation in a single corporate issuer than if it had greater exposure to that issuer.

Restricted and Illiquid Securities (Greater China, Russia and Emerging Markets Fixed Income). If a security is illiquid, a Fund may not be able to sell the security at a time when the Investment Adviser or a Sub-Adviser might wish to sell, and the security could have the effect of decreasing the overall level of a Fund’s liquidity. Further, the lack of an established secondary market may make it more difficult to value illiquid securities, which could vary from the amount a Fund could realize upon disposition. Restricted securities, i.e., securities subject to legal or contractual restrictions on resale, may be illiquid. However, some restricted securities may be treated as liquid, although they may be less liquid than registered securities traded on established secondary markets.

Rule 144A Securities (Global Value Choice, Greater China and International Value Choice). Rule 144A securities are securities that are not registered, but which are bought and sold solely by institutional investors. The Fund generally considers Rule 144A securities to be “liquid” although the market for such securities typically is less active than public securities markets and may lead to less ability to sell these securities.

NOTE 14 — SECURITIES LENDING

Under an agreement with BNY, the Funds can lend their securities to approved brokers, dealers and other financial institutions. Loans are collateralized by cash and U.S. government securities. The collateral must be in an amount equal to at least 105% of the market value of non-U.S. securities loaned and 102% of the market value of U.S. securities loaned. The cash collateral received is invested in approved investments as defined in the Securities Lending Agreement with BNY (the “Agreement”). The securities purchased with cash collateral received are reflected in the Portfolio of Investments. Generally, in the event of counterparty default, the Funds have the right to use the collateral to offset losses incurred. The Agreement contains certain guarantees by BNY in the event of counterparty default and/or a borrower’s failure to return a loaned security, however there would be a potential loss to the Funds in the event the Funds are delayed or prevented from exercising their right to dispose of the collateral. The Funds bear the risk of loss with respect to the investment of collateral. Engaging in securities lending could have a leveraging effect, which may intensify the credit, market and other risks associated with investing in a Fund. At October 31, 2007, the following Funds had securities on loan with the following market values:


	Value of
	Securities		Value of
Fund	Loaned		Collateral

Global Equity Dividend	$	12,887,840	$	13,121,697
Global Real Estate		33,126,917		34,107,610
Global Value Choice		24,078,683		24,568,922
Emerging Countries		49,050,425		50,315,176
Foreign		42,179,200		42,530,983
International Growth Opportunities		7,191,354		7,242,040
International SmallCap		33,222,926		34,544,733
International Value		176,481,982		186,972,678
Russia Fund		112,622,319		113,588,003

NOTE 15 — FEDERAL INCOME TAXES

The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies. These book/tax differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences are not reclassified. Key differences include the treatment of short-term capital gains, foreign currency transactions, and wash sale deferrals. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as distributions of paid-in capital.

151

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 15 — FEDERAL INCOME TAXES (continued)

The following permanent tax differences have been reclassified as of October 31, 2007:


				Undistributed Net			Accumulated
	Paid-in			Investment Income			Net Realized
	Capital			On Investments			Gains/(Losses)

Global Equity Dividend	$	—		$	1,987,562		$	(1,987,562	)
Global Natural Resources		—			915,873			(915,873	)
Global Real Estate⁽¹⁾		1,014,610			33,309,068			(34,323,678	)
Global Value Choice		—			683,392			(683,392	)
Disciplined International SmallCap		(71,517	)		232,372			(160,855	)
Emerging Countries		—			(404,375	)		404,375
Foreign		(91	)		3,492,238			(3,492,147	)
Greater China		—			(8,217	)		8,217
Index Plus International Equity		—			410,451			(410,451	)
International Capital Appreciation		—			1,329,512			(1,329,512	)
International Equity Dividend		(6,361	)		120,413			(114,052	)
International Growth Opportunities		—			5,468			(5,468	)
International Real Estate		—			19,074,816			(19,074,816	)
International SmallCap		—			53,531			(53,531	)
International Value		—			(1,151,612	)		1,151,612
International Value Choice		—			(68,120	)		68,120
International Value Opportunities		(15,611	)		26,786			(11,175	)
Russia		(123,868	)		4,511,889			(4,388,021	)
Emerging Markets Fixed Income		(33,369	)		(13,138	)		46,507
Global Bond		—			347,206			(347,206	)
Diversified International		19,330			4,155,585			(4,174,915	)

(1) As of the Fund’s tax year ended December 31, 2006.

Dividends paid by the Funds from net investment income and distributions of net realized short-term capital gains are, for federal income tax purposes, taxable as ordinary income to shareholders.

The tax composition of dividends and distributions to shareholders was as follows:



	Year Ended October 31, 2007						Year Ended October 31, 2006

					Dividends Paid
	Ordinary		Long-Term		Deduction on		Ordinary		Long-Term
	Income		Capital Gains		Redemptions		Income		Capital Gains

Global Equity Dividend	$	18,796,716	$	3,818,557	$	—	$	7,159,143	$	828,141
Global Natural Resources		2,937,873		3,999,909		—		180,375		—
Global Real Estate⁽¹⁾		51,930,847		8,533,607		—		14,209,504		4,790,208
Global Value Choice		—		—		—		397,470		—
Emerging Countries		2,943,119		—		—		671,817		—
Foreign		5,017,181		12,877,280		—		—		6,096,805
Greater China		143,130		—		—		—		—
Index Plus International Equity		3,219,136		—		—		—		—
International Capital Appreciation		1,644,836		—		—		—		—
International Growth Opportunities		3,156,568		9,769,639		—		1,814,101		—
International Real Estate		5,257,673		—		—		176,469		—
International SmallCap		3,451,506		—		—		2,373,750		—
International Value		122,228,627		402,826,028		—		49,299,049		295,092,915
International Value Choice		1,154,606		379,371		—		269,623		—
Russia		—		43,574,710		139		—		—
Emerging Markets Fixed Income		7,701,124		—		—		601,241		—
Global Bond		1,570,829		8,117		—		154,991		—
Diversified International		1,063,277		—		19,330		—		—

(1) Composition of dividends and distributions presented herein is based on the Fund’s tax year-end of December 31, 2006.

152

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

The tax-basis components of distributable earnings and the expiration dates of the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of October 31, 2007 were:


							Post-October
	Undistributed		Undistributed		Unrealized		Currency
	Ordinary		Long Term		Appreciation/		Losses			Capital Loss			Expiration
	Income		Capital Gains		(Depreciation)		Deferred			Carryforwards			Dates

Global Equity Dividend	$	8,910,172	$	20,212,116	$	29,314,208	$	—		$	—			—
Global Natural Resources		19,813,418		7,608,261		30,452,308		—			—			—
Global Real Estate⁽¹⁾		18,943,194		1,254,042		163,390,908		(203,868	)		—			—
Global Value Choice		397,014		—		18,664,718		—			(67,176,271	)		2009
											(81,779,077	)		2010
											(6,183,953	)		2011

										$	(155,139,301	)

Disciplined International SmallCap		10,387,969		—		17,136,239		—			—			—
Emerging Countries		3,092,433		8,984,526		57,601,834		—			(3,321,810	)*		2008
Foreign		4,110,078		39,829,512		209,255,862		—			—			—
Greater China		6,797,514		1,424,320		32,978,404		—			—			—
Index Plus International Equity		11,776,394		2,716,188		13,018,816		—			—			—
International Capital Appreciation		5,727,180		1,233,537		26,048,539		—			—			—
International Equity Dividend		553,428		—		3,206,366		—			—			—
International Growth Opportunities		10,460,955		10,794,409		25,331,782		—			(1,838,679	)*		2008
International Real Estate		18,778,690		—		49,465,611		—			(26,312	)		2014
											(2,515,843	)		2015

										$	(2,542,155	)

International SmallCap		78,354,785		66,294,175		209,962,864		—			—			—
International Value		169,333,918		657,964,463		1,217,966,130		—			—			—
International Value Choice		4,878,165		7,696,698		7,917,237		—			—			—
International Value Opportunities		248,964		—		408,770		—			—			—
Russia		—		137,645,235		448,582,297		—			—			—
Emerging Markets Fixed Income		—		—		601,729		—			(593,649	)		2015
Global Bond		465,305		—		1,228,620		—			—			—
Diversified International		5,267,267		1,925,350		113,649,018		—			—			—

* Utilization of these capital losses is subject to annual limitations under Section 382 of the Internal Revenue Code.

⁽¹⁾ As of the Fund’s tax year ended December 31, 2006.

NOTE 16 — OTHER ACCOUNTING PRONOUNCEMENTS

In June 2006, the Financial Accounting Standards Board (“FASB”) issued FASB Interpretation No. 48 (“FIN 48”), “Accounting for Uncertainty in Income Taxes.” This standard defines the threshold for recognizing the benefits of tax-return positions in the financial statements as “more-likely-than-not” to be sustained upon challenge by the taxing authority and requires measurement of a tax position meeting the more-likely-than-not criterion, based on the largest benefit that is more than 50 percent likely to be realized. FIN 48 was effective for fiscal years beginning after December 15, 2006, with early application permitted if no interim financial statements have been issued. However, acknowledging the unique issues that FIN 48 presents for investment companies that calculate NAVs, the SEC has indicated that they would not object if a fund implements FIN 48 in its NAV calculation as late as its last NAV calculation in the first required financial statement reporting period for its fiscal year beginning after December 15, 2006. For October year-end funds, this would be no later than their April 30, 2008 NAV and the effects of FIN 48 would be reflected in the Funds’ semi-annual financial statements contained in their Form N-CSR filing. At adoption, companies must adjust their financial statements to reflect only those tax positions that are more likely-than-not to be sustained as of the adoption date. Management of the Funds has assessed the impact of adopting FIN 48 and currently does not believe that there will be a material impact to the Funds.

153

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 16 — OTHER ACCOUNTING PRONOUNCEMENTS (continued)

On September 15, 2006, the FASB issued Statement of Financial Accounting Standards No. 157 (“SFAS No. 157”), “Fair Value Measurements.” The new accounting statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (“GAAP”), and expands disclosures about fair value measurements. SFAS No. 157 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). SFAS No. 157 also stipulates that, as a market-based measurement, fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability, and establishes a fair value hierarchy that distinguishes between (a) market participant assumptions developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (b) the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007. As of October 31, 2007, management of the Funds is currently assessing the impact, if any, that will result from adopting SFAS No. 157.

NOTE 17 — SUBSEQUENT EVENTS

On July 24, 2007, the Board approved a proposal to reorganize ING International Equity Fund into Index Plus International Equity (“Reorganization”). The Reorganization was approved by shareholders on November 21, 2007 and took place on December 8, 2007. As a result of the Reorganization, Index Plus International Equity launched Class O shares on December 10, 2007.

Dividends. Subsequent to October 31, 2007, the following Funds declared dividends of:

Net

Investment

Payable

Record

Income

Date

Emerging Markets Fixed Income

Class A

0.0500

November 5, 2007

October 31, 2007

Class B

0.0435

November 5, 2007

October 31, 2007

Class C

0.0438

November 5, 2007

October 31, 2007

Class I

0.0522

November 5, 2007

October 31, 2007

Class A

0.0500

December 5, 2007

November 30, 2007

Class B

0.0438

December 5, 2007

November 30, 2007

Class C

0.0439

December 5, 2007

November 30, 2007

Class I

0.0522

December 5, 2007

November 30, 2007

Global Bond

Class A

0.0709

December 3, 2007

Daily

Class B

0.0586

December 3, 2007

Daily

Class C

0.0631

December 3, 2007

Daily

Class I

0.0594

December 3, 2007

Daily

NOTE 18 — INFORMATION REGARDING TRADING OF ING’S U.S. MUTUAL FUNDS

As discussed in earlier supplements that were previously filed with the SEC, ING Investments, the adviser to the ING Funds, has reported to the Boards of Directors/ Trustees (the “Boards”) of the ING Funds that, like many U.S. financial services companies, ING Investments and certain of its U.S. affiliates have received informal and formal requests for information since September 2003 from various governmental and self-regulatory agencies in connection with investigations related to mutual funds and variable insurance products. ING Investments has advised the Boards that it and its affiliates have cooperated fully with each request.

In addition to responding to regulatory and governmental requests, ING Investments reported that management of U.S. affiliates of ING Groep N.V., including ING Investments (collectively, “ING”), on their own initiative, have conducted, through independent special counsel and a national accounting firm, an extensive internal review of trading in ING insurance, retirement, and mutual fund products. The goal of this review was to identify any instances of inappropriate trading in those products by third parties or by ING investment professionals and other ING personnel. ING’s internal review related to mutual fund trading is now substantially completed. ING has reported that, of the millions of customer relationships that ING maintains, the internal review identified several isolated arrangements allowing third parties to engage in frequent trading of mutual funds within ING’s variable insurance and mutual fund products, and

154

NOTES TO FINANCIAL STATEMENTS AS OF OCTOBER 31, 2007 (CONTINUED)

NOTE 18 — INFORMATION REGARDING TRADING OF ING’S U.S. MUTUAL FUNDS (continued)

identified other circumstances where frequent trading occurred, despite measures taken by ING intended to combat market timing. ING further reported that each of these arrangements has been terminated and fully disclosed to regulators. The results of the internal review were also reported to the independent members of the Boards.

ING Investments has advised the Boards that most of the identified arrangements were initiated prior to ING’s acquisition of the businesses in question in the U.S. ING Investments further reported that the companies in question did not receive special benefits in return for any of these arrangements, which have all been terminated.

Based on the internal review, ING Investments has advised the Boards that the identified arrangements do not represent a systemic problem in any of the companies that were involved.

Despite the extensive internal review conducted through independent special counsel and a national accounting firm, there can be no assurance that the instances of inappropriate trading reported to the Boards are the only instances of such trading respecting the ING Funds.

ING Investments reported to the Boards that ING is committed to conducting its business with the highest standards of ethical conduct with zero tolerance for noncompliance. Accordingly, ING Investments advised the Boards that ING management was disappointed that its voluntary internal review identified these situations. Viewed in the context of the breadth and magnitude of its U.S. business as a whole, ING management does not believe that ING’s acquired companies had systemic ethical or compliance issues in these areas. Nonetheless, ING Investments reported that given ING’s refusal to tolerate any lapses, it has taken the steps noted below, and will continue to seek opportunities to further strengthen the internal controls of its affiliates.

• ING has agreed with the ING Funds to indemnify and hold harmless the ING Funds from all damages resulting from wrongful conduct by ING or its employees or from ING’s internal investigation, any investigations conducted by any governmental or self-regulatory agencies, litigation or other formal proceedings, including any proceedings by the SEC. ING Investments reported to the Boards that ING management believes that the total amount of any indemnification obligations will not be material to ING or its U.S. business.

• ING updated its Code of Conduct for employees reinforcing its employees’ obligation to conduct personal trading activity consistent with the law, disclosed limits, and other requirements.

Other Regulatory Matters

The New York Attorney General and other federal and state regulators are also conducting broad inquiries and investigations involving the insurance industry. These initiatives currently focus on, among other things, compensation and other sales incentives; potential conflicts of interest; potential anti-competitive activity; reinsurance; marketing practices (including suitability); specific product types (including group annuities and indexed annuities); fund selection for investment products and brokerage sales; and disclosure. It is likely that the scope of these industry investigations will further broaden before they conclude. ING has received formal and informal requests in connection with such investigations, and is cooperating fully with each request. In connection with one such investigation, affiliates of ING Investments were named in a petition for relief and cease and desist order filed by the New Hampshire Bureau of Securities Regulation concerning their administration of the New Hampshire state employees deferred compensation plan.

Other federal and state regulators could initiate similar actions in this or other areas of ING’s businesses. These regulatory initiatives may result in new legislation and regulation that could significantly affect the financial services industry, including businesses in which ING is engaged. In light of these and other developments, ING continuously reviews whether modifications to its business practices are appropriate. At this time, in light of the current regulatory factors, ING U.S. is actively engaged in reviewing whether any modifications in our practices are appropriate for the future.

There can be no assurance that these matters, or the adverse publicity associated with them, will not result in increased fund redemptions, reduced sale of fund shares, or other adverse consequences to ING Funds.

155

PORTFOLIO OF INVESTMENTS

ING GLOBAL EQUITY DIVIDEND FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 92.7%
			Australia: 8.5%
	146,795		Australia & New Zealand Banking Group Ltd.	$	4,144,348
	246,016		Coca-Cola Amatil Ltd.		2,351,129
	671,697		Foster’s Group Ltd.		4,010,541
	847,648		Insurance Australia Group		3,728,719
	163,788		Publishing & Broadcasting Ltd.		3,197,251
	250,463		Stockland		2,103,988
	161,325		Suncorp-Metway Ltd.		3,065,001
	143,006		TABCORP Holdings Ltd.		2,081,051
	105,077		Wesfarmers Ltd.		4,323,787
	206,676		Westfield Group		4,225,887

					33,231,702

			Belgium: 2.8%
	86,629		Belgacom SA		4,151,343
	48,947		Elia System Operator SA		2,029,953
	154,540		Fortis		4,963,083
	61,816	@	Fortis		895

					11,145,274

			Brazil: 2.2%
	58,785		Petroleo Brasileiro SA ADR		4,890,324
	169,225		Tele Norte Leste Participacoes SA ADR		3,689,105

					8,579,429

			Canada: 4.4%
	7,854	@,#,X	Bell Aliant Regional Communications Income Fund		261,469
	61,168		Bell Aliant Regional Communications Income Fund		2,047,459
	49,580		Enerplus Resources Fund		2,398,680
	61,553	L	Fording Canadian Coal Trust		2,241,760
	266,726		Precision Drilling Trust		4,862,141
	128,246		TransCanada Corp.		5,454,850

					17,266,359

			Denmark: 1.0%
	93,131		Danske Bank A/ S		4,122,118

					4,122,118

			France: 5.7%
	34,342		BNP Paribas		3,806,173
	119,004		France Telecom SA		4,400,771
	22,233		Societe Generale		3,756,047
	49,774		Total SA		4,016,563
	138,613		Vivendi		6,263,825

					22,243,379

			Germany: 1.1%
	201,777		Deutsche Telekom AG		4,145,476

					4,145,476

			Greece: 1.1%
	101,928		OPAP SA		4,173,161

					4,173,161

			Hong Kong: 0.5%
	285,168		CLP Holdings Ltd.		1,927,193

					1,927,193

			Hungary: 1.0%
	142,580		Magyar Telekom Telecommunications PLC ADR		3,826,847

					3,826,847

			Ireland: 1.2%
	183,167		Allied Irish Banks PLC		4,627,109

					4,627,109

			Israel: 0.8%
	569,697		Bank Hapoalim BM		3,154,084

					3,154,084

			Italy: 9.2%
	417,911		Enel S.p.A.		5,010,895
	160,077		ENI S.p.A.		5,844,901
	496,488		Intesa Sanpaolo S.p.A.		3,938,641
	91,755		Italcementi S.p.A. RNC		1,531,594
	459,500		Mediaset S.p.A.		4,766,010
	36,958		Pirelli & C Real Estate S.p.A.		1,832,431
	627,854		Snam Rete Gas S.p.A.		4,064,642
	1,620,120		Telecom Italia S.p.A. RNC		4,195,920
	531,068		UniCredito Italiano S.p.A.		4,568,462

					35,753,496

			Luxembourg: 0.6%
	1,240,801	@,#,X	Lite-On Technology Corp.		2,266,943

					2,266,943

			Netherlands: 1.1%
	96,395		Royal Dutch Shell PLC		4,229,357

					4,229,357

			New Zealand: 0.5%
	562,802		Telecom Corp. of New Zealand Ltd.		1,890,538

					1,890,538

			Norway: 1.1%
	251,861		DNB NOR ASA		4,173,889

					4,173,889

			Poland: 1.2%
	479,913		Telekomunikacja Polska SA		4,546,685

					4,546,685

			Singapore: 0.8%
	194,000		DBS Group Holdings Ltd.		3,036,446

					3,036,446

			South Korea: 1.1%
	75,723		KT Corp. ADR		1,781,005
	26,261		S-Oil Corp.		2,385,108

					4,166,113

			Sweden: 1.0%
	214,023		Svenska Cellulosa AB — B Shares		3,781,584

					3,781,584

			Taiwan: 1.0%
	375,930		Taiwan Semiconductor Manufacturing Co., Ltd. ADR		4,003,655

					4,003,655

See Accompanying Notes to Financial Statements

156

PORTFOLIO OF INVESTMENTS

ING GLOBAL EQUITY DIVIDEND FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Thailand: 0.7%
	547,100		Advanced Info Service PCL	$	1,443,959
	179,100		Siam Cement PCL		1,388,126

					2,832,085

			United Kingdom: 18.9%
	75,573		AstraZeneca PLC		3,721,604
	254,210		Aviva PLC		4,005,201
	306,512		Barclays PLC		3,879,353
	413,742		BBA Aviation PLC		2,083,887
	345,032		BP PLC		4,488,875
	112,388		British American Tobacco PLC		4,281,719
	176,964		Diageo PLC		4,060,195
	1,342,060		DSG International PLC		3,624,779
	218,390		GlaxoSmithKline PLC		5,609,569
	336,573		Hiscox Ltd.		2,015,061
	209,807		HSBC Holdings PLC		4,159,778
	1,391,622		Legal & General Group PLC		4,062,675
	344,106		Lloyds TSB Group PLC		3,908,888
	503,233		Royal Bank of Scotland Group PLC		5,434,926
	321,915		Scottish & Newcastle PLC		5,252,132
	136,011		Severn Trent PLC		4,109,703
	528,944		Tate & Lyle PLC		4,799,961
	272,214		United Utilities PLC		4,138,650

					73,636,956

			United States: 25.2%
	48,975		AGL Resources, Inc.		1,935,982
	84,297		Altria Group, Inc.		6,147,780
	73,509	L	Ameren Corp.		3,973,897
	68,190		Arthur J Gallagher & Co.		1,814,536
	92,848		AT&T, Inc.		3,880,118
	116,142		Bank of America Corp.		5,607,336
	135,066		Bristol-Myers Squibb Co.		4,050,629
	164,332		Citigroup, Inc.		6,885,512
	277,099	L	Citizens Communications Co.		3,646,623
	83,460		Consolidated Edison, Inc.		3,930,131
	88,971		Dow Chemical Co.		4,007,254
	103,020		Duke Energy Corp.		1,974,893
	71,971		Energy East Corp.		2,006,551
	57,140		Fifth Third Bancorp		1,787,339
	107,013	L	First Horizon National Corp.		2,790,899
	59,892		Kinder Morgan Energy Partners LP		3,144,330
	82,721		Masco Corp.		1,991,922
	200,663		NiSource, Inc.		4,103,558
	236,677		Pfizer, Inc.		5,824,621
	41,855		Rayonier, Inc.		2,021,178
	61,874	L	Reynolds American, Inc.		3,986,542
	106,317		Southern Co.		3,897,581
	78,200		Spectra Energy Corp.		2,031,636
	117,605		US Bancorp		3,899,782
	116,997	L	UST, Inc.		6,238,280
	77,002		Wachovia Corp.		3,521,301
	109,861		Washington Mutual, Inc.		3,062,925

					98,163,136

			Total Common Stock (Cost $329,606,326)		360,923,014





REAL ESTATE INVESTMENT TRUSTS: 2.7%
			Germany: 0.5%
	105,499	@	Alstria Office AG		1,855,528

					1,855,528

			Netherlands: 0.5%
	22,839		Corio NV		2,005,504

					2,005,504

			United States: 1.7%
	27,352		Developers Diversified Realty Corp.		1,378,541
	46,402		Duke Realty Corp.		1,491,824
	47,561	L	Hospitality Properties Trust		1,883,416
	55,934		iStar Financial, Inc.		1,706,546

					6,460,327

			Total Real Estate Investment Trusts (Cost $11,517,540)		10,321,359





EQUITY-LINKED SECURITIES: 0.5%
			Luxembourg: 0.5%
	751,596	@,X	Formosa Chemicals & Fibre Corp. (Counterparty: Merrill)		2,018,174

			Total Equity-Linked Securities (Cost $1,179,964)		2,018,174





WARRANTS: 1.8%
			Ireland: 0.5%
	3,064,000	X	Mega Financial Holding Co., Ltd. (Issuer: Morgan Stanley)		1,995,383

					1,995,383

			Luxembourg: 1.3%
	1,140,000		Acer, Inc. (Issuer: Citibank Global Markets)		2,669,880
	496,398	X	Novatek Microelectronics Corp., Ltd. (Issuer: Merrill)		2,282,818

					4,952,698

			Total Warrants (Cost $6,570,544)		6,948,081

			Total Long-Term Investments (Cost $348,874,374)		380,210,628


Principal
Amount			Value






SHORT-TERM INVESTMENTS: 3.3%
		Securities Lending Collateral^CC: 3.3%
$	13,121,697	Bank of New York Mellon Corp. Institutional Cash Reserves	$	13,121,697

		Total Short-Term Investments (Cost $13,121,697)		13,121,697

Total Investments in Securities
(Cost $361,996,071)*

101.0

393,332,325

Other Assets and
Liabilities-Net

(1.0

)

(4,068,049

)

Net Assets

100.0

389,264,276

See Accompanying Notes to Financial Statements

157

PORTFOLIO OF INVESTMENTS

ING GLOBAL EQUITY DIVIDEND FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


@		Non-income producing security
ADR		American Depositary Receipt
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
cc		Securities purchased with cash collateral for securities loaned.
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
*		Cost for federal income tax purposes is $364,038,475.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	43,164,589
Gross Unrealized Depreciation		(13,870,739	)

Net Unrealized Appreciation	$	29,293,850


	Percentage of
Industry	Net Assets


Aerospace/ Defense		0.5	%
Agriculture		5.3
Banks		21.2
Beverages		4.0
Building Materials		1.3
Chemicals		1.5
Coal		0.6
Computers		1.3
Diversified Financial Services		2.3
Electric		6.4
Entertainment		1.6
Food		1.2
Forest Products & Paper		1.5
Gas		2.6
Insurance		4.0
Media		3.7
Miscellaneous Manufacturing		1.1
Oil & Gas		8.5
Pharmaceuticals		4.9
Pipelines		2.7
Real Estate		2.1
Real Estate Investment Trusts: Diversified		1.3
Real Estate Investment Trusts: Hotels		0.5
Real Estate Investment Trusts: Office Property		0.5
Real Estate Investment Trusts: Shopping Centers		0.4
Retail		0.9
Savings & Loans		0.8
Semiconductors		1.6
Telecommunications		11.3
Water		2.1
Short-Term Investments		3.3
Other Assets and Liabilities — Net		(1.0	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

158

PORTFOLIO OF INVESTMENTS

ING GLOBAL NATURAL RESOURCES FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 99.9%
			Australia: 1.7%
	721,737	@	Boart Longyear Group	$	1,735,738
	30,804	@	InterOil Corp.		716,501
	45,511		Perilya Ltd.		168,264

					2,620,503

			Bermuda: 1.5%
	28,987		Aquarius Platinum Ltd.		1,115,324
	110,900	@	Energy XXI Acquisition Corp. Bermuda Ltd.		587,770
	17,400		Nordic American Tanker Shipping		673,206

					2,376,300

			Brazil: 4.2%
	44,900		Cia Vale do Rio Doce ADR		1,691,832
	103,300		Petroleo Brasileiro SA		4,930,272

					6,622,104

			Canada: 18.7%
	40,800		Barrick Gold Corp.		1,800,504
	345,340	@	Breakwater Resources Ltd.		1,012,642
	285,600	@	Consolidated Thompson Iron Mines Ltd.		2,131,456
	161,700	@	Eldorado Gold Corp.		1,128,040
	60,600		Encana Corp.		4,223,820
	269,000	@	European Goldfields Ltd.		1,828,169
	11,600		First Quantum Minerals Ltd.		1,248,721
	55,703	@	FNX Mining Co., Inc.		2,249,584
	61,249		GoldCorp, Inc.		2,151,677
	47,500	@	Kinross Gold Corp.		934,800
	98,100	@	Mag Silver Corp.		1,542,143
	28,400	@	Major Drilling Group International		1,872,990
	12,119		Niko Resources Ltd.		1,357,318
	189,279		Norbord, Inc.		1,602,956
	334,300	@	Shore Gold, Inc.		1,610,189
	55,992	@	Silver Wheaton Corp.		944,585
	293,709	I	Solid Resources Ltd.		310,918
	38,800	@,I	Triangle Petroleum Corp.		50,828
	91,917		Yamana Gold, Inc.		1,380,588

					29,381,928

			France: 0.5%
	9,000		Total SA ADR		725,490

					725,490

			Greece: 0.6%
	54,294		Stealthgas, Inc.		985,436

					985,436

			Hong Kong: 0.6%
	4,100		CNOOC Ltd. ADR		887,609

					887,609

			Jersey: 1.0%
	43,200		Randgold Resources Ltd. ADR		1,552,608

					1,552,608

			Luxembourg: 0.5%
	13,700		Tenaris SA ADR		737,060

					737,060

			Netherlands: 1.4%
	26,047		Royal Dutch Shell PLC ADR		2,279,373

					2,279,373

			Russia: 2.5%
	17,400		Lukoil-Spon ADR		1,596,704
	40,200		OAO Gazprom ADR		2,009,809
	8,400	#	TMK OAO GDR		373,716

					3,980,229

			South Africa: 0.9%
	80,198	@	First Uranium Corp.		918,586
	1,380,355	@	Merafe Resources Ltd.		431,246

					1,349,832

			Switzerland: 0.8%
	18,500		Xstrata PLC		1,333,958

					1,333,958

			United States: 65.0%
	41,700		Alcoa, Inc.		1,650,903
	16,100		Allegheny Technologies, Inc.		1,644,937
	37,775	@	Allis-Chalmers Energy, Inc.		663,707
	84,297	@	American Oil & Gas, Inc.		649,087
	15,900		Apache Corp.		1,650,579
	26,009	@	Biofuel Energy Corp		142,789
	65,350	@	BPZ Energy, Inc.		746,297
	50,400		Cabot Oil & Gas Corp.		2,000,376
	10,900	@	Cameron International Corp.		1,061,224
	107,047	@,I	Cano Petroleum, Inc.		818,910
	20,550	@	CNX Gas Corp.		655,956
	66,782	@	Concho Resources, Inc.		1,301,581
	46,350		ConocoPhillips		3,937,896
	16,900		Consol Energy, Inc.		954,850
	52,000	@	Continental Resources, Inc.		1,222,520
	7,800	@	Denbury Resources, Inc.		441,480
	46,100		Devon Energy Corp.		4,305,740
	22,910	@	Encore Acquisition Co.		840,797
	6,600		Entergy Corp.		791,142
	26,300		EOG Resources, Inc.		2,330,180
	90,293	@	EXCO Resources, Inc.		1,524,146
	11,450	@	Exterran Holdings, Inc.		964,090
	59,500		ExxonMobil Corp.		5,473,405
	28,500		Freeport-McMoRan Copper & Gold, Inc.		3,353,880
	57,771	@	Geokinetics, Inc.		1,213,191
	18,700		GlobalSantaFe Corp.		1,515,261
	6,900	@	Grant Prideco, Inc.		339,204
	13,800		Halliburton Co.		543,996
	16,800	@	Helix Energy Solutions Group, Inc.		777,000
	38,186	@	Hercules Offshore, Inc.		1,032,549
	28,400		Hess Corp.		2,033,724
	25,700	@	JK Acquisition Corp.		151,373
	97,665	@	Kodiak Oil & Gas Corp.		224,630
	22,500	@	Layne Christensen Co.		1,281,150
	56,600		Marathon Oil Corp.		3,346,758
	25,600	@	McDermott International, Inc.		1,563,136
	13,000	@	National Oilwell Varco, Inc.		952,120
	33,100		Newmont Mining Corp.		1,683,466
	20,400		Noble Energy, Inc.		1,561,416
	33,853	@	NRG Energy, Inc.		1,545,728
	20,900		Nucor Corp.		1,296,218
	72,200		Occidental Petroleum Corp.		4,985,410
	7,800	@	Oceaneering International, Inc.		602,706
	7,700		Overseas Shipholding Group		572,880
	42,616	@	Parallel Petroleum Corp.		872,350
	122,777	@	Particle Drilling Technologies, Inc.		408,847
	40,042	@,I	PetroHawk Energy Corp.		740,777
	83,566	@	Petroquest Energy, Inc.		1,078,001
	36,700	@	Plains Exploration & Production Co.		1,869,865
	17,400	@	Quicksilver Gas Services LP		426,300
	42,379	@	Quicksilver Resources, Inc.		2,415,603
	25,500		Range Resources Corp.		1,145,715
	45,075	@	Rex Energy Corp.		445,792

See Accompanying Notes to Financial Statements

159

PORTFOLIO OF INVESTMENTS

ING GLOBAL NATURAL RESOURCES FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			United States (continued)
	84,300		Schlumberger Ltd.	$	8,140,851
	25,795	@	Semgroup Energy Partners LP		774,624
	30,600	@	Southwestern Energy Co.		1,582,938
	5,600	@	Superior Energy Services		207,648
	18,450		Targa Resources Partners LP		507,560
	26,600	@	Transocean, Inc.		3,175,242
	22,600	@	Ultra Petroleum Corp.		1,601,436
	51,300		Valero Energy Corp.		3,613,059
	16,699	@	Vanguard Natural Resources, LLC		311,436
	18,300	@	Weatherford International Ltd.		1,187,853
	18,600	@	Whiting Petroleum Corp.		1,005,516
	67,400		XTO Energy, Inc.		4,474,012

					102,333,813

			Total Common Stock (Cost $125,669,570)		157,166,243





SHORT-TERM INVESTMENTS: 1.1%
			Mutual Fund: 0.8%
	1,250,000	**,S	ING Institutional Prime Money Market Fund		1,250,000

			Total Mutual Fund (Cost $1,250,000)		1,250,000


Principal
Amount			Value






REPURCHASE AGREEMENT: 0.3%
$	536,000	Morgan Stanley Repurchase Agreement dated 10/31/07, 4.780%, due 11/01/07, $536,071 to be received upon repurchase (Collateralized by $555,000 Federal Home Loan Bank, Discount Note, Market Value $549,006, due 01/30/08)		536,000

		Total Repurchase Agreement (Cost $536,000)		536,000

		Total Short-Term Investments (Cost $1,786,000)		1,786,000

Total Investments In Securities
(Cost $127,455,570)*

101.0

158,952,243

Other Assets and
Liabilities-Net

(1.0

)

(1,583,308

)

Net Assets

100.0

157,368,935


@		Non-income producing security
ADR		American Depositary Receipt
GDR		Global Depositary Receipt
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
I		Illiquid securities
S		All or a portion of this security is segregated for certain derivatives, when-issued or delayed delivery securities and forward currency exchange contracts.
**		Investment in affiliate
*		Cost for federal income tax purposes is $128,500,854.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	31,949,153
Gross Unrealized Depreciation		(1,497,764	)

Net Unrealized Appreciation	$	30,451,389


	Percentage of
Industry	Net Assets


Building Materials		1.0	%
Coal		0.6
Electric		1.5
Energy — Alternate Sources		0.1
Engineering & Construction		2.9
Holding Companies — Diversified		0.1
Iron/ Steel		3.2
Metal Fabricate/ Hardware		0.7
Mining		21.6
Oil & Gas		54.2
Oil & Gas Services		11.5
Pipelines		1.1
Transportation		1.4
Short-Term Investments		1.1
Other Assets and Liabilities — Net		(1.0	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

160

PORTFOLIO OF INVESTMENTS

ING GLOBAL REAL ESTATE FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 45.4%
			Australia: 13.2%
	629,299		Centro Properties Group	$	4,142,577
	3,601,300		CFS Retail Property Trust		8,225,944
	4,145,100		DB Rreef Trust		8,119,918
	3,203,200		GPT Group		13,858,995
	4,938,600		Macquarie CountryWide Trust		9,299,062
	2,720,400		Macquarie DDR Trust		2,989,962
	4,869,231		Macquarie Goodman Group		31,563,234
	2,629,600		Mirvac Group		14,260,536
	2,794,100		Stockland		23,471,541
	6,074,650		Valad Property Group		10,773,622
	3,984,454		Westfield Group		81,469,802

					208,175,193

			Austria: 0.8%
	622,300	@	Conwert Immobilien Invest AG		11,814,377

					11,814,377

			Brazil: 0.5%
	537,800	@	BR Malls Participacoes SA		7,893,058

					7,893,058

			Canada: 0.7%
	462,700	L	Brookfield Properties Co. (U.S. Denominated Security)		11,553,619

					11,553,619

			Cayman Islands: 0.8%
	5,005,900		Agile Property Holdings Ltd.		12,149,530

					12,149,530

			China: 1.7%
	1,251,500		Greentown China Holdings Ltd.		2,676,218
	2,017,200	L	Guangzhou R&F Properties Co., Ltd.		10,620,015
	3,856,400		Shimao Property Holdings Ltd.		13,806,315

					27,102,548

			Finland: 1.5%
	2,211,885		Citycon OYJ		14,432,579
	686,040		Sponda OYJ		9,441,592

					23,874,171

			Germany: 0.2%
	84,505	L	DIC Asset AG		2,859,369

					2,859,369

			Hong Kong: 11.3%
	1,916,300		Cheung Kong Holdings Ltd.		37,589,041
	2,597,900		Hang Lung Group Ltd.		15,339,563
	3,255,300		Hang Lung Properties Ltd.		15,661,531
	1,365,600		Hongkong Land Holdings Ltd.		6,831,679
	1,918,500		Kerry Properties Ltd.		16,687,540
	1,242,800		Mandarin Oriental International Ltd.		3,110,590
	1,108,600		Shangri-La Asia Ltd.		3,538,024
	8,682,900		Shui On Land Ltd.		12,086,442
	2,993,200		Sun Hung Kai Properties Ltd.		57,202,900
	1,707,000		Wharf Holdings Ltd.		10,292,328

					178,339,638

			Isle of Man: 0.1%
	135,300	@	Hirco PLC		1,060,614

					1,060,614

			Japan: 10.6%
	2,155,900		Mitsubishi Estate Co., Ltd.		64,630,173
	2,442,300		Mitsui Fudosan Co., Ltd.		67,563,736
	2,238		NTT Urban Development Corp.		5,048,602
	855,500		Sumitomo Realty & Development Co., Ltd.		30,194,998

					167,437,509

			Norway: 0.3%
	415,100		Norwegian Property ASA		5,201,392

					5,201,392

			Singapore: 2.6%
	1,005,500		Allgreen Properties Ltd.		1,108,939
	2,353,800		Ascott Group Ltd.		2,689,423
	5,416,700		CapitaLand Ltd.		30,498,387
	490,200	L	Keppel Land Ltd.		2,835,624
	1,753,500		Wing Tai Holdings Ltd.		4,239,255

					41,371,628

			Sweden: 0.3%
	489,700		Hufvudstaden AB		5,395,321

					5,395,321

			United Kingdom: 0.8%
	3,454,766		Safestore Holdings Ltd.		12,696,360

					12,696,360

			Total Common Stock (Cost $537,512,042)		716,924,327





REAL ESTATE INVESTMENT TRUSTS: 51.5%
			Canada: 1.1%
	64,000	@,#	Calloway Real Estate Investment Trust		1,700,524
	93,000		Calloway Real Estate Investment Trust		2,471,074
	545,600		RioCan Real Estate Investment Trust		13,422,690

					17,594,288

			France: 5.1%
	211,200		Klepierre		11,492,718
	226,609		Mercialys		8,882,790
	32,770		Societe de la Tour Eiffel		5,499,359
	40,243		Societe Immobiliere de Location pour l’Industrie et le Commerce		6,234,418
	196,236		Unibail-Rodamco		49,008,047

					81,117,332

			Hong Kong: 0.6%
	4,166,900		Link Real Estate Investment Trust		9,454,141

					9,454,141

			Japan: 3.4%
	1,102		Japan Logistics Fund, Inc.		7,898,502
	652		Japan Real Estate Investment Corp.		8,108,952
	969		Japan Retail Fund Investment Corp.		7,195,821
	726		Kenedix Realty Investment Corp.		5,055,238
	1,011		New City Residence Investment Corp.		4,708,902
	516		Nippon Accommodations Fund, Inc.		3,087,912

See Accompanying Notes to Financial Statements

161

PORTFOLIO OF INVESTMENTS

ING GLOBAL REAL ESTATE FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Japan (continued)
	1,009		Nippon Building Fund, Inc.	$	14,636,529
	601		Nomura Real Estate Residential Fund, Inc.		3,716,521

					54,408,377

			Netherlands: 1.4%
	176,910		Corio NV		15,534,557
	101,825		Eurocommercial Properties NV		6,011,222

					21,545,779

			Singapore: 1.0%
	1,810,000	@	Ascendas Real Estate Investment Trust		3,264,281
	4,811,000	@	CapitaMall Trust		12,279,788

					15,544,069

			United Kingdom: 6.5%
	771,500		British Land Co. PLC		17,453,893
	352,900		Brixton PLC		2,729,856
	697,900		Derwent Valley Holdings PLC		24,229,967
	487,596		Great Portland Estates PLC		5,814,447
	831,728		Hammerson PLC		19,283,057
	798,417		Land Securities Group PLC		27,374,600
	623,200		Segro PLC		6,066,744

					102,952,564

			United States: 32.4%
	187,800		AMB Property Corp.		12,272,730
	198,420		AvalonBay Communities, Inc.		24,336,213
	198,200		BioMed Realty Trust, Inc.		4,734,998
	334,600		Boston Properties, Inc.		36,250,564
	188,700		BRE Properties, Inc.		10,340,760
	126,300		Camden Property Trust		7,874,805
	127,300		Corporate Office Properties Trust SBI MD		5,261,309
	279,300		Douglas Emmett, Inc.		7,348,383
	158,600	L	Equity One, Inc.		4,152,148
	76,500		Equity Residential		3,196,170
	50,800		Essex Property Trust, Inc.		6,270,244
	286,200		Extra Space Storage, Inc.		4,499,064
	254,400	L	Federal Realty Investment Trust		22,443,168
	222,400		FelCor Lodging Trust, Inc.		4,657,056
	488,500		General Growth Properties, Inc.		26,554,860
	163,200		HCP, Inc.		5,555,328
	213,200		Highwoods Properties, Inc.		7,666,672
	207,800	L	Home Properties, Inc.		10,685,076
	1,114,310		Host Hotels & Resorts, Inc.		24,693,110
	112,700		Kilroy Realty Corp.		7,330,008
	232,600	L	Kimco Realty Corp.		9,657,552
	91,700		LaSalle Hotel Properties		3,789,044
	216,600		Macerich Co.		18,564,786
	437,200	L	Nationwide Health Properties, Inc.		13,649,384
	425,800		Omega Healthcare Investors, Inc.		7,123,634
	121,800		Post Properties, Inc.		4,993,800
	479,900		Prologis		34,428,024
	69,554		Public Storage, Inc.		5,631,787
	291,100	L	Regency Centers Corp.		20,807,828
	493,200		Simon Property Group, Inc.		51,347,052
	221,400	L	SL Green Realty Corp.		26,714,124
	190,400		Strategic Hotel Capital, Inc.		4,158,336
	189,500		Tanger Factory Outlet Centers, Inc.		7,981,740
	181,700	L	Taubman Centers, Inc.		10,696,679
	528,400		Ventas, Inc.		22,663,076
	295,300		Vornado Realty Trust		32,990,916

					511,320,428

			Total Real Estate Investment Trusts (Cost $762,667,131)		813,936,978





MUTUAL FUNDS: 0.1%
			Guernsey: 0.1%
	1,266,400	**	ING UK Real Estate Income Trust Ltd.		2,163,458

			Total Mutual Funds (Cost $2,242,416)		2,163,458





WARRANTS: 0.7%
			Hong Kong: 0.0%
	158,416		China Overseas Land & Investment Ltd.		131,839

					131,839

			India: 0.7%
	1,023,600	X	Macquarie Bank Ltd.		9,998,214

					9,998,214

			Total Warrants (Cost $6,303,948)		10,130,053





PURCHASED OPTIONS: 0.3%
			Brazil: 0.3%
	517,500		Call Option OTC — Merrill Lynch Brascan Residential Properties SA (Brazil) Zero Strike Option — Exp 10/22/2008		4,126,484

			Total Purchased Options (Cost $3,881,855)		4,126,484

			Total Long-Term Investments (Cost $1,312,607,392)		1,547,281,300


Principal
Amount				Value






SHORT-TERM INVESTMENTS: 3.5%
			U.S. Government Agency Obligations: 1.3%
$	21,203,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	21,200,526

			Total U.S. Government Agency Obligations (Cost $21,200,526)		21,200,526

See Accompanying Notes to Financial Statements

162

PORTFOLIO OF INVESTMENTS

ING GLOBAL REAL ESTATE FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


Principal
Amount			Value


		Securities Lending Collateral^CC: 2.2%
$	34,107,610	Bank of New York Mellon Corp. Institutional Cash Reserves	$	34,107,610

		Total Securities Lending Collateral (Cost $34,107,610)		34,107,610

		Total Short-Term Investments (Cost $55,308,136)		55,308,136

Total Investments in Securities
(Cost $1,367,915,528)*

101.5

1,602,589,436

Other Assets and
Liabilities-Net

(1.5

)

(23,017,991

)

Net Assets

100.0

1,579,571,445


@		Non-income producing security
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
cc		Securities purchased with cash collateral for securities loaned.
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
**		Investment in affiliate
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is $1,440,506,930.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	182,364,731
Gross Unrealized Depreciation		(20,282,225	)

Net Unrealized Appreciation	$	162,082,506


	Percentage of
Industry	Net Assets


Closed-End Funds		0.1	%
Engineering & Construction		0.7
Holding Companies — Diversified		0.7
Lodging		0.4
Real Estate		43.8
Real Estate Investment Trusts: Apartments		4.8
Real Estate Investment Trusts: Diversified		13.2
Real Estate Investment Trusts: Health Care		3.1
Real Estate Investment Trusts: Hotels		2.4
Real Estate Investment Trusts: Office Property		10.1
Real Estate Investment Trusts: Regional Malls		6.8
Real Estate Investment Trusts: Shopping Centers		7.1
Real Estate Investment Trusts: Storage		0.6
Real Estate Investment Trusts: Warehouse/ Industrial		3.4
Storage/ Warehousing		0.8
Short-Term Investments		3.5
Other Assets and Liabilities — Net		(1.5	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

163

PORTFOLIO OF INVESTMENTS

ING GLOBAL VALUE CHOICE FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 95.9%
			Australia: 2.5%
	1,145,500		Dyno Nobel Ltd.	$	2,637,898
	194,000	@	Moto Goldmines Ltd.		628,423

					3,266,321

			Brazil: 3.9%
	297,000	L	Centrais Eletricas Brasileiras SA ADR		4,506,975
	11,700	L	Cia de Saneamento Basico do Estado de Sao Paulo ADR		608,634

					5,115,609

			Canada: 8.5%
	43,264	L	AbitibiBowater, Inc.		1,482,225
	120,000		Barrick Gold Corp.		5,295,600
	182,700	@	Crystallex International Corp.		573,678
	160,000	@	Gabriel Resources Ltd.		431,906
	85,100	@,L	Ivanhoe Mines Ltd.		1,169,274
	70,372	@,L	Kinross Gold Corp.		1,384,921
	198,100	@	Patheon, Inc.		733,976

					11,071,580

			France: 3.3%
	30,100	L	Sanofi-Aventis ADR		1,324,701
	11,300	L	Technip SA ADR		1,011,474
	31,000		Thales SA		1,937,833

					4,274,008

			Germany: 0.6%
	36,200	@	Premiere AG		738,587

					738,587

			Italy: 1.6%
	811,926		Telecom Italia S.p.A. RNC		2,102,792

					2,102,792

			Japan: 14.8%
	500		Fields Corp.		768,970
	12,300		Kao Corp. ADR		3,520,839
	66,000		Kissei Pharmaceutical Co., Ltd.		1,205,574
	245,000		Nippon Telegraph & Telephone Corp. ADR		5,622,749
	97,800	L	Paramount Bed Co., Ltd.		1,334,132
	84,000		Sekisui House Ltd.		1,074,648
	25,400		Seven & I Holdings Co., Ltd.		655,869
	282,000		Sumitomo Osaka Cement Co., Ltd.		706,741
	96,800		Takefuji Corp.		2,466,883
	54,000		Toppan Printing Co., Ltd.		526,841
	29,300		Toppan Printing Co., Ltd. ADR		1,425,797

					19,309,043

			Netherlands: 4.2%
	62,283		Royal Dutch Shell PLC ADR		5,434,192

					5,434,192

			Norway: 1.4%
	1,842,600	@	Marine Harvest		1,881,061

					1,881,061

			Papua New Guinea: 3.0%
	1,004,504	@	Lihir Gold Ltd.		3,988,010

					3,988,010

			South Africa: 5.2%
	105,000		Anglogold Ashanti Ltd. ADR		4,877,250
	102,900		Gold Fields Ltd.		1,857,851
	4,400		Mondi Ltd.		44,601

					6,779,702

			South Korea: 6.2%
	185,150		Korea Electric Power Corp. ADR		4,119,588
	45,200		KT Corp. ADR		1,063,104
	36,400		Samsung SDI Co., Ltd.		2,935,474

					8,118,166

			Taiwan: 1.5%
	102,425		Chunghwa Telecom Co., Ltd. ADR		1,966,560

					1,966,560

			United Kingdom: 8.8%
	28,040		Anglo American PLC		1,950,408
	50,100		AstraZeneca PLC ADR		2,459,910
	221,500		Benfield Group Ltd.		1,402,715
	17,800		BP PLC ADR		1,388,222
	11,000		Mondi PLC		101,954
	45,900		Stolt-Nielsen SA		1,346,932
	38,900	L,X	Stolt-Nielsen SA ADR		1,137,978
	437,500		Vodafone Group PLC		1,723,989

					11,512,108

			United States: 30.4%
	22,300	@,L	AGCO Corp.		1,330,864
	220,500	@,L	Allied Waste Industries, Inc.		2,787,120
	33,300	@	Amgen, Inc.		1,935,063
	152,500	@,L	Apex Silver Mines Ltd.		3,126,250
	40,200		Chevron Corp.		3,678,702
	37,200	@,L	GrafTech International Ltd.		703,080
	34,300		Idacorp, Inc.		1,196,727
	20,000		Microsoft Corp.		736,200
	106,800		Newmont Mining Corp.		5,431,848
	43,050		Peabody Energy Corp.		2,400,038
	92,100	L	Puget Energy, Inc.		2,601,825
	18,900	@,L	Scholastic Corp.		748,062
	115,000	@,L	Smithfield Foods, Inc.		3,297,050
	30,600	@	Tech Data Corp.		1,203,498
	210,100		Tyson Foods, Inc.		3,319,580
	31,000		Union Pacific Corp.		3,969,240
	26,600		Wal-Mart Stores, Inc.		1,202,586

					39,667,733

			Total Common Stock (Cost $105,809,444)		125,225,472


Principal
Amount				Value






SHORT-TERM INVESTMENTS: 21.4%
			U.S. Government Agency Obligations: 2.6%
$	3,438,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	3,437,599

			Total U.S. Government Agency Obligations (Cost $3,437,599)		3,437,599

See Accompanying Notes to Financial Statements

164

PORTFOLIO OF INVESTMENTS

ING GLOBAL VALUE CHOICE FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


Principal
Amount			Value


		Securities Lending Collateral^CC: 18.8%
$	24,568,922	Bank of New York Mellon Corp. Institutional Cash Reserves	$	24,568,922

		Total Securities Lending Collateral (Cost $24,568,922)		24,568,922

		Total Short-Term Investments (Cost $28,006,521)		28,006,521

Total Investments in Securities
(Cost $133,815,965)*

117.3

153,231,993

Other Assets and
Liabilities-Net

(17.3

)

(22,548,834

)

Net Assets

100.0

130,683,159


@		Non-income producing security
ADR		American Depositary Receipt
cc		Securities purchased with cash collateral for securities loaned.
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is $134,577,598.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	22,372,498
Gross Unrealized Depreciation		(3,718,103	)

Net Unrealized Appreciation	$	18,654,395


	Percentage of
Industry	Net Assets


Aerospace/ Defense		1.5	%
Biotechnology		1.5
Building Materials		0.6
Coal		1.8
Commercial Services		1.5
Cosmetics/ Personal Care		2.7
Distribution/ Wholesale		0.9
Diversified Financial Services		1.9
Electric		9.5
Electrical Components & Equipment		0.5
Electronics		2.3
Environmental Control		2.1
Food		6.5
Forest Products & Paper		1.3
Healthcare — Products		1.0
Home Builders		0.8
Insurance		1.1
Leisure Time		0.6
Machinery — Diversified		1.0
Media		1.1
Mining		23.5
Miscellaneous Manufacturing		2.0
Oil & Gas		8.0
Oil & Gas Services		0.8
Pharmaceuticals		4.4
Retail		1.4
Software		0.6
Telecommunications		9.6
Transportation		4.9
Water		0.5
Short-Term Investments		21.4
Other Assets and Liabilities — Net		(17.3	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

165

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 95.0%
			Australia: 5.9%
	126,603		Ansell Ltd.	$	1,467,652
	51,800	@	Anvil Mining Ltd.		1,052,286
	62,910		APA Group		231,824
	166,524	@	Arrow Energy NL		447,450
	327,682		Australian Infrastructure Fund		1,026,798
	121,854	@	Australian Worldwide Exploration Ltd.		344,461
	192,957		Beach Petroleum Ltd.		265,384
	80,980		Cabcharge Australia Ltd.		808,872
	771,137		Centro Retail Trust		1,156,231
	635,807		CFS Retail Property Trust		1,452,285
	165,145		Challenger Financial Services Group Ltd.		986,870
	903,804		Commonwealth Property Office Fund		1,337,573
	89,240		Computershare Ltd.		719,548
	74,645		CSR Ltd.		238,253
	44,051		Downer EDI Ltd.		274,696
	12,385		Energy Resources of Australia Ltd.		253,242
	45,210		Felix Resources Ltd.		309,588
	90,459		Healthscope Ltd.		460,772
	4,643		Incitec Pivot Ltd.		385,636
	16,172		Jubilee Mines NL		360,359
	51,339		Kagara Zinc Ltd.		323,432
	338,904		Macquarie CountryWide Trust		638,134
	142,180		Macquarie Media Group Ltd.		608,322
	263,306		Metcash Ltd.		1,152,754
	63,447		MFS Ltd.		311,861
	63,253		Minara Resources Ltd.		389,432
	35,169		Monadelphous Group Ltd.		557,233
	281,985		OneSteel Ltd.		1,822,020
	314,802		Oxiana Ltd.		1,254,605
	402,420		Pacific Brands Ltd.		1,301,562
	49,508	@	Paladin Resources Ltd.		385,438
	87,559		PaperlinX Ltd.		225,085
	84,687		Perilya Ltd.		313,105
	167,603		PMP Ltd.		273,722
	102,945		Seven Network Ltd.		1,321,700
	21,235		Sims Group Ltd.		560,969
	14,037		Sonic Healthcare Ltd.		226,379
	600,005	#	Spark Infrastructure Group		1,097,734
	108,296	@	Tap Oil Ltd.		237,105
	65,258		Transfield Services Ltd.		963,446

					27,543,818

			Austria: 0.9%
	1,691		A-TEC Industries AG		413,907
	80,359	@	Austrian Airlines		847,978
	26,557	@	Ca Immo International AA		493,604
	45,537	@	CA Immobilien Anlagen AG		1,229,794
	58,204	@	Conwert Immobilien Invest AG		1,105,004
	7,240		Zumtobel AG		309,708

					4,399,995

			Belgium: 0.7%
	42,215		AGFA-Gevaert NV		588,100
	9,965		EVS Broadcast Equipment SA		1,101,252
	10,244		Omega Pharma SA		687,577
	29,000	@	RHJ International		509,997
	6,342	@	Telenet Group Holding NV		234,039

					3,120,965

			Bermuda: 0.4%
	54,128		Catlin Group Ltd.		566,275
	41,900	@	Global Sources Ltd.		1,357,979

					1,924,254

			Canada: 7.3%
	59,500		Aeroplan Income Fund		1,410,893
	42,000	@	Alamos Gold, Inc.		323,675
	54,300	@	Angiotech Pharmaceuticals, Inc.		260,967
	15,100		Astral Media Inc.		719,953
	9,200		Atco Ltd.		618,430
	7,576	@	Bowater, Inc.		257,994
	116,100	@	Breakwater Resources Ltd.		340,440
	17,100		CAE, Inc.		230,619
	16,900		Canfor Pulp Income Fund		221,481
	100,000	@	CanWest Global Communications Corp.		876,515
	77,400	@	Crystallex International Corp.		244,986
	22,000	@	Denison Mines Corp.		309,279
	39,900	@	Eldorado Gold Corp.		278,348
	45,300		Emera, Inc.		982,103
	32,800	@	Emergis, Inc.		260,067
	1,000		First Quantum Minerals Ltd.		107,648
	7,400	@	FNX Mining Co., Inc.		298,851
	38,600	@	Forzani Group Ltd.		735,511
	37,300	@	GSI Group, Inc.		350,620
	44,500		Harvest Energy Trust		1,266,725
	15,100	@	HudBay Minerals, Inc.		435,425
	28,800		Iamgold Corp.		252,436
	27,200		Industrial Alliance Insurance		1,144,263
	8,300		INMET Mining Corp.		887,419
	63,200		Jazz Air Income Fund		515,154
	42,200		Kingsway Financial Services, Inc.		884,518
	25,400		Laurentian Bank of Canada		1,175,017
	6,900	@	Lundin Mining Corp.		93,495
	37,900		Methanex Corp.		1,157,482
	39,500		Metro, Inc.		1,485,667
	7,100		MI Developments, Inc.		227,810
	46,300	@	Miramar Mining Corp		315,643
	2,400		Niko Resources Ltd.		268,798
	15,900		Northbridge Financial Corp.		622,770
	141,900	@	Northgate Minerals Corp.		492,703
	17,300	@	Oilexco Incorporated		315,728
	14,600		Pason Systems, Inc.		231,832
	7,000	@	Petrobank Energy & Resources Ltd.		348,129
	26,700	@	Petrolifera Petroleum Ltd.		463,819
	79,800		Progress Energy Trust		999,348
	25,200	@	QuADRa Mining Ltd.		541,534
	43,500	@	Saxon Energy Services, Inc.		244,059
	24,900		Shawcor Ltd.		1,038,543
	97,400		Sherritt International Corp.		1,814,683
	18,000	@	Silver Wheaton Corp.		304,684
	58,000		Silvercorp Metals, Inc.		567,321
	16,400	@	Sino-Forest Corp.		436,106
	22,900	@	Stantec, Inc.		896,704
	9,400	@	SXR Uranium One, Inc.		104,384
	96,900	@	Taseko Mines Ltd.		577,512
	35,000		Teranet Income Fund		372,360
	23,400		Transcontinental, Inc.		515,238
	5,100		TSX Group, Inc.		275,016
	51,700	@	UTS Energy Corp.		334,396
	38,800		Vermilion Energy Trust		1,618,292
	16,800		West Fraser Timber Co., Ltd.		570,878
	16,000		Westshore Terminals Income Fund		254,909
	62,300		Yamana Gold, Inc.		939,133

					33,818,313

			Cyprus: 0.0%
	53,000	@	Deep Sea Supply PLC		248,676

					248,676

			Denmark: 0.4%
	19,000		East Asiatic Co., Ltd. A/S		1,538,565
	1,920		NKT Holding A/S		210,333

					1,748,898

See Accompanying Notes to Financial Statements

166

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Finland: 0.3%
	7,510		Elisa OYJ	$	223,429
	3,760		Kesko OYJ		225,848
	5,990		Nokian Renkaat OYJ		226,814
	18,232		Oriola-KD OYJ		85,185
	8,583		Orion OYJ		220,721
	3,666		Outotec OYJ		281,404

					1,263,401

			France: 9.2%
	35,302		Accor SA		3,382,104
	35,386		Air France-KLM		1,350,298
	18,598	@	Arkema		1,268,691
	4,819	@	Atos Origin		293,825
	1,687		Bacou Dalloz		237,147
	2,806		Bollore Investissement		603,733
	2,535		Bonduelle S.C.A.		330,289
	3,877		Bongrain SA		456,100
	3,448		Bourbon SA		244,348
	7,514	@	Business Objects SA		451,946
	10,595		Capgemini SA		678,553
	2,072		Casino Guichard Perrachon SA		232,012
	3,322		Cie Generale D’Optique Essilor International SA		212,269
	6,514		Ciments Francais SA		1,228,080
	14,887		CNP Assurances		1,902,114
	6,929	@	Compagnie Generale de Geophysique SA		2,267,527
	9,733		Compagnie Generale des Etablissements Michelin		1,310,815
	3,430		Dassault Systemes SA		213,254
	1,954		Eiffage SA		221,549
	1,752		Eramet SLN		784,868
	12,148		Etablissements Maurel et Prom		269,642
	3,971		Etam Developpement SA		234,866
	12,767		Eurazeo		1,909,416
	60,537	@	Eutelsat Communications		1,639,752
	8,196	@	Gemalto NV		241,367
	590		Generale de Sante		25,838
	6,064		Haulotte Group		231,736
	2,062		Hermes International		271,784
	2,305		Iliad SA		242,243
	26,984		IMS-International Metal Service		1,301,104
	13,863		Ipsen		790,888
	5,527		Kaufman & Broad SA		315,371
	25,642		Lagardere SCA		2,174,503
	36,506		Legrand SA		1,352,393
	2,068		Neopost SA		240,515
	5,138		Neuf Cegetel		260,655
	1,286		Nexans SA		219,603
	3,507		Pierre & Vacances		461,283
	5,966	@	Rhodia SA — Reg		232,510
	57,474		Safran SA		1,462,928
	21,592		Scor SA		590,543
	16,421		Sequana Capital		547,677
	11,482	@	Silicon-On-Insulator Technologies		220,151
	18,914		Societe BIC SA		1,470,596
	24,668		Sodexho Alliance SA		1,785,873
	14,898		Technip SA		1,339,150
	29,595		Thales SA		1,850,005
	108,206	@	Thomson		1,896,577
	2,950	@	UbiSoft Entertainment		243,207
	5,434		Vallourec		1,582,383

					43,074,081

			Germany: 8.7%
	13,550		Aareal Bank AG		702,214
	9,597		Adidas AG		637,765
	41,025	@	Aixtron AG		482,648
	56,185		Altana AG		1,362,531
	7,820		AMB Generali Holding AG		1,219,273
	18,426		Carl Zeiss Meditec AG		401,271
	26,015		Celesio AG		1,482,391
	5,960		Continental AG		900,620
	32,472		Curanum AG		422,224
	17,209		Deutsche Beteiligungs AG		598,912
	38,330		Deutsche Euroshop AG		1,541,160
	71,998		Deutsche Lufthansa AG		2,127,715
	56,252	@	Drillisch AG		610,205
	75,105		EpCos. AG		1,515,813
	3,086		Fraport AG Frankfurt Airport Services Worldwide		239,616
	53,164		Freenet AG		1,322,069
	2,870		Fresenius AG		223,648
	40,621		Fresenius Medical Care AG & Co. KGaA		2,137,339
	6,254	@	GEA Group AG		233,845
	4,463		Gesco AG		361,367
	46,605		Gildemeister AG		1,494,919
	20,880		Hannover Rueckversicheru — Reg		1,099,426
	8,449		HeidelbergCement AG		1,355,440
	28,710		Heidelberger Druckmaschinen		1,176,337
	2,049		Hochtief AG		281,146
	6,737		Hypo Real Estate Holding AG		400,388
	143,818	@	Infineon Technologies AG		2,112,028
	14,803	@	IWKA AG		604,197
	46,721	@	Jenoptik AG		475,021
	1,307		K+S AG		274,007
	4,250		Kloeckner & Co. AG		224,909
	39,367		Kontron AG		988,818
	1,973		KWS Saat AG		430,268
	20,416		Leoni AG		1,296,951
	4,757		Linde AG		603,064
	5,972		MAN AG		1,069,183
	4,627	@	Nordex AG		237,721
	8,763		Pfleiderer AG		231,091
	13,920		Praktiker Bau- und Heimwerkermaerkte AG		503,565
	11,668	@	Premiere AG		238,062
	4,551	@	Q-Cells AG		582,795
	7,168		Salzgitter AG		1,411,307
	4,225	@	SGL Carbon AG		248,303
	2,356		Software AG		220,889
	3,547		Stada Arzneimittel AG		225,503
	64,122		Suedzucker AG		1,454,502
	7,873	@	Symrise		235,320
	8,439	@	TUI AG		248,107
	11,062		United Internet AG		241,846
	13,937		Vossloh AG		1,644,565
	963		Wacker Chemie AG		235,667
	2,702		Wincor Nixdorf AG		269,143

					40,637,114

			Greece: 0.6%
	160,761		Anek Lines SA		529,475
	24,103	@	Corinth Pipeworks SA		244,898
	49,681		Hellenic Technodomiki Tev SA		757,264
	5,866		Intralot SA — Integrated Lottery Systems & Services		254,470
	14,713		Sidenor Steel Production & Manufacturing Co. SA		278,707
	10,300		Tsakos Energy Navigation Ltd.		716,777

					2,781,591

			Hong Kong: 1.9%
	36,800	@	CDC Corp. — Class A		271,584
	224,000		Great Eagle Holding Co.		931,158
	65,000		Hengan International Group Co., Ltd.		253,505
	572,800		Hkr International Ltd.		584,607
	229,500		Hongkong & Shanghai Hotels		424,885
	318,000		Hopewell Holdings		1,647,803
	420,000		Hysan Development Co., Ltd.		1,269,073
	884,000		K Wah International Holdings Ltd.		589,348

See Accompanying Notes to Financial Statements

167

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Hong Kong (continued)
	15,600	@	Khd Humboldt Wedag International	$	699,192
	203,000		Mandarin Oriental International Ltd.		508,086
	137,000		Melco International Development		259,747
	585,000		Minmetals Resources Ltd.		508,338
	136,000		Shun TAK Holdings Ltd.		214,711
	2,064,000		Sinolink Worldwide Holdings		701,227

					8,863,264

			Ireland: 0.5%
	28,815		C&C Group PLC		230,625
	32,933		Iaws Group PLC		775,203
	52,360		Kerry Group PLC		1,569,262

					2,575,090

			Italy: 5.0%
	57,295		ACEA S.p.A.		1,137,761
	383,976		AEM S.p.A.		1,619,447
	102,831		Banca Popolare di Milano Scrl		1,620,095
	56,407		Benetton Group S.p.A.		1,043,476
	24,544		Biesse S.p.A.		766,740
	14,167		Buzzi Unicem S.p.A.		402,784
	18,371		Buzzi Unicem S.p.A. RNC		353,254
	30,932		Danieli & Co. S.p.A. RNC		913,370
	109,178	@	DeA Capital S.p.A.		387,313
	548,656	@	Ducati Motor Holding S.p.A.		1,580,765
	11,214		ERG S.p.A.		232,186
	263,554		IMMSI S.p.A.		695,597
	71,753	@	Impregilo S.p.A.		577,889
	74,672		Indesit Co. S.p.A.		1,328,605
	26,464		Italcementi S.p.A. RNC		441,743
	6,869		Italmobiliare S.p.A.		576,787
	9,193		Italmobiliare S.p.A. RNC		1,132,181
	94,974		Parmalat S.p.A		351,823
	32,834		Permasteelisa S.p.A.		861,569
	179,180		Piaggio & C S.p.A.		806,619
	66,867		Piccolo Credito Valtellinese Scarl		928,387
	185,613	@	Pirelli & C S.p.A.		237,843
	149,925		Recordati S.p.A.		1,504,245
	200,125		Safilo Group S.p.A.		851,153
	283,191	@	Sorin S.p.A.		719,187
	222,287		Terna S.p.A		871,288
	359,994		Unipol S.p.A.		1,353,004

					23,295,111

			Japan: 15.2%
	75,000		Aida Engineering Ltd.		446,862
	4,200		Alfresa Holdings Corp.		244,131
	24,600		AOKI Holdings, Inc.		482,426
	35,800		Aoyama Trading Co., Ltd.		935,845
	24,000		Arisawa Manufacturing Co., Ltd.		241,376
	15,000		Asics Corp.		239,193
	321,000		Atsugi Co., Ltd.		447,043
	43,300		Autobacs Seven Co., Ltd.		1,006,265
	8,800		Bank of Iwate Ltd.		538,920
	164,000		Bank of Nagoya Ltd.		1,212,990
	12,100		Bank of Okinawa Ltd.		417,259
	81,500		Best Denki Co., Ltd.		590,948
	1,118,000		Chugai Mining Co., Ltd.		419,354
	116,000		COMSYS Holdings Corp.		1,137,258
	59,900		Culture Convenience Club Co., Ltd.		401,678
	68,000		Daimei Telecom Engineering Corp.		704,617
	36,000		Dainippon Screen Manufacturing Co., Ltd.		214,033
	145,000		Daishi Bank Ltd.		633,791
	36,000		Daiwa Industries Ltd.		250,686
	50		Dena Co., Ltd.		313,189
	59,000		Denki Kogyo Co., Ltd.		417,276
	7,460		Diamond Lease Co., Ltd.		258,439
	26,000		Dowa Holdings Co., Ltd.		304,603
	80,000		Ehime Bank Ltd.		289,895
	98,000		Eighteenth Bank Ltd.		393,806
	26,900		Eiken Chemical Co., Ltd.		230,623
	26,000		Enplas Corp.		259,797
	66,000		Ezaki Glico Co., Ltd.		694,177
	25,000		Fuji Machine Manufacturing Co., Ltd.		557,979
	191,000		Fukuyama Transporting Co., Ltd.		848,109
	48,500		Glory Ltd.		1,610,645
	101,000		GS Yuasa Corp.		223,542
	102,000	@	Haseko Corp.		245,683
	68,000		Higashi-Nippon Bank Ltd.		258,293
	86,000		Higo Bank Ltd.		597,338
	42,700		Hitachi Capital Corp.		567,426
	48,000		Hitachi Kokusai Electric, Inc.		628,142
	29,600		Hitachi Software Engineering Co., Ltd.		571,893
	143,000		Hokkoku Bank Ltd.		681,658
	76,900		House Foods Corp.		1,217,872
	115,000		Hyakugo Bank Ltd.		689,801
	64,400		Ines Corp.		321,016
	55,100		Itochu Enex Co., Ltd.		402,654
	110,000		Itoham Foods, Inc.		430,040
	68,600		Itoki Corp.		513,645
	154,000		Jaccs Co., Ltd.		403,183
	31,700		Japan Digital Laboratory Co.		476,743
	16,800		Japan Electronic Materials		184,070
	191,000		Japan Radio Co., Ltd.		704,800
	211,000		Jeol Ltd.		916,635
	167,000		Juroku Bank Ltd.		1,010,534
	76,000		Kagoshima Bank Ltd.		526,159
	33,000		Kaken Pharmaceutical Co., Ltd.		228,990
	45,000		Kato Works Co., Ltd.		271,958
	119,000		Keiyo Bank Ltd.		614,290
	61,400		Keiyo Co., Ltd.		363,466
	144		Kenedix, Inc.		317,764
	71,300		Koa Corp.		744,971
	7,200		Kurita Water Industries Ltd.		240,523
	12,100		Kuroda Electric Co., Ltd.		195,492
	21,900		Macnica, Inc.		495,966
	82,000		Maeda Road Construction Co., Ltd.		681,247
	27,000		Makino Milling Machine Co.		282,493
	78,000	@	Maruetsu, Inc.		526,039
	73,000		Mie Bank Ltd.		367,257
	219,000		Mitsui Matsushima Co., Ltd.		413,755
	150,000		Mitsui Sugar Co., Ltd.		629,504
	5,600		Mitsumi Electric Co., Ltd.		258,039
	9,000		Mory Industries, Inc.		32,436
	61,000		Nanto Bank Ltd.		319,346
	69,300		NEC Networks & System Integration Corp.		754,342
	217,000		Nichirei Corp.		927,785
	35,400		Nifco, Inc.		828,250
	95,000		Nippon Chemical Industrial Co., Ltd.		291,510
	52,000		Nippon Pillar Packing Co., Ltd.		390,403
	26,000		Nippon Seiki Co., Ltd.		605,138
	272,000		Nippon Sheet Glass Co., Ltd.		1,660,550
	61,000		Nippon Shinyaku Co., Ltd.		593,818
	200,000		Nippon Synthetic Chemical Industry Co., Ltd.		1,335,418
	127,600	@	NIS Group Co., Ltd.		447,843
	57,000		Nissan Shatai Co., Ltd.		459,227
	106,000		Nisshinbo Industries, Inc.		1,446,659
	5,000		Nitori Co., Ltd.		228,493
	104,000		Nittetsu Mining Co., Ltd.		795,759
	83,000		Nitto Boseki Co., Ltd.		248,268
	18,800		Oiles Corp.		406,445
	65,000		Oita Bank Ltd.		394,807
	102,000		Okabe Co., Ltd.		598,654
	15,000		Okuma Corp.		211,372
	70,000		Pacific Industrial Co., Ltd.		353,884

See Accompanying Notes to Financial Statements

168

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Japan (continued)
	16,400		Rock Field Co., Ltd.	$	256,644
	20,900		Ryosan Co., Ltd.		520,979
	72,000		Sakai Chemical Industry Co., Ltd.		423,900
	100,000		Sanden Corp.		601,031
	117,000		San-In Godo Bank Ltd.		1,053,467
	46,000		Sanken Electric Co., Ltd.		263,408
	9,100		Santen Pharmaceutical Co., Ltd.		213,913
	176,000		Seika Corp.		478,802
	23,600		Shima Seiki Manufacturing Ltd.		1,220,994
	46,800		Shimachu Co., Ltd.		1,347,341
	51,100		Shin-Etsu Polymer Co., Ltd.		416,405
	70,700		Shizuoka Gas Co., Ltd.		349,288
	34,800		Sho-Bond Corp.		385,914
	46,500		Sintokogio Ltd.		670,733
	28,300		Sugi Pharmacy Co., Ltd.		819,697
	205,000		Sumitomo Bakelite Co. Ltd.		1,257,074
	91,000		Sumitomo Forestry Co., Ltd.		681,956
	2,900		Sumitomo Titanium Corp.		255,337
	41,000		Taihei Dengyo Kaisha Ltd.		285,781
	111,000		Tamura Corp.		548,912
	45,000		Tecmo Ltd.		575,278
	11,700		Tocalo Co., Ltd.		227,117
	44,000		Tochigi Bank Ltd.		255,430
	27,800		Toho Pharmaceutical Co., Ltd.		489,777
	15,000		Tokuyama Corp.		209,515
	10,900		Tokyo Seimitsu Co., Ltd.		257,101
	99,000		Tokyo Style Co., Ltd.		1,140,667
	21,000		Tokyo Tatemono Co., Ltd.		270,168
	115,000		Toshiba Plant Systems & Services Corp.		1,201,016
	167,000		Toshiba Tec Corp.		1,070,595
	25,000		Towa Corp.		246,391
	67,000		Toyo Kohan Co., Ltd.		374,793
	16,300		Urban Corp.		285,528
	111,000		Wacoal Holdings Corp.		1,353,112
	32,800		Yamato Kogyo Co., Ltd.		1,534,142
	18,000		Yaskawa Electric Corp.		242,148
	107,000		Yuken Kogyo Co., Ltd.		370,213
	8,900		Zenrin Co., Ltd.		265,403

					70,696,471

			Jersey: 0.1%
	7,854		Randgold Resources Ltd.		281,755

					281,755

			Liechtenstein: 0.0%
	841		Liechtenstein Landesbank		80,829

					80,829

			Luxembourg: 0.0%
	3,820		Oriflame Cosmetics SA		231,414

					231,414

			Netherlands: 1.7%
	9,123		Aalberts Industries NV		220,925
	4,921		Boskalis Westminster		300,547
	21,002		Buhrmann NV		235,109
	20,600		Chicago Bridge & Iron Co. NV		1,030,000
	11,100		CNH Global NV		727,938
	1,700	@	Core Laboratories NV		248,098
	52,243		Hagemeyer NV		356,209
	17,117		Hunter Douglas NV		1,601,097
	35,276		Koninklijke BAM Groep NV		935,661
	6,507		Koninklijke DSM NV		369,604
	2,983		Nutreco Holding NV		203,928
	17,259		SBM Offshore NV		666,022
	2,788	@	TomTom		223,123
	13,968		Unit 4 Agresso NV		455,465
	14,712		Wolters Kluwer NV		462,076

					8,035,802

			Norway: 1.0%
	44,000		Aker Yards AS		732,041
	35,500		Cermaq ASA		546,683
	28,600		Leroy Seafood Group ASA		608,916
	50,800		Norwegian Property ASA		636,547
	33,600	@	ODIM ASA		590,627
	13,400		Tandberg ASA		342,908
	70,600	@	TGS Nopec Geophysical Co. ASA		1,189,677

					4,647,399

			Papua New Guinea: 0.2%
	148,596	@	Lihir Gold Ltd.		589,945
	68,758		Oil Search Ltd.		275,191

					865,136

			Portugal: 0.7%
	128,936	@	Grupo Soares da Costa SGPS SA		441,380
	392,120		Portucel Empresa Produtora de Pasta e Papel SA		1,498,403
	52,996		Semapa-Sociedade de Investimento e Gestao		864,145
	82,056		Sonae SGPS SA		241,092

					3,045,020

			Singapore: 0.6%
	75,000		Haw Par Corp., Ltd.		409,524
	190,000		Hong Leong Asia Ltd.		504,167
	147,000		Kim Eng Holdings Ltd.		233,688
	360,000		Metro Holdings Ltd.		268,381
	173,000		MobileOne Ltd.		251,995
	261,000	@	Orchard Parade Holdings Ltd.		310,987
	1,343,000		Sunningdale Tech Ltd.		385,861
	25,800	@	Verigy Ltd.		593,142

					2,957,745

			South Korea: 4.9%
	126,214		Asiana Airlines		1,418,068
	9,040		Binggrae Co., Ltd.		367,205
	6,122		Cheil Industries, Inc.		405,618
	14,850		ChungHo Comnet Co., Ltd.		465,536
	686	@	CJ CheilJedang Corp.		227,347
	4,606		Daewoong Pharmaceutical Co., Ltd.		411,245
	16,030		Daishin Securities Co., Ltd.		503,004
	15,830		Daou Technology, Inc.		256,890
	1,073		DC Chemical Co., Ltd.		416,905
	2,311		Dong-A Pharmaceutical Co., Ltd.		223,412
	5,000		Dongbu Insurance Co., Ltd.		304,167
	5,380		Dongkuk Steel Mill Co., Ltd.		323,557
	1,336	@	Doosan Corp.		392,869
	65,492	@	EnE System, Inc.		597,068
	2,487		GS Home Shopping, Inc.		212,121
	2,540		Hana Tour Service, Inc.		229,045
	25,944	@	Hanarotelecom, Inc.		254,868
	11,110		Hankook Tire Co., Ltd.		235,086
	1,717		Hyundai Department Store Co., Ltd.		240,195
	57,850		Jeonbuk Bank		562,027
	3,012		Korea Investment Holdings Co., Ltd.		270,180
	2,946		Korea Kumho Petrochemical		285,775
	1,095		Korea Zinc Co., Ltd.		221,154
	1,049		Korean Air Lines Co., Ltd.		92,256
	13,050		Kumho Electric, Inc.		552,745
	8,177		Kumho Industrial Co., Ltd.		759,762
	13,235	@	LG Life Sciences Ltd.		822,133
	20,060		LG Petrochemical Co., Ltd.		1,185,887
	21,392	@	LG Telecom Ltd.		233,382
	361		Lotte Chilsung Beverage Co., Ltd.		511,063
	15,420	@	Lotte Midopa Co., Ltd.		240,548
	2,484		Lotte Samkang Co., Ltd.		707,928
	2,139		LS Cable Ltd.		330,412
	2,155		Mirae Asset Securities Co., Ltd.		411,360

See Accompanying Notes to Financial Statements

169

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			South Korea (continued)
	859,880	@	Mirae Corp.	$	535,761
	3,624	@	NCSoft Corp.		225,084
	49,480	@	ON*Media Corp.		339,608
	27,860		Poongsan Corp.		786,926
	12,180		Pusan Bank		218,627
	2,037		Samchully Co., Ltd.		446,248
	6,980	@	Samho International Co., Ltd.		234,210
	7,500		Samwhan Corp.		251,369
	82,920		Seoul Securities Co., Ltd.		232,727
	4,979		Sindo Ricoh Co., Ltd.		401,381
	13,440		SKC Co., Ltd.		588,366
	24,000		Solomon Mutual Savings Bank		392,390
	2,044		STX Corp.		327,432
	499,000		Stx Pan Ocean Co., Ltd.		1,283,617
	3,025		STX Shipbuilding Co., Ltd.		246,274
	13,630		Taegu Department Store Co.		243,298
	135		Taekwang Industrial Co., Ltd.		213,148
	10,260		Tong Yang Investment Bank		236,003
	19,932	@	YedangOnline Corp.		224,512
	53,660		Youngone Corp.		562,271

					22,660,070

			Spain: 3.8%
	5,537		Abengoa SA		227,725
	1,352		Acciona SA		418,431
	55,184		Acerinox SA		1,631,313
	7,016		Adolfo Dominguez		315,080
	37,819		Banco De Sabadell SA		384,914
	28,688		Bankinter SA		425,946
	158,569		Corp. Mapfre SA		747,922
	16,598		Corporacion Financiera Alba SA		1,245,558
	31,119		Duro Felguera SA		401,638
	179		Electrificaciones del Norte		10,927
	8,143		Gamesa Corp. Tecnologica SA		414,434
	328,233		Iberia Lineas Aereas de Espana		1,674,551
	46,230	@	Inmobiliaria Colonial SA		226,981
	5,320		Metrovacesa SA		626,818
	57,623	@	Nh Hoteles SA		1,290,435
	13,770		Obrascon Huarte Lain SA		624,113
	62,165		Promotora de Informaciones SA (PRISA)		1,222,064
	5,608		Sacyr Vallehermoso SA		264,661
	44,015	@	Telecomunicaciones y Energia		355,937
	41,556		Union Fenosa SA		2,767,810
	145,223		Uralita SA		1,480,212
	34,272		Viscofan SA		885,185
	7,166		Zardoya-Otis SA		242,673

					17,885,328

			Sweden: 1.8%
	55,000	@	Bure Equity AB		355,881
	16,900		Eniro AB		216,956
	17,300		Hexagon AB		418,877
	27,700		Holmen AB		1,092,784
	80,200		Kinnevik Investment AB		1,998,419
	70,000		Kungsleden AB		1,002,336
	27,400	@	Lundin Petroleum AB		330,442
	16,000		Meda AB		242,343
	3,580		Modern Times Group AB		253,176
	19,600		ORC Software AB		525,669
	22,600	@	PA Resources AB		250,663
	81,200		Peab AB		739,310
	40,600	@	Peab AB		345,148
	12,100	@	SAS AB		212,352
	21,500		Wallenstam Byggnads AB		400,166

					8,384,522

			Switzerland: 6.6%
	6,825	@	Actelion Ltd. — Reg		339,498
	29,092		Adecco SA		1,754,001
	3,145		Baloise Holding AG		334,930
	1,528		Banque Cantonale Vaudoise		697,058
	1,266	@	Barry Callebaut AG		1,017,655
	6,205		Bucher Industries AG		1,477,525
	3,371		Flughafen Zuerich AG		1,364,485
	2,660		Galenica AG		1,289,483
	3,311		Geberit AG — Reg		447,862
	3,497		Helvetia Holding AG		1,271,052
	28,794		Holcim Ltd.		3,291,730
	2,712		Inficon Holding AG — Reg		499,875
	480		Jelmoli Holding AG		1,254,650
	11,847		Julius Baer Holding AG — Reg		1,028,919
	3,762		Kuehne & Nagel International AG		404,287
	6		Lindt & Spruengli AG		228,881
	13,076	@	Logitech International SA		455,323
	722	@	Meyer Burger Technology AG		242,418
	33,232	@	Micronas Semiconductor Hold		444,162
	1,624		Nobel Biocare Holding AG		474,101
	1,963	@	OC Oerlikon Corp. AG		935,910
	1,287		Panalpina Welttransport Holding AG		242,738
	21,269	@	PSP Swiss Property AG		1,152,944
	2,531		Rieter Holding AG		1,472,081
	3,591		Schindler Holding AG — Reg		248,295
	4,809		Schindler Holding AG		337,180
	248		SGS SA		325,775
	188		Sulzer AG		301,540
	6,830		Swatch Group AG — BR		2,186,557
	8,772	@	Swiss Life Holding		2,428,245
	5,995		Syngenta AG		1,450,153
	2,679		Synthes, Inc.		334,513
	4,216		Valora Holding AG		1,074,447

					30,808,273

			United Kingdom: 16.3%
	128,093	@	Acambis PLC		358,382
	19,763		Aggreko PLC		258,588
	22,226		Amec PLC		387,291
	419,305		ARM Holdings PLC		1,293,835
	102,626		Ashtead Group PLC		233,637
	32,973		Axon Group PLC		606,812
	108,773		Balfour Beatty PLC		1,126,665
	67,193		Bellway PLC		1,508,636
	11,736		Bespak PLC		161,058
	173,979		Bodycote International		1,065,459
	117,323		Bovis Homes Group PLC		1,625,001
	198,790		Brit Insurance Holdings PLC		1,345,740
	164,527	@	British Airways PLC		1,529,958
	106,063	@	BTG PLC		255,359
	14,681		Bunzl PLC		221,395
	16,947		Burberry Group PLC		217,445
	201,053		Cable & Wireless PLC		816,989
	9,428	@	Cairn Energy PLC		462,985
	34,492		Capita Group PLC		538,629
	44,437		Capital & Regional PLC		630,040
	13,587	@	Charter PLC		307,437
	238,242		Chaucer Holdings PLC		580,807
	20,589		Chemring Group PLC		949,429
	43,069	@	CLS Holdings PLC		422,875
	52,341		Cobham PLC		229,855
	133,312	@	Colt Telecom Group SA		502,414
	18,469		Dairy Crest Group PLC		231,749
	10,691	@	Dana Petroleum PLC		287,454
	28,793		De La Rue PLC		492,231
	100,686		Debenhams PLC		238,125
	182,718		Dimension Data Holdings PLC		237,738
	10,325		Diploma PLC		224,738
	17,896		Drax Group PLC		252,002
	208,422		DS Smith PLC		1,004,540
	18,791	@	easyJet PLC		260,464
	303,578		Elementis PLC		625,667
	230,709		Enodis PLC		1,007,576
	36,659		Expro International Group		935,582
	249,764		F&C Asset Management PLC		1,136,594
	19,756		Firstgroup PLC		328,023

See Accompanying Notes to Financial Statements

170

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			United Kingdom (continued)
	471,620		Friends Provident PLC	$	1,810,466
	75,161		Galliford Try PLC		246,316
	318,697		Gcap Media PLC		1,201,510
	29,725		GKN PLC		227,526
	4,305		Go-Ahead Group PLC		242,224
	89,172		Greene King PLC		1,685,673
	6,359		Greggs PLC		662,767
	54,521		Group 4 Securicor PLC		240,991
	109,249	@	Gyrus Group PLC		973,592
	83,844		Hays PLC		240,153
	25,099		Inchcape PLC		246,594
	143,383		Informa PLC		1,600,147
	11,123		Intertek Group PLC		238,565
	112,626	@	Invensys PLC		768,894
	138,273		JJB Sports PLC		499,624
	15,041		Kelda Group PLC		297,528
	40,559		Keller Group PLC		960,501
	18,524		Kier Group PLC		828,486
	525,330		Kingston Communications PLC		727,843
	18,140		Laird Group PLC		240,478
	79,637		LogicaCMG PLC		270,354
	11,634		London Stock Exchange Group PLC		407,713
	22,651		Lonmin PLC		1,627,536
	143,437		Lookers PLC		535,254
	57,931		Luminar Group Holdings PLC		768,240
	66,215		Luminar PLC		82,884
	151,712		Marston’s PLC		1,089,686
	33,304		Meggitt PLC		237,140
	117,418		Melrose PLC		466,943
	134,150		Millennium & Copthorne Hotels PLC		1,544,387
	49,518		Misys PLC		250,584
	18,996		Mitchells & Butlers PLC		263,841
	56,812		Mondi PLC		526,562
	33,255		Morgan Sindall PLC		1,138,943
	10,689		Next PLC		492,505
	517,244		Northgate Information Solutions PLC		849,017
	10,699		Northgate PLC		215,397
	421,894		Pendragon PLC		592,216
	121,478		Pennon Group PLC		1,590,654
	100,757		Persimmon PLC		2,204,810
	37,541		Petrofac Ltd.		403,677
	29,235		Phoenix IT Group Ltd.		238,899
	62,484	@	Premier Oil PLC		1,616,137
	67,124		Punch Taverns PLC		1,407,433
	9,663	@	QXL Ricardo PLC		263,520
	118,581		Rentokil Initial PLC		425,584
	25,286		Resolution PLC		384,446
	202,387		Rok PLC		788,132
	10,095		Rotork PLC		230,717
	43,085		Sage Group PLC		217,417
	58,352		Schroders PLC		1,875,355
	54,106		Schroders PLC — Non Voting		1,517,858
	114,817	@	SCI Entertainment Group PLC		885,745
	19,208		Severfield-Rowen PLC		244,400
	246,567		Shanks Group PLC		1,234,131
	45,928		St Ives Group PLC		272,752
	209,854		Stagecoach Group PLC		1,185,246
	24,951		Tate & Lyle PLC		226,421
	237,699		Taylor Woodrow PLC		1,229,660
	41,123		Telent PLC		445,920
	51,671		Tomkins PLC		239,448
	38,661		Travis Perkins PLC		1,173,441
	51,340		Tullow Oil PLC		682,960
	21,804	@	UK Coal PLC		232,000
	31,142		Vedanta Resources PLC		1,430,367
	18,553		Venture Production PLC		306,884
	94,553		Weir Group PLC		1,748,641
	10,847		Whitbread PLC		400,665
	55,103		Yell Group PLC		522,510

					75,824,114

			United States: 0.3%
	53,900		Virgin Media, Inc.		1,191,730

					1,191,730

			Total Common Stock (Cost $419,807,949)		442,890,179





REAL ESTATE INVESTMENT TRUSTS: 2.5%
			Canada: 0.0%
	13,800		SWA Real Estate Investment Trust Ltd.		10,212

					10,212

			France: 0.5%
	1,646		Fonciere Des Regions		240,969
	2,753		Gecina SA		472,046
	5,694		Unibail-Rodamco		1,422,022

					2,135,037

			Hong Kong: 0.1%
	1,512,000	@	Prosperity Real Estate Investment Trust		313,266

					313,266

			Japan: 0.1%
	34		DA Office Investment Corp.		225,727
	32		Japan Retail Fund Investment Corp.		237,633
	28		Japan Single-Residence REIT, Inc.		108,332

					571,692

			Netherlands: 0.7%
	22,900		Nieuwe Steen Investments Funds NV		645,415
	15,854		Vastned Retail NV		1,364,423
	9,773		Wereldhave NV		1,167,411

					3,177,249

			Singapore: 0.1%
	117,000	@	CapitaCommercial Trust		219,084
	352,000	@	Macquarie MEAG Prime Real Estate Investment Trust		292,752

					511,836

			United Kingdom: 1.0%
	51,867		Hammerson PLC		1,202,502
	82,978		Liberty International PLC		2,069,390
	112,568		Segro PLC		1,095,830
	60,596		Workspace Group PLC		428,208

					4,795,930

			Total Real Estate Investment Trusts (Cost $12,094,406)		11,515,222





EXCHANGE-TRADED FUNDS: 1.0%
			United States: 1.0%
	53,500	S	iShares MSCI EAFE Index Fund		4,606,350

			Total Exchange-Traded Funds (Cost $4,461,803)		4,606,350

See Accompanying Notes to Financial Statements

171

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value






MUTUAL FUNDS: 0.4%
			Australia: 0.2%
	460,539	**	ING Office Fund	$	776,521

			United Kingdom: 0.2%
	19,830		Caledonia Investments PLC		841,476

			Total Mutual Funds (Cost $1,513,829)		1,617,997





PREFERRED STOCK: 0.9%
			Germany: 0.2%
	8,061		Draegerwerk AG		639,415
	2,799		Fresenius AG		222,157

					861,572

			Italy: 0.7%
	40,306	@	Instituto Finanziario Industriale S.p.A.		1,685,235
	479,373		Unipol S.p.A.		1,719,526

					3,404,761

			Total Preferred Stock (Cost $4,172,159)		4,266,333





RIGHTS: 0.0%
			South Korea: 0.0%
	1,877		Hyundai Securities Co.		9,899

					9,899

			Spain: 0.0%
	5,320		Metrovacesa SA		617
	44,015		Telecomunicaciones y Energia		3,825

					4,442

			Sweden: 0.0%
	16,900		Eniro AB		4,869

					4,869

			Total Rights (Cost $—)		19,210

Total Investments in Securities
(Cost $442,050,146)*

99.8

464,915,291

Other Assets and
Liabilities-Net

0.2

871,488

Net Assets

100.0

465,786,779


@		Non-income producing security
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
S		All or a portion of this security is segregated for certain derivatives, when-issued or delayed delivery securities and forward currency exchange contracts.
**		Investment in affiliate
*		Cost for federal income tax purposes is $447,847,007. Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	33,589,876
Gross Unrealized Depreciation		(16,521,592	)

Net Unrealized Appreciation	$	17,068,284


	Percentage of
Industry	Net Assets


Advertising		0.3	%
Aerospace/ Defense		0.9
Agriculture		0.1
Airlines		2.2
Apparel		1.3
Auto Manufacturers		0.1
Auto Parts & Equipment		1.2
Banks		4.1
Beverages		0.8
Building Materials		3.5
Chemicals		3.0
Closed-End Funds		0.2
Coal		0.2
Commercial Services		1.7
Computers		1.1
Cosmetics/ Personal Care		0.0
Distribution/ Wholesale		0.7
Diversified Financial Services		2.8
Electric		1.8
Electrical Components & Equipment		1.7
Electronics		1.9
Energy — Alternate Sources		0.1
Engineering & Construction		4.9
Entertainment		0.1
Environmental Control		0.3
Food		4.2
Food Service		0.4
Forest Products & Paper		1.4
Gas		0.2
Hand/ Machine Tools		0.6
Healthcare — Products		1.0
Healthcare — Services		0.8
Holding Companies — Diversified		2.0
Home Builders		1.7
Home Furnishings		0.7
Household Products/ Wares		0.6
Housewares		0.3
Insurance		4.4
Internet		1.0
Investment Companies		1.7
Iron/ Steel		1.6
Leisure Time		0.6
Lodging		1.5
Machinery — Construction & Mining		0.4
Machinery — Diversified		3.0
Media		2.4
Metal Fabricate/ Hardware		0.7
Mining		4.2
Miscellaneous Manufacturing		2.2
Office Furnishings		0.1
Office/ Business Equipment		0.1
Oil & Gas		2.5
Oil & Gas Services		1.9
Pharmaceuticals		2.4
Pipelines		0.1
Real Estate		4.7
Real Estate Investment Trusts: Apartments		0.0
Real Estate Investment Trusts: Diversified		1.9
Real Estate Investment Trusts: Office Property		0.2
Real Estate Investment Trusts: Shopping Centers		0.4
Retail		4.2
Semiconductors		1.8
Shipbuilding		0.2
Software		0.9
Storage/ Warehousing		0.1
Telecommunications		2.4
Textiles		0.4
Toys/ Games/ Hobbies		0.1
Transportation		1.3
Venture Capital		0.1
Water		0.4

See Accompanying Notes to Financial Statements

172

PORTFOLIO OF INVESTMENTS

ING DISCIPLINED INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


	Percentage of
Industry	Net Assets


Other Long-Term Investments		1.0	%
Other Assets and Liabilities — Net		0.2

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

173

PORTFOLIO OF INVESTMENTS

ING EMERGING COUNTRIES FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 98.9%
			Argentina: 2.1%
	295,660	@,L	Telecom Argentina SA ADR	$	7,098,797

					7,098,797

			Brazil: 19.1%
	105,898,352		AES Tiete SA		3,934,512
	64,080	L	Brasil Telecom Participacoes SA ADR		4,766,911
	1,197,927		Braskem SA		11,351,806
	472,200	L	Centrais Eletricas Brasileiras SA ADR		7,328,497
	137,704		Cia de Saneamento Basico do Estado de Sao Paulo		3,590,099
	3,004,200		Contax Participacoes SA		4,756,310
	64,500	L	Contax Participacoes SA ADR		101,588
	244,800	@	Marfrig Frigorificos e Comercio de Alimentos SA		2,553,168
	386,900	@	Sul America SA		6,990,647
	224,680	L	Tele Norte Leste Participacoes SA ADR		4,898,024
	99,900	L	Tim Participacoes SA ADR		4,635,360
	1,416,788	@,L	Vivo Participacoes SA ADR		8,344,881

					63,251,803

			Chile: 2.6%
	218,860		AFP Provida SA ADR		8,688,742

					8,688,742

			China: 3.6%
	6,233,000		Weiqiao Textile Co.		11,744,330

					11,744,330

			Czech Republic: 2.0%
	211,508		Telefonica O2 Czech Republic AS		6,546,568

					6,546,568

			Estonia: 0.8%
	77,771		As Eesti Telekom GDR		2,615,999

					2,615,999

			Greece: 1.3%
	225,400		Hellenic Telecommunications Organization SA ADR		4,178,916

					4,178,916

			Hong Kong: 6.5%
	1,288,000		Chaoda Modern Agriculture		1,175,484
	837,500		Dickson Concepts International Ltd.		698,074
	12,162,000		First Pacific Co.		9,306,387
	8,436,000		Fountain SET Holdings		2,503,506
	9,690,000		SCMP Group Ltd.		3,125,706
	3,826,000		SmarTone Telecommunications Holding Ltd.		4,687,901

					21,497,058

			Hungary: 2.5%
	1,543,179		Magyar Telekom Telecommunications PLC		8,321,325

					8,321,325

			Indonesia: 0.7%
	2,178,000		Gudang Garam Tbk PT		2,416,906

					2,416,906

			Israel: 4.6%
	3,407,930		Bezeq Israeli Telecommunication Corp., Ltd.		6,070,116
	326,259		Partner Communications		6,190,498
	378,310	@,L	Taro Pharmaceuticals Industries		2,790,036

					15,050,650

			Malaysia: 1.9%
	3,856,014	@	Proton Holdings Bhd		6,115,156

					6,115,156

			Mexico: 3.1%
	546,999		Alfa SA de CV		3,693,173
	178,790		Telefonos de Mexico SA de CV ADR		6,538,350

					10,231,523

			Pakistan: 0.6%
	968,500		Nishat Mills Ltd.		1,836,865

					1,836,865

			Panama: 2.9%
	499,400	L	Banco Latinoamericano de Exportaciones SA		9,723,318

					9,723,318

			Singapore: 0.5%
	1,219,500		MobileOne Ltd.		1,776,348

					1,776,348

			South Africa: 2.6%
	906,330		JD Group Ltd.		8,698,059

					8,698,059

			South Korea: 21.9%
	636,980		Daeduck Electronics Co., Ltd.		4,862,504
	212,390		Hyundai Motor Co.		8,099,918
	89,960		Korea Electric Power Corp.		3,976,832
	194,370		KT Corp.		9,232,855
	169,850		KT Freetel Co., Ltd.		6,259,806
	260,920	L	Kumho Tire Co., Inc.		4,150,155
	154,260		LG Chemical Ltd.		7,722,086
	4,872		Lotte Chilsung Beverage Co., Ltd.		6,897,227
	15,035		Samsung Electronics Co., Ltd.		9,270,552
	390,550	L	SK Telecom Co., Ltd. ADR		12,032,846

					72,504,781

			Taiwan: 12.9%
	10,072,612		China Motor Corp.		9,326,588
	214,302		Chunghwa Telecom Co., Ltd.		412,497
	241,252		Chunghwa Telecom Co., Ltd. ADR		4,632,038
	4,939,000		Far EasTone Telecommunications Co., Ltd.		6,139,213
	6,696,000	@	Taishin Financial Holdings Co., Ltd.		3,310,680
	565,035	L	United Microelectron ADR		2,130,182
	7,981,985		United Microelectronics Corp.		5,235,098
	8,482,000		Walsin Lihwa Corp.		4,609,885
	9,644,000		Winbond Electronics Corp.		3,241,770
	1,899,718		Yageo Corp. GDR		3,708,629

					42,746,580

			Thailand: 6.7%
	1,450,200		Bangkok Bank PCL		5,469,786
	55,057,100		Charoen Pokphand Foods PCL		8,128,594

See Accompanying Notes to Financial Statements

174

PORTFOLIO OF INVESTMENTS

ING EMERGING COUNTRIES FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Thailand (continued)
	10,648,800		Siam City Bank Public Co.	$	5,548,885
	4,078,500		Thai Union Frozen Products Public Co., Ltd.		2,898,247

					22,045,512

			Total Common Stock (Cost $269,428,117)		327,089,236

	Principal Amount				Value





SHORT-TERM INVESTMENTS: 16.1%
			U.S. Government Agency Obligations: 0.9%
$	2,738,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	2,737,681

			Total U.S. Government Agency Obligations (Cost $2,737,681)		2,737,681

			Securities Lending Collateral^CC: 15.2%
	50,315,176		Bank of New York Mellon Corp. Institutional Cash Reserves		50,315,176

			Total Securities Lending Collateral (Cost $50,315,176)		50,315,176

			Total Short-Term Investments (Cost $53,052,857)		53,052,857

Total Investments in Securities
(Cost $322,480,974)*

115.0

380,142,093

Other Assets and
Liabilities-Net

(15.0

)

(49,497,614

)

Net Assets

100.0

330,644,479


@		Non-income producing security
ADR		American Depositary Receipt
GDR		Global Depositary Receipt
cc		Securities purchased with cash collateral for securities loaned.
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is $322,541,358. Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	62,768,332
Gross Unrealized Depreciation		(5,167,597	)

Net Unrealized Appreciation	$	57,600,735


	Percentage of
Industry	Net Assets


Agriculture		3.5	%
Auto Manufacturers		7.1
Auto Parts & Equipment		1.3
Banks		7.3
Beverages		2.1
Chemicals		5.8
Commercial Services		1.5
Electric		4.6
Electrical Components & Equipment		1.4
Electronics		2.6
Food		1.7
Holding Companies — Diversified		3.9
Insurance		2.1
Investment Companies		2.6
Media		0.9
Pharmaceuticals		0.8
Retail		2.8
Semiconductors		6.0
Telecommunications: Cellular Telecom		15.1
Telecommunications: Telecom Services		3.5
Telecommunications: Telephone — Integrated		16.3
Textiles		4.9
Water		1.1
Short-Term Investments		16.1
Other Assets and Liabilities — Net		(15.0	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

175

PORTFOLIO OF INVESTMENTS

ING FOREIGN FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 85.6%
			Australia: 4.8%
	326,931		BHP Billiton Ltd.	$	14,236,150
	5,192	L	BHP Billiton Ltd. ADR		453,054
	78,492		Brambles Ltd.		1,044,812
	87,067		John Fairfax Holdings Ltd.		386,664
	1,688,737		Macquarie Airports Management Ltd.		6,940,178
	195,896		Newcrest Mining Ltd.		5,971,592
	22,034		Publishing & Broadcasting Ltd.		430,118
	59,912		Rio Tinto Ltd.		6,218,837

					35,681,405

			Austria: 3.6%
	44,734		Erste Bank der Oesterreichischen Sparkassen AG		3,641,882
	4,643		Flughafen Wien AG		550,996
	183,153	@	Immoeast Immobilien Anlagen AG		2,238,719
	10,543		Oesterreichische Elektrizitaetswirtschafts AG		698,661
	138,401		OMV AG		10,391,593
	29,504		Raiffeisen International Bank Holding AG		4,908,316
	39,454		Telekom Austria AG		1,136,056
	20,135		Wiener Staedtische Allgemeine Versicherung AG		1,486,740
	30,299	S	Wienerberger AG		1,892,917

					26,945,880

			Belgium: 1.4%
	44,523		Fortis		1,429,865
	2,814		Groupe Bruxelles Lambert SA		360,531
	40,705		Kbc Ancora		4,607,966
	28,137	S	KBC Groep NV		3,954,684

					10,353,046

			Bermuda: 0.3%
	16,828	@,L	Central European Media Enterprises Ltd.		1,931,013

					1,931,013

			Brazil: 1.2%
	77,769	@	Bovespa Holding SA		1,480,651
	211,934		Cia Vale do Rio Doce		6,686,272
	29,560		Uniao de Bancos Brasileiros SA		467,658
	780	L	Uniao de Bancos Brasileiros SA GDR		123,271

					8,757,852

			Bulgaria: 0.0%
	60,720	@	Bulgaria Compensation Notes		20,566
	25,950	@	Bulgaria Housing Compensation Notes		9,033
	117,641	@	Bulgaria Reg Compensation Vouchers		38,408

					68,007

			Canada: 2.5%
	36,703		Cameco Corp.		1,808,632
	4,607		Canadian Natural Resources Ltd.		383,132
	16,983		Imperial Oil Ltd.		924,973
	279,895	@	Ivanhoe Mines Ltd.		3,848,871
	20,272	@	Opti Canada, Inc.		408,809
	39,283		Potash Corp. of Saskatchewan		4,890,362
	16,503	@	Research In Motion Ltd.		2,054,789
	26,891		Suncor Energy, Inc.		2,944,873
	36,061		Talisman Energy, Inc.		785,619
	59,492	@	UTS Energy Corp.		384,795

					18,434,855

			Chile: 0.1%
	3,779	L	Sociedad Quimica y Minera de Chile SA ADR		725,568

					725,568

			China: 0.8%
	18,622	@,#	Alibaba.com Ltd.		32,437
	2,720,010		Beijing Capital International Airport Co., Ltd.		5,417,119
	140,555		Weiqiao Textile Co.		264,836
	337,572		Wumart Stores, Inc.		307,072

					6,021,464

			Cyprus: 0.7%
	9,216	@,#	AFI Development PLC GDR		96,287
	274,940		Bank of Cyprus Public Co., Ltd.		5,367,134

					5,463,421

			Czech Republic: 2.1%
	68,826	S	Komercni Banka A/S		15,879,758

					15,879,758

			Denmark: 0.6%
	3,115		ALK-Abello A/ S		673,746
	2,668		Carlsberg A/ S		360,884
	4,784		Flsmidth & Co. A/ S		521,431
	11,404		Novo-Nordisk A/ S		1,421,263
	2,046		Rockwool International AS		655,204
	6,369	@	Vestas Wind Systems A/ S		571,385

					4,203,913

			Finland: 3.0%
	9,496		Elisa OYJ		282,514
	106,979		Fortum OYJ		4,651,808
	30,177		Kemira OYJ		716,542
	6,134		Kesko OYJ		368,445
	5,007		Metso OYJ		305,700
	180,971	S	Nokia OYJ		7,187,306
	6,054		Nokian Renkaat OYJ		229,237
	17,987		OKO Bank		387,468
	25,562		Orion OYJ		657,353
	15,402		Outotec OYJ		1,182,266
	98,449		Ramirent OYJ		2,199,449
	32,706		Sanoma-WSOY OYJ		946,000
	97,553		YIT OYJ		3,018,256

					22,132,344

			France: 8.8%
	4,126		Accor SA		395,291
	33,044		ADP		3,789,161
	24,783		Air Liquide		3,422,864
	6,545		Alstom		1,552,247
	18,562		BNP Paribas		2,057,253
	23,956		Bouygues SA		2,311,999
	6,250	@	Bureau Veritas SA		361,954
	16,197		Cie de Saint-Gobain		1,745,572
	17,253		Credit Agricole SA		683,539
	1,940		EDF Energies Nouvelles SA		155,888
	42,803		Electricite de France		5,148,966
	6,547		Eurazeo		979,161
	52,849		France Telecom SA		1,954,357
	3,253		Hermes International		428,765
	21,073		JC Decaux SA		779,191
	35,050		Lafarge SA		5,729,487
	51,740		LVMH Moet Hennessy Louis Vuitton SA		6,683,934
	10,854		M6-Metropole Television		322,109
	8,072		Neuf Cegetel		409,499

See Accompanying Notes to Financial Statements

176

PORTFOLIO OF INVESTMENTS

ING FOREIGN FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			France (continued)
	3,616		Nexity	$	241,392
	6,336	S	Pernod-Ricard SA		1,467,248
	17,622		PPR		3,504,488
	4,248		Remy Cointreau SA		327,761
	7,333		Renault SA		1,238,540
	35,364		Societe Television Francaise 1		983,834
	4,060		Sodexho Alliance SA		293,929
	66,328		Suez SA		4,327,352
	3,701		Technip SA		332,675
	106,854	S	Total SA		8,622,691
	14,542		Veolia Environnement		1,301,920
	32,800		Vinci SA		2,706,584
	8,216		Vivendi		371,275
	1,802		Wendel Investissement		310,468

					64,941,394

			Germany: 6.8%
	3,261		Adidas AG		216,709
	5,561		BASF AG		772,016
	12,995		Bayer AG		1,085,226
	4,082		Bilfinger Berger AG		361,725
	3,681		Celesio AG		209,751
	152,075		Commerzbank AG		6,451,988
	3,543		Continental AG		535,385
	47,558		DaimlerChrysler AG		5,244,728
	11,157		Deutsche Boerse AG		1,791,128
	11,990		Deutsche Post AG		363,152
	9,772		Deutsche Postbank AG		713,609
	28,879		E.ON AG		5,652,530
	89,606		Fraport AG Frankfurt Airport Services Worldwide		6,957,569
	41,151		Fresenius AG		3,206,738
	60,636		Fresenius Medical Care AG & Co. KGaA		3,190,461
	25,092		Henkel KGaA		1,158,625
	24,197		Hypo Real Estate Holding AG		1,438,058
	23,011	@,L	IKB Deutsche Industriebank AG		475,961
	22,573	@	KarstadtQuelle AG		724,774
	5,218		Merck KGaA		653,286
	9,072		Praktiker Bau- und Heimwerkermaerkte AG		328,186
	6,313		Rheinmetall AG		559,534
	80,932		Rhoen Klinikum AG		2,557,677
	11,757		RWE AG		1,603,725
	26,358		Siemens AG		3,599,206
	11,068	@	Tognum AG		397,765

					50,249,512

			Greece: 0.7%
	57,254		Hellenic Telecommunications Organization SA		2,102,959
	144,795		Marfin Investment Group SA		1,375,904
	379,881	@	Veterin SA		1,401,450

					4,880,313

			Guernsey: 0.0%
	8,878		KKR Private Equity Investors LP		174,009

					174,009

			Hong Kong: 2.5%
	830,069		China Merchants Holdings International Co., Ltd.		5,854,887
	92,983		China Mobile Ltd.		1,922,281
	899,346	@	Galaxy Entertainment Group Ltd.		982,163
	1,337,557		GOME Electrical Appliances Holdings Ltd.		3,008,158
	134,443	@	Hutchison Telecommunications International Ltd.		191,894
	847,827	L	Melco International Development		1,607,450
	49,612	@,L	Melco PBL Entertainment Macau Ltd. ADR		788,831
	2,534,558		Shun TAK Holdings Ltd.		4,001,448
	165,351		Texwinca Holdings Ltd.		145,803

					18,502,915

			Hungary: 3.4%
	673,561		Magyar Telekom Telecommunications PLC		3,632,061
	2,922		Mol Magyar Olaj- es Gazipari Rt		452,443
	377,588	S	OTP Bank Nyrt		20,542,833
	3,242		Richter Gedeon Nyrt		706,562

					25,333,899

			India: 0.4%
	216,035	X	Canara Bank		1,612,152
	11,848		State Bank of India Ltd. GDR		1,497,064

					3,109,216

			Indonesia: 0.1%
	687,400		Semen Gresik Persero Tbk PT		473,296

					473,296

			Ireland: 0.2%
	24,561		CRH PLC		947,458
	5,775		Kingspan Group PLC		137,802

					1,085,260

			Italy: 1.8%
	3,579		Autogrill S.p.A.		71,604
	90,506		Banca Popolare di Milano Scrl		1,425,916
	19,182		Banca Popolare di Sondrio Scarl		305,882
	12,866		Banche Popolari Unite Scpa		358,685
	14,713	@	Banco Popolare Scarl		353,146
	40,512		Bulgari S.p.A.		634,998
	63,286		Buzzi Unicem S.p.A.		1,799,293
	40,338		Credito Emiliano S.p.A.		548,132
	21,576		Finmeccanica S.p.A.		641,805
	46,112		Geox S.p.A.		1,105,776
	266,494		Intesa Sanpaolo S.p.A.		2,023,368
	14,645		Italcementi S.p.A.		337,354
	1,917		Lottomatica S.p.A.		68,611
	31,750		Mediobanca S.p.A.		755,021
	158,822		Telecom Italia S.p.A.		497,675
	293,701		UniCredito Italiano S.p.A.		2,526,535

					13,453,801

			Japan: 5.5%
	6,190		Acom Co., Ltd.		148,234
	6,625		Aeon Credit Service Co., Ltd.		101,922
	6,900	L	Aiful Corp.		162,827
	6,601		Aisin Seiki Co., Ltd.		271,236
	80,000		Bank of Yokohama Ltd.		567,669
	36,305	S	Canon, Inc.		1,837,011
	5,859		Credit Saison Co., Ltd.		186,823
	25,000		Daihatsu Motor Co., Ltd.		266,979
	14,500		Daikin Industries Ltd.		730,308
	14,608		Daiwa Securities Group, Inc.		140,778
	23,988		Denso Corp.		974,515
	182		Dentsu, Inc.		477,325
	107		East Japan Railway Co.		881,399
	8,200		Eisai Co., Ltd.		344,304
	7,000		Fanuc Ltd.		767,337
	91		Fuji Television Network, Inc.		183,775
	39,128	S	Honda Motor Co., Ltd.		1,465,221
	21,000		Hoya Corp.		764,692
	8,600		Ibiden Co., Ltd.		728,980
	31,000		Itochu Corp.		391,732
	236		Japan Tobacco, Inc.		1,375,561
	5,068		JFE Holdings, Inc.		296,673

See Accompanying Notes to Financial Statements

177

PORTFOLIO OF INVESTMENTS

ING FOREIGN FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Japan (continued)
	9,989		JS Group Corp.	$	161,818
	6,548		JSR Corp.		170,024
	91		KDDI Corp.		687,294
	19,126		Koito Manufacturing Co., Ltd.		266,145
	18,000		Komatsu Ltd.		603,480
	15,319		Kubota Corp.		128,609
	5,700		Kyocera Corp.		484,489
	10,193		Makita Corp.		491,066
	40,484		Matsushita Electric Industrial Co., Ltd.		773,072
	22,900		Mitsubishi Corp.		713,000
	23,000		Mitsubishi Electric Corp.		280,413
	106,340	S	Mitsubishi UFJ Financial Group, Inc.		1,064,053
	29,000		Mitsui & Co., Ltd.		741,559
	7,723		Mitsui Fudosan Co., Ltd.		213,649
	94	S	Mizuho Financial Group, Inc.		528,322
	22,000		Nikon Corp.		706,019
	7,001		Nintendo Co., Ltd.		4,446,186
	36,000		Nippon Electric Glass Co., Ltd.		611,878
	48		Nippon Telegraph & Telephone Corp.		219,679
	13,707		Nissan Motor Co., Ltd.		157,257
	15,302		Nitto Denko Corp.		747,038
	12,355		Nomura Holdings, Inc.		220,157
	42,000		NSK Ltd.		372,382
	278		NTT DoCoMo, Inc.		404,460
	3,167		Olympus Corp.		131,889
	6,592		Promise Co., Ltd.		198,282
	33,000		Ricoh Co., Ltd.		652,263
	8,486		Seven & I Holdings Co., Ltd.		219,122
	12,000		Sharp Corp.		189,287
	21,733		Sony Corp.		1,073,315
	24,599		Stanley Electric Co., Ltd.		547,060
	65,000		Sumitomo Chemical Co., Ltd.		577,856
	20,192		Sumitomo Corp.		351,824
	16,500		Sumitomo Electric Industries Ltd.		267,140
	41,992		Sumitomo Heavy Industries		554,750
	83,145		Sumitomo Metal Industries Ltd.		411,535
	35	S	Sumitomo Mitsui Financial Group, Inc.		286,696
	32,200		Suzuki Motor Corp.		1,057,901
	5,800		Takata Corp.		207,142
	10,300		Takeda Pharmaceutical Co., Ltd.		643,384
	6,560		Takefuji Corp.		167,177
	30,000		Toray Industries, Inc.		231,592
	53,300	S	Toyota Motor Corp.		3,051,116
	12,190		Yamada Denki Co., Ltd.		1,256,817
	9,201		Yamaha Motor Co., Ltd.		262,740
	4,846		Yamato Holdings Co., Ltd.		71,477
	17,101		Yokogawa Electric Corp.		215,465

					40,883,180

			Luxembourg: 0.6%
	21,050	#,L	Evraz Group SA GDR		1,589,275
	25,244	@,L	Millicom International Cellular SA		2,965,665
	4,058	@	TVSL SA		—

					4,554,940

			Mexico: 1.1%
	381,175		America Movil SA de CV — Series L		1,210,108
	7,138		America Movil SA de CV ADR		466,754
	92,118		Controladora Comercial Mexicana SA de CV		287,607
	270,698		Corporacion Moctezuma		873,088
	4,739	@,L	Desarrollado ADR		267,801
	24,917		Fomento Economico Mexicano SA de CV ADR		887,294
	45,023		Grupo Cementos Chihuahua		252,044
	437,516		Grupo Financiero Banorte SA de CV		2,055,761
	34,314		Grupo Televisa SA ADR		852,703
	246,872	@	Urbi Desarrollos Urbanos SA de C.V		953,684

					8,106,844

			Netherlands: 0.5%
	24,820	@	Koninklijke Ahold NV		373,964
	7,967		Koninklijke Vopak NV		457,398
	82,278		Royal KPN NV		1,553,503
	8,874		TNT NV		364,151
	33,695		Unilever NV		1,096,697

					3,845,713

			New Zealand: 0.1%
	471,131		Auckland International Airport Ltd.		1,048,515

					1,048,515

			Norway: 1.9%
	26,217		Aker Kvaerner ASA		919,460
	117,889		DNB NOR ASA		1,953,679
	401,824	@	Marine Harvest		410,211
	145,951		Norsk Hydro ASA		2,145,680
	149,614		Statoil ASA		5,096,830
	80,266	@	Telenor ASA		1,889,901
	43,563		Yara International ASA		1,697,921

					14,113,682

			Philippines: 0.1%
	29,127		Ayala Corp.		418,694
	685,243		Ayala Land, Inc.		239,492

					658,186

			Poland: 3.2%
	7,084		Bank BPH		2,772,267
	65,145		Bank Handlowy w Warszawie		3,035,378
	44,724		Bank Pekao SA		4,754,790
	21,699		Bank Zachodni WBK SA		2,417,697
	4,132	@	BRE Bank SA		949,148
	723,291		Polish Oil & Gas		1,642,357
	215,482		Powszechna Kasa Oszczednosci Bank Polski SA		4,793,092
	392,395		Telekomunikacja Polska SA		3,717,541

					24,082,270

			Portugal: 0.5%
	117,929		Energias de Portugal SA		759,831
	396,262		Jeronimo Martins		2,950,847

					3,710,678

			Romania: 0.8%
	198,352		Romanian Bank for Development SA		2,269,104
	14,438,215		SNP Petrom SA		3,327,342
	585,000	@	Socep Constanta		77,278

					5,673,724

			Russia: 6.4%
	35,006	@,L	CTC Media, Inc.		878,301
	12,712	L	Lukoil-Spon ADR		1,166,511
	4,282	L	Mechel OAO ADR		360,330
	17,340	L	MMC Norilsk Nickel ADR		5,089,290
	189,463	X	Novatek OAO		1,087,518
	5,938	#	Novatek OAO GDR		326,590
	235,588		OAO Gazprom ADR		11,778,279
	482,721	@	OAO Rosneft Oil Co. GDR		4,298,202
	13	@,I	OJSC Evrocement Group		240,500

See Accompanying Notes to Financial Statements

178

PORTFOLIO OF INVESTMENTS

ING FOREIGN FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Russia (continued)
	1,536	@,I	Open Investments	$	425,764
	73,302	@,#	Pharmstandard OJSC GDR		1,598,717
	5,126		Polyus Gold Co. ZAO		232,937
	22,878	L	Polyus Gold Co. ZAO ADR		1,029,510
	1,260,773		Sberbank RF		5,450,754
	14,797	#	Severstal JSC GDR		350,689
	3,130	I	Silvinit BRD		1,244,175
	45,519	@,#,L	Sistema-Hals GDR		443,810
	34,630	@	Unified Energy System GDR		4,224,860
	5,041	@,#	Uralkali GDR		126,025
	87,064		Uralkaliy		436,393
	41,595	@	Uralsvyazinform ADR		528,257
	378,180	I	URSA Bank		699,633
	45,444		Vimpel-Communications OAO ADR		1,502,833
	135,556	@,#,L	VTB Bank OJSC GDR		1,305,647
	10,175		Wimm-Bill-Dann Foods — Class S		836,414
	9,776	L	Wimm-Bill-Dann Foods OJSC ADR		1,170,676
	14,114	@	X5 Retail Group NV GDR		511,119

					47,343,734

			South Africa: 0.4%
	28,985		Impala Platinum Holdings Ltd.		1,094,885
	43,603		MTN Group Ltd.		849,873
	35,976		Standard Bank Group Ltd.		652,682

					2,597,440

			South Korea: 0.3%
	3,932		Hyundai Motor Co.		312,464
	4,313		Kookmin Bank		352,695
	1,415	@	NHN Corp.		454,983
	1,766		Samsung Electronics Co., Ltd.		1,088,912

					2,209,054

			Spain: 0.9%
	11,458		Gamesa Corp. Tecnologica SA		583,149
	45,976		Iberdrola SA		741,670
	21,632		Inditex SA		1,617,387
	121,945		Telefonica SA		4,037,737

					6,979,943

			Sweden: 2.1%
	26,530		Getinge AB		702,994
	21,965		Hennes & Mauritz AB		1,467,688
	27,823		Modern Times Group AB		1,967,628
	262,050		Nordea Bank AB		4,693,689
	21,148		OMX AB		890,946
	5,232		Securitas AB		66,189
	45,804		Skandinaviska Enskilda Banken AB		1,410,353
	96,558		Swedbank AB		3,033,915
	179,522		Telefonaktiebolaget LM Ericsson		537,131
	65,911		TeliaSonera AB		650,263

					15,420,796

			Switzerland: 5.7%
	87,172		ABB Ltd.		2,635,243
	6,066		BKW FMB Energie AG		729,785
	72,102		Compagnie Financiere Richemont AG		5,156,226
	10,805	S	Credit Suisse Group		730,170
	4,121		Flughafen Zuerich AG		1,668,063
	59,463		Holcim Ltd.		6,797,810
	24,197		Nestle SA		11,176,157
	764		Nobel Biocare Holding AG		223,038
	11,560		Roche Holding AG		1,974,485
	887		SGS SA		1,165,170
	13,715		Swatch Group AG — BR		4,390,722
	3,154		Synthes, Inc.		393,824
	13,790		UBS AG — Reg		739,314
	64,587		Xstrata PLC		4,657,100

					42,437,107

			Taiwan: 0.0%
	19,583		Taiwan Semiconductor Manufacturing Co., Ltd. ADR		208,559

					208,559

			Turkey: 0.1%
	21,502		Haci Omer Sabanci Holding AS		147,907
	45,620		Turkiye Garanti Bankasi AS		423,916
	57,806		Turkiye Is Bankasi		398,196

					970,019

			Ukraine: 0.8%
	2,392,135	@	JSCB Ukrsotsbank		643,800
	3,381,318	S	Raiffeisen Bank Aval		743,529
	16,379	@,X	Ukrnafta Oil Co. ADR		1,319,842
	87	@,X	Ukrnafta Oil Co. GDR		42,292
	13,145,713	@,X	UkrTelecom		2,925,569
	16,172	@	UkrTelecom GDR		178,739

					5,853,771

			United Kingdom: 8.8%
	58,957		Amec PLC		1,027,334
	93,737		Anglo American PLC		6,520,162
	44,091		BAE Systems PLC		458,066
	161,481		BHP Billiton PLC		6,201,695
	679,333		BP PLC		8,838,140
	84,227		Burberry Group PLC		1,080,705
	270,610		Compass Group PLC		1,952,153
	310,446	S	Diageo PLC		7,122,756
	74,544		GlaxoSmithKline PLC		1,914,738
	55,230		Intertek Group PLC		1,184,568
	31,779		Kingfisher PLC		130,793
	3,190		Persimmon PLC		69,805
	25,534	@	Peter Hambro Mining PLC		746,972
	137,733		QinetiQ PLC		541,255
	58,106		Reckitt Benckiser PLC		3,375,404
	64,599		Rio Tinto PLC		6,057,781
	163,267	@	Rolls-Royce Group PLC		1,831,676
	6,595,986	@	Rolls-Royce Group PLC — B Shares		15,087
	27,899		Scottish & Newcastle PLC		455,180
	338,285		Smith & Nephew PLC		4,581,252
	22,783		Taylor Woodrow PLC		117,861
	393,280		Tesco PLC		4,000,696
	1,690,976	S	Vodafone Group PLC		6,663,369
	25,968		William Hill PLC		335,423
	25,578		WPP Group PLC		349,936

					65,572,807

			United States: 0.0%
	528	L	News Corp. — Class B		12,107

					12,107

			Total Common Stock (Cost $442,881,548)		635,085,210





EXCHANGE-TRADED FUNDS: 8.9%
			Hong Kong: 2.6%
	463,794		Hang Seng Investment Index Funds Series — H-Share Index ETF		12,112,113
	103,000		Hang Seng Investment Index Funds Series II — Hang Seng Index ETF		4,199,606
	810,981		Tracker Fund of Hong Kong		3,285,675

					19,597,394

See Accompanying Notes to Financial Statements

179

PORTFOLIO OF INVESTMENTS

ING FOREIGN FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Ireland: 0.6%
	304,423		IShares PLC-IFTSE 100 Fund	$	4,279,000

					4,279,000

			Singapore: 0.6%
	454,663	@	iShares MSCI India		4,296,565

					4,296,565

			United States: 5.1%
	163,369	L	iShares MSCI Australia Index Fund		5,670,538
	32,126	L	iShares MSCI Brazil Index Fund		2,749,986
	419,244	L	iShares MSCI Canada Index Fund		15,126,324
	25,570		iShares MSCI South Africa Index Fund		3,919,881
	74,426	L	iShares MSCI South Korea Index Fund		5,564,088
	253,292	L	iShares MSCI Taiwan Index Fund		4,597,250

					37,628,067

			Total Exchange-Traded Funds (Cost $57,946,028)		65,801,026





MUTUAL FUNDS: 0.2%
			British Virgin Islands: 0.0%
	104,109	@	RenShares Utilities Ltd.		348,765

					348,765

			Romania: 0.2%
	154,500		SIF 1 Banat Crisana Arad		241,021
	167,500		SIF 2 Moldova Bacau		262,765
	254,000	@	SIF 3 Transilvania Brasov		265,271
	232,500		SIF 4 Muntenia Bucuresti		253,993
	147,500		SIF 5 Oltenia Craiova		279,086

					1,302,136

			Total Mutual Funds (Cost $609,966)		1,650,901





PREFERRED STOCK: 0.5%
			Brazil: 0.3%
	62,709		Petroleo Brasileiro SA		2,614,309

					2,614,309

			Germany: 0.2%
	7,136		Volkswagen AG		1,352,340

					1,352,340

			Total Preferred Stock (Cost $3,244,030)		3,966,649





EQUITY-LINKED SECURITIES: 2.4%
			Bermuda: 1.6%
	120,570	#,X	Bharti Airtel Ltd. (Counterparty: CLSA)		3,086,342
	173,177	#,X	State Bank of India Ltd. (Counterparty: CLSA)		9,108,159

					12,194,501

			Luxembourg: 0.8%
	92,279	#	Banking Index Benchmark Exchange Traded Scheme — Bank BeES (Counterparty: Citigroup)		2,125,831
	69,977	#,X	State Bank of India Ltd. (Counterparty: Citigroup)		3,680,406

					5,806,237

			Total Equity-Linked Securities (Cost $7,595,687)		18,000,738





WARRANTS: 0.9%
			Bermuda: 0.2%
	53,377	#	ICICI Bank, Ltd.		1,653,671

					1,653,671

			India: 0.2%
	8,075	X	ICICI Bank Ltd.		257,517
	17,180	#	Mahindra & Mahindra Ltd.		317,977
	13,033	#	Oil & Natural Gas Corp. Ltd.		388,372
	10,572	#	Reliance Industries Ltd.		739,077

					1,702,943

			Luxembourg: 0.5%
	184,662	#	Formosa Plastics Corp.		567,559
	184,995	#	Hon Hai Precision Industry Co.		1,404,390
	18,282	#,X	ICICI Bank Ltd.		583,024
	251	#	State Bank of India Ltd.		13,192
	8,138	X	Suzlon Energy Ltd.		408,426
	243,629		Taiwan Semiconductor Manufacturing Co., Ltd.		479,462

					3,456,053

			Total Warrants (Cost $6,153,388)		6,812,667

			Total Long-Term Investments (Cost $518,430,647)		731,317,191

	Principal Amount				Value





SHORT-TERM INVESTMENTS: 6.1%
			U.S. Government Agency Obligations: 0.4%
$	2,829,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	2,828,670

			Total U.S. Government Agency Obligations (Cost $2,828,670)		2,828,670

			Securities Lending Collateral^CC: 5.7%
	42,530,983		Bank of New York Mellon Corp. Institutional Cash Reserves		42,530,983

			Total Securities Lending Collateral 42,530,983 (Cost $42,530,983)

			Total Short-Term Investments (Cost $45,359,653)		45,359,653

Total Investments in Securities
(Cost $563,790,300)*

104.6

776,676,844

Other Assets and
Liabilities-Net

(4.6

)

(34,456,378

)

Net Assets

100.0

742,220,466

See Accompanying Notes to Financial Statements

180

PORTFOLIO OF INVESTMENTS

ING FOREIGN FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


@		Non-income producing security
ADR		American Depositary Receipt
GDR		Global Depositary Receipt
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
cc		Securities purchased with cash collateral for securities loaned.
I		Illiquid security
S		All or a portion of this security is segregated for certain derivatives, when-issued or delayed delivery securities and forward currency exchange contracts.
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is $566,722,263
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	214,347,551
Gross Unrealized Depreciation		(4,392,970	)

Net Unrealized Appreciation	$	209,954,581


	Percentage of
Industry	Net Assets


Advertising		0.2	%
Aerospace/ Defense		0.4
Agriculture		0.2
Apparel		0.4
Auto Manufacturers		1.9
Auto Parts & Equipment		0.3
Banks		18.8
Beverages		1.4
Building Materials		3.1
Chemicals		2.3
Closed-End Funds		0.2
Commercial Services		0.9
Computers		0.3
Distribution/ Wholesale		0.3
Diversified Financial Services		1.9
Electric		3.8	%
Electrical Components & Equipment		0.4
Electronics		0.7
Energy — Alternate Sources		0.0
Engineering & Construction		5.3
Entertainment		0.1
Food		3.1
Food Service		0.3
Hand/ Machine Tools		0.1
Healthcare — Products		0.8
Healthcare — Services		1.2
Hedge Fund		0.0
Holding Companies — Diversified		2.1
Home Builders		0.2
Home Furnishings		0.3
Household Products/ Wares		0.6
Insurance		0.2
Internet		0.1
Investment Companies		0.3
Iron/ Steel		0.4
Leisure Time		0.0
Lodging		0.3
Machinery — Construction & Mining		0.2
Machinery — Diversified		0.5
Media		1.3
Metal Fabricate/ Hardware		0.3
Mining		9.6
Miscellaneous Manufacturing		0.6
Office/ Business Equipment		0.3
Oil & Gas		9.1
Oil & Gas Services		0.0
Pharmaceuticals		1.6
Real Estate		1.1
Retail		3.1
Semiconductors		0.3
Sovereign		0.0
Telecommunications		7.2
Textiles		0.1
Toys/ Games/ Hobbies		0.6
Transportation		0.3
Water		0.2
Other Long-Term Investments		9.2
Short-Term Investments		6.1
Other Assets and Liabilities — Net		(4.6	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

181

PORTFOLIO OF INVESTMENTS

ING FOREIGN FUND

AS OF OCTOBER 31, 2007 (CONTINUED)

At October 31, 2007 the following forward currency contracts were outstanding for the ING Foreign Fund:


					In				Unrealized
	Buy/		Settlement		Exchange				Appreciation/
Currency	Sell		Date		For		Value		(Depreciation)

					USD
Australia Dollars AUD 3,935,566		Buy		11/20/07		3,358,632	$	3,661,505	$	302,873
Australia Dollars AUD 10,004,699		Buy		11/20/07		8,574,998		9,308,002		733,004
Australia Dollars AUD 10,001,484		Buy		11/20/07		8,654,101		9,305,010		650,909
Canada Dollars CAD 1,641,704		Buy		11/19/07		1,560,436		1,738,025		177,588
Canada Dollars CAD 5,041,624		Buy		11/19/07		4,971,722		5,337,423		365,701
Hungary Forint HUF 1,229,295,316		Buy		11/19/07		6,858,606		7,087,006		228,400
Hungary Forint HUF 509,977,044		Buy		11/23/07		2,858,455		2,939,173		80,718
Hungary Forint HUF 512,063,806		Buy		11/19/07		2,871,314		2,952,097		80,783
India Rupees INR 135,084,459		Buy		11/27/07		3,393,877		3,430,499		36,622
Japanese Yen JPY 2,658,780,768		Buy		11/08/07		22,802,579		23,068,582		266,002
Japanese Yen JPY 665,585,142		Buy		01/31/08		5,857,735		5,831,509		(26,226	)
Japanese Yen JPY 893,871,348		Buy		01/31/08		7,828,273		7,831,633		3,360
Mexico Pesos MXN 17,556,086		Buy		11/20/07		1,591,555		1,644,066		52,511
Mexico Pesos MXN 16,680,345		Buy		11/20/07		1,513,470		1,562,056		48,586
Poland Zlotych PLN 52,341,363		Buy		11/19/07		19,562,141		20,916,914		1,354,774
Turkey New Lira TRY 6,308,567		Buy		11/19/07		5,166,722		5,376,195		209,474
Turkey New Lira TRY 1,841,136		Buy		12/24/07		1,492,974		1,551,534		58,560
Turkey New Lira TRY 678,532		Buy		11/19/07		556,083		578,249		22,166

									$	4,645,805

Australia Dollars AUD 3,351,112		Sell		11/20/07		2,623,415	$	3,117,750	$	(494,336	)
Australia Dollars AUD 20,590,638		Sell		11/20/07		16,026,867		19,156,766		(3,129,900	)
Canada Dollars CAD 6,683,328		Sell		11/19/07		6,216,760		7,075,447		(858,687	)
Czech Republic Koruny CZK 54,430,896		Sell		12/27/07		2,792,330		2,934,545		(142,214	)
Hungary Forint HUF 2,072,139,505		Sell		11/19/07		10,648,100		11,946,083		(1,297,983	)
Hungary Forint HUF 570,270,848		Sell		11/19/07		2,957,806		3,287,666		(329,861	)
Hungary Forint HUF 509,977,044		Sell		11/23/07		2,642,368		2,939,173		(296,805	)
Hungary Forint HUF 460,939,702		Sell		11/19/07		2,366,245		2,657,362		(291,117	)
India Rupees INR 40,015,813		Sell		11/27/07		1,006,434		1,016,210		(9,776	)
India Rupees INR 95,068,646		Sell		11/27/07		2,385,806		2,414,289		(28,483	)
Mexico Pesos MXN 70,509,254		Sell		11/20/07		6,216,760		6,602,945		(386,185	)
Poland Zlotych PLN 48,197,429		Sell		11/19/07		16,922,660		19,260,895		(2,338,234	)
Poland Zlotych PLN 10,916,731		Sell		11/19/07		3,846,059		4,362,598		(516,539	)
Poland Zlotych PLN 10,966,153		Sell		11/19/07		3,846,059		4,382,348		(536,289	)
Turkey New Lira TRY 6,987,099		Sell		11/19/07		4,835,563		5,954,444		(1,118,880	)
Turkey New Lira TRY 1,841,136		Sell		12/24/07		1,445,161		1,551,534		(106,373	)

									$	(11,881,662	)

See Accompanying Notes to Financial Statements

182

PORTFOLIO OF INVESTMENTS

ING GREATER CHINA FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 97.2%
			China: 29.6%
	1,168,000	@	China Citic Bank	$	950,370
	300,000		China Communications Construction Co., Ltd.		951,903
	1,853,000		China Construction Bank		2,106,611
	604,000		China Life Insurance Co., Ltd.		4,031,700
	1,160,000		China Petroleum & Chemical Corp.		1,846,994
	738,000		China Shipping Development Co., Ltd.		2,521,688
	538,000	@	China Southern Airlines Co., Ltd.		750,265
	276,000		Dalian Port PDA Co., Ltd.		255,574
	212,000		Dongfang Electrical Machinery Co., Ltd.		1,895,208
	112,000	@	Foxconn International Holdings Ltd.		312,305
	379,200		Guangzhou R&F Properties Co., Ltd.		1,996,386
	431,000		Jiangxi Copper Co., Ltd.		1,524,434
	2,042,000		PetroChina Co., Ltd.		5,272,266
	600,500		Shimao Property Holdings Ltd.		2,149,853
	548,917	@	SPG Land Holdings Ltd.		521,757
	546,000		Travelsky Technology Ltd.		653,726

					27,741,040

			Hong Kong: 46.2%
	592,000	@	AAC Acoustic Technologies		780,531
	1,154,000		BOC Hong Kong Holdings Ltd.		3,268,118
	161,000		Cheung Kong Holdings Ltd.		3,158,084
	406,500		China Mobile Ltd.		8,403,765
	1,838,000		China Overseas Land & Investment Ltd.		4,399,442
	1,520,000		China Power International Development Ltd.		814,173
	440,000		China Resources Enterprise		1,930,011
	324,000		Chow Sang Sang Holdings International Ltd.		448,110
	2,921,000		Chuang’s China Investments		467,345
	373,000		Citic Pacific Ltd.		2,352,092
	461,000		CNOOC Ltd.		996,273
	284,920	@	Dah Chong Hong Holdings Ltd.		174,255
	360,000		Hang Lung Group Ltd.		2,125,656
	383,000		Hang Lung Properties Ltd.		1,842,646
	123,700		Hang Seng Bank Ltd.		2,527,185
	210,000		Henderson Land Development Co., Ltd.		1,882,542
	78,500		Hong Kong Exchanges and Clearing Ltd.		2,620,524
	155,000		Li & Fung Ltd.		735,530
	80,000		MTR Corp.		277,350
	659,000		New World Development Ltd.		2,375,197
	88,000		Sun Hung Kai Properties Ltd.		1,681,764

					43,260,593

			Taiwan: 21.4%
	822,640		Asia Cement Corp.		1,344,213
	7,461		Asustek Computer, Inc.		26,490
	8,202		AU Optronics Corp.		17,744
	291,000		Cathay Financial Holding Co., Ltd.		761,134
	909,000		Cheng Loong Corp.		362,320
	1,077,270		China Steel Corp.		1,529,284
	247,800		Delta Electronics, Inc.		1,003,126
	1,764,863		Far Eastern Textile Co., Ltd.		2,352,524
	1,513,791		Goldsun Development & Construction Co., Ltd.		884,911
	383,040		HON HAI Precision Industry Co., Ltd.		2,936,611
	151,000		Huang Hsiang Construction Co.		310,534
	968,000	@	Lealea Enterprise		308,108
	178,560		MediaTek, Inc.		3,533,467
	1,062,400		Nan Ya Plastics Corp.		3,194,491
	403,440		Uni-President Enterprises Corp.		584,936
	120,400	@,#	Wintek Corp. GDR		858,404

					20,008,297

Total Investments in
Securities
(Cost $57,848,348)*

97.2

91,009,930

Other Assets and
Liabilities-Net

2.8

2,645,630

Net Assets

100.0

93,655,560


@		Non-income producing security
GDR		Global Depositary Receipt
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
*		Cost for federal income tax purposes is $58,031,991.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	33,447,328
Gross Unrealized Depreciation		(469,389	)

Net Unrealized Appreciation	$	32,977,939


	Percentage of
Industry	Net Assets


Airlines		0.8	%
Banks		9.4
Building Materials		2.4
Chemicals		3.4
Commercial Services		0.3
Distribution/ Wholesale		0.8
Diversified Financial Services		2.8
Electric		0.9
Electrical Components & Equipment		3.1
Electronics		4.9
Engineering & Construction		1.0
Food		0.6
Forest Products & Paper		0.4
Holding Companies — Diversified		5.3
Insurance		5.1
Iron/ Steel		1.6
Metal Fabricate/ Hardware		1.6
Oil & Gas		8.7
Real Estate		24.0
Retail		0.5
Semiconductors		3.8
Software		0.7
Telecommunications		9.3
Textiles		2.8
Transportation		3.0
Other Assets and Liabilities — Net		2.8

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

183

PORTFOLIO OF INVESTMENTS

ING INDEX PLUS INTERNATIONAL EQUITY FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 91.1%
			Australia: 6.0%
	5,649		ABC Learning Centres Ltd.	$	34,880
	5,081		Amcor Ltd.		33,363
	1,263		Australia & New Zealand Banking Group Ltd.		35,657
	1,599		Babcock & Brown Ltd.		46,300
	9,822		BHP Billiton Ltd.		427,697
	3,459		BlueScope Steel Ltd.		34,501
	5,231		Boral Ltd.		33,243
	29,181		CFS Retail Property Trust		66,654
	29,699		Coles Myer Ltd.		448,182
	661		Commonwealth Bank of Australia		38,070
	22,526		Commonwealth Property Office Fund		33,337
	7,929		CSL Ltd.		272,397
	141,815		CSR Ltd.		452,647
	6,682		Foster’s Group Ltd.		39,897
	7,480		GPT Group		32,363
	31,309		Harvey Norman Holdings Ltd.		198,953
	6,562		Iluka Resources Ltd.		26,852
	5,926		Lion Nathan Ltd.		51,539
	11,612		Macquarie Airports Management Ltd.		47,722
	516	@	Macquarie Bank Ltd.		41,211
	11,985		Macquarie Infrastructure Group		35,577
	421,668		Macquarie Office Trust		646,987
	82,202		Multiplex Group		385,820
	940		National Australia Bank Ltd.		38,030
	3,624		Origin Energy Ltd.		31,101
	101,571		Pacific Brands Ltd.		328,515
	19,820		Qantas Airways Ltd.		109,613
	5,296		QBE Insurance Group Ltd.		162,072
	5,536		Rio Tinto Ltd.		574,634
	18,706		Santos Ltd.		246,905
	150,048		Stockland		1,260,462
	3,675		Suncorp-Metway Ltd.		69,821
	17,133		Telstra Corp., Ltd.		74,987
	2,842		Toll Holdings Ltd.		35,517
	922		Wesfarmers Ltd.		37,939
	1,748		Westfield Group		35,741
	1,313		Westpac Banking Corp.		36,853
	1,583		Woodside Petroleum Ltd.		77,469
	1,517		Woolworths Ltd.		47,545
	1,070		WorleyParsons Ltd.		48,367
	43,994		Zinifex Ltd.		696,232

					7,375,652

			Austria: 2.4%
	84,966		Immofinanz Immobilien Anlagen AG		1,014,253
	1,135		Oesterreichische Elektrizitaetswirtschafts AG		75,214
	6,725		Raiffeisen International Bank Holding AG		1,118,778
	8,266		Voestalpine AG		746,876

					2,955,121

			Belgium: 1.9%
	1,117		Dexia		35,963
	582		D’ieteren SA		252,556
	14,748		Fortis		473,635
	4,142	@	Fortis		60
	373		Groupe Bruxelles Lambert SA		47,789
	11,115		InBev NV		1,051,998
	2,628		KBC Groep NV		369,368
	412		Solvay SA		62,733

					2,294,102

			China: 0.1%
	8,000		Tencent Holdings Ltd.		68,580

					68,580

			Denmark: 1.5%
	4		AP Moller — Maersk A/S		55,387
	2,850		Carlsberg A/S		385,502
	10,725		Novo-Nordisk A/S		1,336,641
	750		Sydbank A/S		34,657

					1,812,187

			Finland: 2.1%
	61,635		Nokia OYJ		2,447,848
	1,311		Orion OYJ		33,714
	2,731		UPM-Kymmene OYJ		61,347

					2,542,909

			France: 7.3%
	716		Accor SA		68,596
	1,539		Air France-KLM		58,727
	8,316		BNP Paribas		921,674
	379		Bouygues SA		36,577
	3,666		Cie de Saint-Gobain		395,090
	1,628		Credit Agricole SA		64,499
	992		France Telecom SA		36,684
	1,248		Gaz de France		71,092
	4,885		Lafarge SA		798,532
	4,910		LVMH Moet Hennessy Louis Vuitton SA		634,289
	177		PPR		35,200
	1,835		Sanofi-Aventis		161,414
	472		Schneider Electric SA		65,292
	2,432		Scor SA		66,515
	5,114		Sodexho Alliance SA		370,235
	26,055		Suez SA		1,699,873
	357		Technip SA		32,090
	3,403	@	Thomson		59,646
	9,861		Total SA		795,743
	410		Vallourec		119,392
	757		Veolia Environnement		67,773
	16,765		Vinci SA		1,383,411
	24,383		Vivendi		1,101,851

					9,044,195

			Germany: 6.0%
	1,118		Allianz AG		252,236
	2,619		BASF AG		363,588
	5,516		Commerzbank AG		234,024
	1,841		DaimlerChrysler AG		203,027
	12,422		Deutsche Bank AG		1,659,543
	42,489		Deutsche Post AG		1,286,903
	1,947		E.ON AG		381,089
	760		Heidelberger Druckmaschinen		31,140
	2,832		Henkel KGaA — Vorzug		144,652
	2,982	@	KarstadtQuelle AG		95,746
	2,408		Merck KGaA		301,478
	3,867		Metro AG		350,455
	347		Muenchener Rueckversicherungs AG		66,399
	7,155		RWE AG		975,985
	2,817		Salzgitter AG		554,639
	2,717		Siemens AG		371,009
	1,003		ThyssenKrupp AG		66,617
	328		Volkswagen AG		93,766

					7,432,296

See Accompanying Notes to Financial Statements

184

PORTFOLIO OF INVESTMENTS

ING INDEX PLUS INTERNATIONAL EQUITY FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Greece: 0.3%
	1,062		Hellenic Exchanges SA Holding Clearing Settlement and Registry	$	37,168
	10,564		Hellenic Telecommunications Organization SA		388,019

					425,187

			Hong Kong: 0.7%
	2,000		Cheung Kong Holdings Ltd.		39,231
	1,000		Hong Kong Exchanges and Clearing Ltd.		33,382
	181,000	@	Hutchison Telecommunications International Ltd.		258,345
	116,000		Johnson Electric Holdings Ltd.		64,808
	20,000		Kingboard Chemicals Holdings		131,366
	103,000		Melco International Development		195,284
	3,500		Orient Overseas International Ltd.		36,133
	73,000		PCCW Ltd.		47,138
	34,500		Shui On Land Ltd.		48,023
	20,000		Shun TAK Holdings Ltd.		31,575

					885,285

			Ireland: 0.8%
	37,446		Allied Irish Banks PLC		945,950

					945,950

			Italy: 4.4%
	35,921	@	Banco Popolare Scarl		862,187
	32,779		ENI S.p.A.		1,196,862
	11,857		Finmeccanica S.p.A.		352,702
	72,838		Parmalat S.p.A.		269,822
	302,020		Telecom Italia S.p.A.		946,392
	13,751		Telecom Italia S.p.A. RNC		35,613
	200,177		UniCredito Italiano S.p.A.		1,722,004

					5,385,582

			Japan: 18.5%
	20,100		Aeon Co., Ltd.		316,402
	9,000		Amada Co., Ltd.		91,066
	1,900		Aoyama Trading Co., Ltd.		49,668
	700		Astellas Pharma, Inc.		31,074
	5,000		Bank of Yokohama Ltd.		35,479
	14,900		Canon Sales Co., Inc.		291,965
	27,400		Canon, Inc.		1,386,423
	3,500		Casio Computer Co., Ltd.		33,001
	28		Central Japan Railway Co.		289,667
	5,000		Chiba Bank Ltd.		40,131
	2,000		Chiyoda Corp.		37,140
	92,000		COMSYS Holdings Corp.		901,964
	900		CSK Corp.		35,263
	4,000		Daifuku Co., Ltd.		47,779
	900		Denso Corp.		36,563
	5,400		EDION Corp.		62,026
	2,000	@	Elpida Memory, Inc.		68,990
	2,500		FamilyMart Co., Ltd.		72,860
	2,200		Fast Retailing Co., Ltd.		126,639
	1,300		Fuji Photo Film Co., Ltd.		62,185
	12,000		Furukawa Electric Co., Ltd.		57,637
	4,000		H2O Retailing Corp.		33,251
	1,800		Hikari Tsushin, Inc.		54,965
	10,000		Hitachi Cable Ltd.		66,862
	11,500		Hitachi Chemical Co., Ltd.		281,904
	14,400		Hitachi High-Technologies Corp.		324,475
	19,700		Honda Motor Co., Ltd.		737,703
	20		Inpex Holdings, Inc.		215,606
	200	@	J Front Retailing Co., Ltd.		1,794
	9,000		Joyo Bank Ltd.		55,812
	2,000		JS Group Corp.		32,399
	10,000		Kajima Corp.		35,193
	9		KDDI Corp.		67,974
	11,000		Keisei Electric Railway Co., Ltd.		60,612
	3,400		Keyence Corp.		783,533
	24,400		Komatsu Ltd.		818,050
	1,400		Komori Corp.		37,028
	3,100		Koyo Seiko Co., Ltd.		59,599
	700		Kyocera Corp.		59,499
	2,000		Lawson, Inc.		69,145
	8,200		Matsui Securities Co., Ltd.		65,152
	31,000		Matsushita Electric Industrial Co., Ltd.		591,968
	3,000		Matsushita Electric Works Ltd.		33,392
	11,000		Meiji Dairies Corp.		58,106
	3,000		Mitsubishi Electric Corp.		36,576
	7,000		Mitsubishi Gas Chemical Co., Inc.		70,084
	10,000		Mitsubishi UFJ Financial Group, Inc.		100,061
	48,000		Mitsui Mining & Smelting Co., Ltd.		202,099
	52,000		Mitsui OSK Lines Ltd.		859,432
	4,000		Mitsui Trust Holdings, Inc.		32,006
	271		Mizuho Financial Group, Inc.		1,523,141
	2,300		Namco Bandai Holdings, Inc.		35,461
	14,000		Nichirei Corp.		59,857
	200		Nintendo Co., Ltd.		127,016
	4,000		Nippon Electric Glass Co., Ltd.		67,986
	7,000		Nippon Express Co., Ltd.		35,205
	4,000		Nippon Oil Corp.		35,427
	110		Nippon Telegraph & Telephone Corp.		503,431
	5,000		Nippon Yusen KK		51,621
	3,300		Nomura Holdings, Inc.		58,803
	7,000		NSK Ltd.		62,064
	7,000		Obayashi Corp.		35,275
	340		Obic Co., Ltd.		68,296
	2,000		Okuma Corp.		28,183
	10,000		Olympus Corp.		416,447
	4,000		Onward Kashiyama Co., Ltd.		41,239
	5,100		Pioneer Corp.		56,825
	2,000		Ricoh Co., Ltd.		39,531
	600		Ryohin Keikaku Co., Ltd.		37,765
	40,000	@	Sanyo Electric Co., Ltd.		66,216
	3		Sapporo Hokuyo Holdings, Inc.		30,878
	133		SBI E*trade Securities Co., Ltd.		142,783
	2,400		Sega Sammy Holdings, Inc.		33,137
	8,000		Sekisui House Ltd.		102,347
	20,000		Seven & I Holdings Co., Ltd.		516,433
	12,700		Shin-Etsu Chemical Co., Ltd.		814,655
	3,600		Shinko Electric Industries		83,208
	13,000		Shinko Securities Co., Ltd.		67,328
	5,000		Showa Shell Sekiyu KK		58,868
	1,100		SMC Corp.		147,348
	1,800		Softbank Corp.		42,039
	239		Softbank Investment Corp.		75,822
	4,200		Sony Corp.		207,423
	8,200		Sumco Corp.		299,277
	25,000		Sumitomo Bakelite Co., Ltd.		153,302
	3,700		Sumitomo Electric Industries Ltd.		59,904
	3,000		Sumitomo Heavy Industries		39,633
	30,000		Sumitomo Metal Mining Co., Ltd.		669,446
	193		Sumitomo Mitsui Financial Group, Inc.		1,580,926
	25,000		Sumitomo Osaka Cement Co., Ltd.		62,654
	47,000		Sumitomo Trust & Banking Co., Ltd.		350,432
	5,000		Suruga Bank Ltd.		65,640
	12,000		Taisei Corp.		36,104
	3,000		Taiyo Yuden Co., Ltd.		49,770
	900		Takeda Pharmaceutical Co., Ltd.		56,218
	60,000		Tanabe Seiyaku Co., Ltd.		691,332
	400		TDK Corp.		32,828
	5,200		THK Co., Ltd.		114,668
	190,000		Tokyo Gas Co., Ltd.		847,045

See Accompanying Notes to Financial Statements

185

PORTFOLIO OF INVESTMENTS

ING INDEX PLUS INTERNATIONAL EQUITY FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Japan (continued)
	6,000		Tokyu Land Corp.	$	62,161
	5,000		Toto Ltd.		36,188
	28,400		Toyota Motor Corp.		1,625,735
	6,000		UNY Co., Ltd.		52,020
	4,600		Ushio, Inc.		94,935
	3,000		Wacoal Holdings Corp.		36,571
	11,000		Zeon Corp.		103,873

					22,710,922

			Netherlands: 5.3%
	3,454		Aegon NV		71,602
	14,322		ArcelorMittal		1,141,030
	713	@	ASML Holding NV		24,826
	1,082		European Aeronautic Defence and Space Co. NV		36,883
	46,083	@	Koninklijke Ahold NV		694,335
	3,866		Koninklijke Philips Electronics NV		159,946
	44,509		Royal Dutch Shell PLC — Class A		1,952,175
	29,329		Royal Dutch Shell PLC — Class B		1,279,618
	35,557		Unilever NV		1,157,301

					6,517,716

			New Zealand: 0.2%
	28,265		Contact Energy Ltd.		198,148
	7,853		Sky Network Television Ltd.		35,003
	32,828		Vector Ltd.		60,637

					293,788

			Norway: 1.0%
	2,200		DNB NOR ASA		36,459
	5,700		Norske Skogindustrier ASA		63,059
	2,090	@	Petroleum Geo-Services ASA		62,050
	30,089		Statoil ASA		1,025,028
	1,600	@	TGS Nopec Geophysical Co. ASA		26,962

					1,213,558

			Portugal: 0.0%
	5,672		Energias de Portugal SA		36,545

					36,545

			Singapore: 2.4%
	47,000		ComfortDelgro Corp., Ltd.		63,123
	84,000		DBS Group Holdings Ltd.		1,314,750
	71,000		Neptune Orient Lines Ltd.		254,344
	15,000		Olam International Ltd.		36,630
	71,000		Oversea-Chinese Banking Corp.		455,831
	4,000		Singapore Exchange Ltd.		43,830
	47,000		Singapore Press Holdings Ltd.		149,600
	17,000		United Overseas Bank Ltd.		255,021
	55,000		United Overseas Land Ltd.		201,816
	67,000		Wing Tai Holdings Ltd.		161,979

					2,936,924

			Spain: 2.6%
	1,299		Acerinox SA		38,400
	6,467		Banco Bilbao Vizcaya Argentaria SA		163,660
	21,418		Banco Santander Central Hispano SA		468,405
	407		Fomento de Construcciones y Contratas SA		35,562
	590		Gas Natural SDG SA		36,374
	73,968		Telefonica SA		2,449,165

					3,191,566

			Sweden: 2.1%
	25,204		Atlas Copco AB — Class B		395,000
	9,700		Boliden AB		171,933
	3,000		Electrolux AB		58,279
	6,200		Nobia AB		54,608
	3,600		Nordea Bank AB		64,481
	2,300		Scania AB — B Shares		63,147
	1,900		Skandinaviska Enskilda Banken AB		58,503
	1,800		SSAB Svenskt Staal AB		53,248
	1,800		Svenska Cellulosa AB — B Shares		31,804
	7,800		Svenska Handelsbanken AB		259,369
	70,010		Volvo AB		1,376,766

					2,587,138

			Switzerland: 7.2%
	503		Compagnie Financiere Richemont AG		35,971
	24,961		Credit Suisse Group		1,686,790
	577		Holcim Ltd.		65,963
	373		Kuoni Reisen Holding		186,740
	1,944		Nestle SA		897,898
	8,498		Novartis AG		452,045
	91	@	OC Oerlikon Corp. AG		43,387
	7,719		Roche Holding AG		1,318,430
	4,989		Schindler Holding AG		349,800
	31,437		STMicroelectronics NV		538,604
	99		Swatch Group AG — BR		31,694
	685		Swatch Group AG — Reg		43,107
	15,181		Swiss Reinsurance		1,427,289
	5,896		UBS AG — Reg		316,098
	978		Xstrata PLC		70,520
	4,570		Zurich Financial Services AG		1,379,829

					8,844,165

			United Kingdom: 18.3%
	33,579		3I Group PLC		759,748
	12,955		Aegis Group PLC		34,110
	4,836		Amvescap PLC		74,024
	2,379		Anglo American PLC		165,479
	12,258		ARM Holdings PLC		37,824
	19,777		AstraZeneca PLC		973,921
	2,612		Aviva PLC		41,153
	16,403		Barclays PLC		207,604
	2,175		Barratt Developments PLC		29,615
	3,051		Bellway PLC		68,502
	50,332		BHP Billiton PLC		1,933,006
	4,500		Bovis Homes Group PLC		62,328
	102,021		BP PLC		1,327,296
	70,949	@	British Airways PLC		659,764
	1,812		British American Tobacco PLC		69,033
	5,946		British Energy Group PLC		66,045
	2,383		British Sky Broadcasting PLC		33,749
	162,444		BT Group PLC		1,104,172
	4,166		Carnival PLC		195,005
	86,158		Compass Group PLC		621,535
	58,059		Daily Mail & General Trust		741,896
	5,502		Davis Service Group PLC		62,511
	5,232		Enterprise Inns PLC		68,726
	19,151		FKI PLC		37,068
	7,954		GKN PLC		60,883
	24,415		GlaxoSmithKline PLC		627,124
	18,192		HBOS PLC		331,606
	4,193		Home Retail Group		38,121
	62,720		HSBC Holdings PLC		1,243,530
	29,779		Imperial Tobacco Group PLC		1,511,565
	118,977		International Power PLC		1,213,068
	12,083		J Sainsbury PLC		137,739
	7,307		Ladbrokes PLC		62,785
	335,349		Legal & General Group PLC		979,012
	5,589		Lloyds TSB Group PLC		63,488
	10,536		LogicaCMG PLC		35,768
	30,024		London Stock Exchange Group PLC		1,052,191
	4,967		Marks & Spencer Group PLC		67,526
	2,379		Persimmon PLC		52,058
	17,840		Premier Farnell PLC		60,206
	3,226		Punch Taverns PLC		67,642

See Accompanying Notes to Financial Statements

186

PORTFOLIO OF INVESTMENTS

ING INDEX PLUS INTERNATIONAL EQUITY FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			United Kingdom (continued)
	17,664		Rank Group PLC	$	37,769
	4,552		Resolution PLC		69,208
	2,536		Reuters Group PLC		34,965
	7,159		Rio Tinto PLC		671,336
	70,574	@	Rolls-Royce Group PLC		791,763
	2,851,189	@	Rolls-Royce Group PLC — B Shares		6,521
	145,578		Royal Bank of Scotland Group PLC		1,572,245
	12,956		Sage Group PLC		65,379
	12,543		Smith & Nephew PLC		169,865
	7,569		SSL International PLC		81,297
	10,040		Standard Life PLC		59,572
	4,695		Tate & Lyle PLC		42,605
	7,333		Tesco PLC		74,596
	6,120	@	Thomas Cook Group PLC		38,176
	1,873		Travis Perkins PLC		56,849
	22,009		Unilever PLC		746,314
	259,346		Vodafone Group PLC		1,021,965
	2,285		Wolseley PLC		39,742

					22,558,593

			Total Common Stock (Cost $100,434,013)		112,057,961





EXCHANGE-TRADED FUNDS: 1.4%
			United States: 1.4%
	20,500		iShares MSCI EAFE Index Fund		1,765,050

			Total Exchange-Traded Funds (Cost $1,712,166)		1,765,050





MUTUAL FUNDS: 0.0%
			Australia: 0.0%
	13,452	**	ING Industrial Fund		35,251

			Total Mutual Funds (Cost $24,165)		35,251





PREFERRED STOCK: 2.9%
			Australia: 0.0%
	168		BBI EPS Ltd.		141

					141

			Germany: 2.9%
	309		Porsche AG		824,407
	5,730		RWE AG		694,324
	10,441		Volkswagen AG		1,978,669

					3,497,400

			Total Preferred Stock (Cost $1,534,316)		3,497,541

Total Investments in
Securities
(Cost $103,704,660)*

95.4

117,355,803

Other Assets and
Liabilities-Net

4.6

5,661,624

Net Assets

100.0

123,017,427


@		Non-income producing security
**		Investment in affiliate
*		Cost for federal income tax purposes is $104,374,632.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	15,807,220
Gross Unrealized Depreciation		(2,826,049	)

Net Unrealized Appreciation	$	12,981,171


	Percentage of
Industry	Net Assets


Advertising		0.0	%
Aerospace/ Defense		1.0
Agriculture		1.3
Airlines		0.7
Apparel		0.1
Auto Manufacturers		4.5
Auto Parts & Equipment		0.1
Banks		15.4
Beverages		1.2
Biotechnology		0.2
Building Materials		1.6
Chemicals		1.6
Commercial Services		0.1
Computers		0.1
Distribution/ Wholesale		0.5
Diversified Financial Services		2.8
Electric		4.4
Electrical Components & Equipment		0.4
Electronics		1.0
Engineering & Construction		2.4
Entertainment		0.1
Food		3.7
Food Service		0.8
Forest Products & Paper		0.1
Gas		0.8
Hand/ Machine Tools		0.5
Healthcare — Products		0.2
Holding Companies — Diversified		0.7
Home Builders		0.3
Home Furnishings		0.8
Household Products/ Wares		0.4
Housewares		0.0
Insurance		3.7
Internet		0.3
Investment Companies		0.0
Iron/ Steel		2.1
Leisure Time		0.4
Lodging		0.1
Machinery — Construction & Mining		1.0
Machinery — Diversified		1.3
Media		1.7
Metal Fabricate/ Hardware		0.1
Mining		4.6
Miscellaneous Manufacturing		0.8
Office/ Business Equipment		1.2
Oil & Gas		6.7
Oil & Gas Services		0.1
Packaging & Containers		0.0
Pharmaceuticals		4.9
Real Estate		3.0
Retail		2.2
Semiconductors		0.9
Software		0.1
Telecommunications		7.7
Toys/ Games/ Hobbies		0.1
Transportation		2.5
Venture Capital		0.6
Water		0.1
Other Long-Term Investments		1.4
Other Assets and Liabilities — Net		4.6

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

187

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL CAPITAL APPRECIATION FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 98.9%
			Australia: 5.3%
	59,965		BHP Billiton Ltd.	$	2,611,166
	26,100		Rio Tinto Ltd.		2,709,167
	51,886		Woodside Petroleum Ltd.		2,539,206

					7,859,539

			Austria: 1.2%
	21,891		Erste Bank der Oesterreichischen Sparkassen AG		1,782,189

					1,782,189

			Brazil: 6.1%
	62,287		Banco Itau Holding Financeira SA ADR		1,778,294
	20,912		Cia de Bebidas das Americas ADR		1,708,720
	81,245		Cia Vale do Rio Doce ADR		3,061,312
	25,222		Petroleo Brasileiro SA ADR		2,411,980

					8,960,306

			Canada: 5.0%
	54,981		Cameco Corp.		2,696,818
	61,667		Manulife Financial Corp.		2,860,732
	16,505		Suncor Energy, Inc.		1,802,841

					7,360,391

			China: 2.5%
	29,979	@	Focus Media Holding Ltd. ADR		1,858,698
	648,000	@	Foxconn International Holdings Ltd.		1,806,910

					3,665,608

			Denmark: 2.1%
	33,991	@	Vestas Wind Systems A/ S		3,049,449

					3,049,449

			France: 6.6%
	36,717		AXA SA		1,649,190
	19,505		Electricite de France		2,346,344
	26,154		Iliad SA		2,748,649
	12,394		LVMH Moet Hennessy Louis Vuitton SA		1,601,095
	17,408		Total SA ADR		1,403,259

					9,748,537

			Germany: 4.0%
	31,394		Adidas AG		2,086,278
	36,360		SAP AG ADR		1,973,621
	7,283		Wacker Chemie AG		1,782,305

					5,842,204

			Greece: 1.5%
	32,752		National Bank of Greece SA		2,288,596

					2,288,596

			Hong Kong: 2.3%
	201,200		Esprit Holdings Ltd.		3,360,302

					3,360,302

			India: 3.1%
	18,233		HDFC Bank Ltd. ADR		2,534,387
	40,089		Infosys Technologies Ltd. ADR		2,042,134

					4,576,521

			Israel: 1.2%
	41,398		Teva Pharmaceutical Industries Ltd. ADR		1,821,926

					1,821,926

			Italy: 3.7%
	64,405		Saipem S.p.A.		2,858,421
	304,625		UniCredito Italiano S.p.A.		2,620,508

					5,478,929

			Japan: 12.1%
	67,000		NGK Insulators Ltd.		2,375,222
	42,000		Nitto Denko Corp.		2,050,426
	9,900		ORIX Corp.		2,030,750
	101,000		Sharp Corp.		1,593,162
	16,600		SMC Corp.		2,223,611
	227		Sumitomo Mitsui Financial Group, Inc.		1,859,431
	201,000		Toshiba Corp.		1,702,124
	39,000		Toyota Motor Corp.		2,232,524
	17,400		Yamada Denki Co., Ltd.		1,793,981

					17,861,231

			Luxembourg: 2.2%
	27,417	@	Millicom International Cellular SA		3,220,949

					3,220,949

			Mexico: 1.1%
	40,212		Wal-Mart de Mexico SA de CV ADR		1,626,785

					1,626,785

			Netherlands: 1.3%
	45,466		Koninklijke Philips Electronics NV- NY Shares		1,879,564

					1,879,564

			Norway: 1.7%
	47,906	@	Renewable Energy Corp. A/S		2,460,602

					2,460,602

			Singapore: 1.4%
	196,000		Keppel Corp., Ltd.		2,014,710

					2,014,710

			South Korea: 2.2%
	20,598		Hyundai Motor Co.		1,636,862
	5,176	#	Samsung Electronics GDR		1,580,326

					3,217,188

			Spain: 5.1%
	101,674		Banco Bilbao Vizcaya Argentaria SA		2,573,054
	101,728		Banco Santander Central Hispano SA		2,224,759
	82,083		Telefonica SA		2,717,861

					7,515,674

			Switzerland: 12.5%
	96,296		ABB Ltd.		2,911,065
	16,015		Holcim Ltd.		1,830,835
	4,303		Nestle SA		1,987,478
	5,529		Nobel Biocare Holding AG		1,614,104
	33,047		Novartis AG		1,757,913
	14,500		Roche Holding AG		2,476,646
	8,302		Syngenta AG		2,008,201
	12,733		Synthes, Inc.		1,589,903
	43,360		UBS AG — Reg		2,324,632

					18,500,777

			Taiwan: 1.0%
	142,832		Taiwan Semiconductor Manufacturing Co., Ltd. ADR		1,521,161

					1,521,161

See Accompanying Notes to Financial Statements

188

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL CAPITAL APPRECIATION FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			United Kingdom: 13.7%
	687,437		ARM Holdings PLC	$	2,121,200
	112,673	@	Autonomy Corp. PLC		2,310,879
	141,484		Barclays PLC		1,790,685
	127,229		British Sky Broadcasting PLC		1,801,860
	154,449		ICAP PLC		1,885,880
	262,109		Michael Page International PLC		2,395,754
	172,110		Prudential PLC		2,811,674
	26,021		Reckitt Benckiser PLC		1,511,572
	132,213		Smith & Nephew PLC		1,790,505
	168,957		Tesco PLC		1,718,739

					20,138,748

Total Investments in
Securities
(Cost $117,981,825)*

98.9

145,751,886

Other Assets and
Liabilities-Net

1.1

1,654,341

Net Assets

100.0

147,406,227


@		Non-income producing security
ADR		American Depositary Receipt
GDR		Global Depositary Receipt
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
*		Cost for federal income tax purposes is $119,703,678.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	27,958,074
Gross Unrealized Depreciation		(1,909,866	)

Net Unrealized Appreciation	$	26,048,208


	Percentage of
Industry	Net Assets


Advertising		1.3	%
Apparel		3.7
Auto Manufacturers		2.6
Banks		13.2
Beverages		1.2
Building Materials		1.2
Chemicals		4.0
Commercial Services		1.6
Diversified Financial Services		4.2
Electric		1.6
Electrical Components & Equipment		4.3
Electronics		2.9
Energy — Alternate Sources		1.7
Engineering & Construction		2.0
Food		2.5
Hand/ Machine Tools		1.5
Healthcare — Products		3.4
Holding Companies — Diversified		2.5
Household Products/ Wares		1.0
Insurance		5.0
Internet		1.9
Media		1.2
Mining		7.5
Oil & Gas		5.5
Oil & Gas Services		1.9
Pharmaceuticals		4.1
Retail		2.3
Semiconductors		3.5
Software		4.3
Telecommunications		5.3
Other Assets and Liabilities — Net		1.1

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

189

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL EQUITY DIVIDEND FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 88.7%
			Australia: 8.9%
	21,983		Australia & New Zealand Banking Group Ltd.	$	620,629
	59,496		Coca-Cola Amatil Ltd.		568,592
	105,525		Foster’s Group Ltd.		630,064
	114,439		Insurance Australia Group		503,406
	31,688		Publishing & Broadcasting Ltd.		618,571
	52,362		Stockland		439,861
	26,010		Suncorp-Metway Ltd.		494,162
	34,219		TABCORP Holdings Ltd.		497,961
	15,739		Wesfarmers Ltd.		647,640
	22,492		Westfield Group		459,892

					5,480,778

			Belgium: 3.5%
	12,633		Belgacom SA		605,385
	17,547		Elia System Operator SA		727,717
	24,920		Fortis		800,658
	6,036	@	Fortis		87

					2,133,847

			Brazil: 1.6%
	7,334		Petroleo Brasileiro SA ADR		610,115
	16,512		Tele Norte Leste Participacoes SA ADR		359,962

					970,077

			Canada: 5.4%
	18,207		Bell Aliant Regional Communications Income Fund		609,438
	19,300		Enerplus Resources Fund		933,734
	8,024		Fording Canadian Coal Trust		292,234
	39,826		Precision Drilling Trust		725,987
	17,801		TransCanada Corp.		757,153

					3,318,546

			Denmark: 1.5%
	20,613		Danske Bank A/ S		912,362

					912,362

			Finland: 1.2%
	32,157		UPM-Kymmene OYJ		722,345

					722,345

			France: 6.5%
	8,231		BNP Paribas		912,253
	16,410		France Telecom SA		606,842
	5,380		Societe Generale		908,898
	7,791		Total SA		628,703
	20,066		Vivendi		906,769

					3,963,465

			Greece: 1.0%
	14,837		OPAP SA		607,460

					607,460

			Hong Kong: 0.6%
	57,500		CLP Holdings Ltd.		388,591

					388,591

			Hungary: 0.5%
	10,633		Magyar Telekom Telecommunications PLC ADR		285,390

					285,390

			Ireland: 2.5%
	36,095		Allied Irish Banks PLC		911,821
	27,746		Irish Life & Permanent PLC		635,638

					1,547,459

			Israel: 0.6%
	71,627		Bank Hapoalim BM		396,557

					396,557

			Italy: 13.1%
	90,653		Enel S.p.A.		1,086,960
	30,154		ENI S.p.A.		1,101,015
	136,698		Intesa Sanpaolo S.p.A.		1,084,426
	22,415		Italcementi S.p.A. RNC		374,156
	69,798		Mediaset S.p.A.		723,956
	87,156		Milano Assicurazioni S.p.A.		728,523
	6,109		Pirelli & C Real Estate S.p.A.		302,893
	233,540		Telecom Italia S.p.A. RNC		604,841
	229,504		Terna S.p.A		899,577
	127,615		UniCredito Italiano S.p.A.		1,097,796

					8,004,143

			Luxembourg: 0.9%
	293,825	@,#,X	Lite-On Technology Corp.		536,818

					536,818

			Netherlands: 1.8%
	25,138		Royal Dutch Shell PLC		1,102,937

					1,102,937
			New Zealand: 0.6%
	115,173		Telecom Corp. of New Zealand Ltd.		386,884

					386,884

			Norway: 1.3%
	46,808		DNB NOR ASA		775,711

					775,711

			Poland: 0.7%
	47,476		Telekomunikacja Polska SA		449,787

					449,787

			South Korea: 1.4%
	15,159		KT Corp. ADR		356,540
	5,764		S-Oil Corp.		523,505

					880,045

			Spain: 3.7%
	36,154		Banco Bilbao Vizcaya Argentaria SA		914,946
	25,248		Gestevision Telecinco SA		729,709
	18,269		Telefonica SA		604,907

					2,249,562

			Sweden: 2.2%
	40,703		Svenska Cellulosa AB — B Shares		719,184
	61,820		TeliaSonera AB		609,902

					1,329,086

			Taiwan: 1.0%
	57,843		Taiwan Semiconductor Manufacturing Co., Ltd. ADR		616,028

					616,028

			Thailand: 1.1%
	99,000		Advanced Info Service PCL		261,290
	56,600		Siam Cement PCL		438,682

					699,972

			United Kingdom: 27.1%
	19,145		AstraZeneca PLC		942,799
	46,580		Aviva PLC		733,890

See Accompanying Notes to Financial Statements

190

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL EQUITY DIVIDEND FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			United Kingdom (continued)
	72,197		Barclays PLC	$	913,758
	54,871		BBA Aviation PLC		276,368
	84,538		BP PLC		1,099,842
	24,057		British American Tobacco PLC		916,515
	89,285		BT Group PLC		606,892
	31,625		Diageo PLC		725,592
	247,368		DSG International PLC		668,118
	35,797		GlaxoSmithKline PLC		919,482
	101,495		Hiscox Ltd.		607,650
	45,930		HSBC Holdings PLC		910,640
	251,141		Legal & General Group PLC		733,176
	80,335		Lloyds TSB Group PLC		912,569
	78,089		Rexam PLC		882,490
	102,854		Royal Bank of Scotland Group PLC		1,110,826
	27,893		Scottish & Southern Energy PLC		904,509
	30,029		Severn Trent PLC		907,355
	99,184		Tate & Lyle PLC		900,056
	59,851		United Utilities PLC		909,954

					16,582,481

			Total Common Stock (Cost $51,040,355)		54,340,331





REAL ESTATE INVESTMENT TRUSTS: 0.9%
			Germany: 0.4%
	13,483	@	Alstria Office AG		237,141

					237,141

			Netherlands: 0.5%
	3,504		Corio NV		307,688

					307,688

			Total Real Estate Investment Trusts (Cost $544,750)		544,829





EQUITY-LINKED SECURITIES: 0.6%
			Luxembourg: 0.6%
	143,000	@,X	Formosa Chemicals & Fibre Corp. (Counterparty: Merrill)		383,981

			Total Equity-Linked Securities (Cost $345,100)		383,981





WARRANTS: 2.0%
			Ireland: 0.6%
	598,000	X	Mega Financial Holding Co., Ltd. (Issuer: Merrill)		389,438

					389,438

			Luxembourg: 1.4%
	140,000		Acer, Inc. (Issuer: Citigroup Global Markets)		327,880
	115,379	X	Novatek Microelectronics Corp., Ltd. (Issuer: Merrill)		530,601

					858,481

			Total Warrants (Cost $1,156,687)		1,247,919

Total Investments in Securities
(Cost $53,086,892)*

92.2

56,517,060

Other Assets and
Liabilities-Net

7.8

4,789,231

Net Assets

100.0

61,306,291


@		Non-income producing security
ADR		American Depositary Receipt
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
*		Cost for federal income tax purposes is $53,306,320.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	3,591,741
Gross Unrealized Depreciation		(381,001	)

Net Unrealized Appreciation	$	3,210,740


	Percentage of
Industry	Net Assets


Aerospace/ Defense		0.4	%
Agriculture		1.5
Banks		22.3
Beverages		3.1
Building Materials		1.3
Chemicals		0.6
Coal		0.5
Computers		1.4
Diversified Financial Services		1.6
Electric		6.5
Entertainment		1.8
Food		1.5
Forest Products & Paper		2.4
Insurance		5.4
Media		4.9
Miscellaneous Manufacturing		1.1
Oil & Gas		11.0
Packaging & Containers		1.4
Pharmaceuticals		3.0
Pipelines		1.2
Real Estate		2.0
Real Estate Investment Trusts: Diversified		0.5
Real Estate Investment Trusts: Office Property		0.4
Retail		1.1
Semiconductors		1.9
Telecommunications		10.4
Water		3.0
Other Assets and Liabilities — Net		7.8

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

191

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL GROWTH OPPORTUNITIES FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 97.7%
			Belgium: 1.7%
	25,372		InBev NV	$	2,401,377

					2,401,377

			Brazil: 1.4%
	125,212	@,L	NET Servicos de Comunicacao SA ADR		2,013,409

					2,013,409

			Canada: 5.4%
	58,900		Barrick Gold Corp.		2,599,257
	45,700	@,L	Gildan Activewear, Inc.		2,053,301
	87,900	L	GoldCorp, Inc.		3,087,927

					7,740,485

			China: 0.0%
	24,500	@,#	Alibaba.com Ltd.		42,676

					42,676

			France: 1.7%
	12,044		PPR		2,395,191

					2,395,191

			Germany: 4.9%
	10,107		Allianz AG		2,280,274
	56,191	@	GEA Group AG		2,101,055
	53,915		Lanxess		2,675,876

					7,057,205

			Greece: 2.0%
	40,632		National Bank of Greece SA		2,839,223

					2,839,223

			Hong Kong: 11.0%
	970,000		China Unicom Ltd.		2,330,428
	719,000		Hengan International Group Co., Ltd.		2,804,150
	862,000		Li & Fung Ltd.		4,090,494
	1,054,000		New World Development Ltd.		3,798,873
	786,793		Sino Land Co.		2,466,322
	27,500		Swire Pacific Ltd.		392,751

					15,883,018

			India: 3.5%
	176,978		Hindustan Construction Co.		982,012
			Hindustan Lever Ltd.		1,906,231
	30,805		Reliance Industries Ltd.		2,191,679

					5,079,922

			Italy: 1.8%
	85,398		Finmeccanica S.p.A.		2,540,272

					2,540,272

			Japan: 16.0%
	344,200		Hitachi Ltd.		2,305,036
	75,700		Itochu Techno-Solutions Corp.		2,702,203
	3,634	L	Monex Beans Holdings, Inc.		2,511,702
	27,100		Murata Manufacturing Co., Ltd.		1,649,225
	35,600		Nidec Corp.		2,674,892
	172,000		Nippon Electric Glass Co., Ltd.		2,923,418
	15,870		ORIX Corp.		3,255,354
	395,000		Sumitomo Metal Industries Ltd.		1,955,096
	373		Sumitomo Mitsui Financial Group, Inc.		3,055,364

					23,032,290

			Netherlands: 2.1%
	159,900		Royal KPN NV		3,019,096

					3,019,096

			Russia: 2.1%
	36,964	L	OAO Gazprom ADR		1,848,024
	609,051	@	TNK-BP Holding		1,224,193

					3,072,217

			South Korea: 3.6%
	25,938		Hyundai Development Co.		2,905,715
	4,930		Lotte Shopping Co., Ltd.		2,312,825

					5,218,540

			Sweden: 1.4%
	92,532		Assa Abloy AB		1,944,236

					1,944,236

			Switzerland: 6.2%
	116,394		ABB Ltd.		3,518,635
	45,900		Xstrata PLC		3,309,658
	6,970		Zurich Financial Services AG		2,104,466

					8,932,759

			Taiwan: 1.8%
	341,280		HON HAI Precision Industry Co., Ltd.		2,616,454

					2,616,454

			Turkey: 3.7%
	161,819		Enka Insaat Ve Sanayi AS		2,545,233
	401,500		Turkiye Is Bankasi		2,765,729

					5,310,962

			United Kingdom: 22.6%
	82,918		Anglo American PLC		5,767,614
	1,310,718		ARM Holdings PLC		4,044,438
	142,897		Capita Group PLC		2,231,489
	179,500		Diageo PLC		4,118,380
	48,201		Imperial Tobacco Group PLC		2,446,655
	211,153		Inmarsat PLC		2,260,837
	360,126		International Power PLC		3,671,781
	69,793		Reckitt Benckiser PLC		4,054,307
	92,038		Wolseley PLC		1,600,757
	165,397		WPP Group PLC		2,262,819

					32,459,077

			United States: 4.8%
	53,100		Alcoa, Inc.		2,102,229
	30,100		Monsanto Co.		2,938,663
	41,166	@,L	NRG Energy, Inc.		1,879,640

					6,920,532

			Total Common Stock (Cost $115,201,177)		140,518,941





SHORT-TERM INVESTMENTS: 8.2%
			Mutual Fund: 2.8%
	4,000,000	**,S	ING Institutional Prime Money Market Fund		4,000,000

			Total Mutual Fund (Cost $4,000,000)		4,000,000

See Accompanying Notes to Financial Statements

192

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL GROWTH OPPORTUNITIES FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Principal
Amount			Value


		Repurchase Agreement: 0.4%
$	574,000	Morgan Stanley Repurchase Agreement dated 10/31/07, 4.780%, due 11/01/07, $574,076 to be received upon repurchase (Collateralized by $595,000 Federal Home Loan Bank, Discount Note, Market Value $588,574, due 01/30/08)	$	574,000

		Total Repurchase Agreement (Cost $574,000)		574,000

		Securities Lending Collateral^CC: 5.0%
	7,242,040	Bank of New York Mellon Corp. Institutional Cash Reserves		7,242,040

		Total Securities Lending Collateral (Cost $7,242,040)		7,242,040

		Total Short-Term Investments (Cost $11,816,040)		11,816,040

Total Investments in Securities
(Cost $127,017,217)*

105.9

152,334,981

Other Assets and
Liabilities-Net

(5.9

)

(8,506,472

)

Net Assets

100.0

143,828,509


@		Non-income producing security
ADR		American Depositary Receipt
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
cc		Securities purchased with cash collateral for securities loaned.
S		All or a portion of this security is segregated for certain derivatives, when-issued or delayed delivery securities and forward currency exchange contracts.
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
**		Investment in affiliate
*		Cost for federal income tax purposes is $127,049,189.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	28,620,300
Gross Unrealized Depreciation		(3,334,508	)

Net Unrealized Appreciation	$	25,285,792


	Percentage of
Industry	Net Assets


Aerospace/ Defense		1.8	%
Agriculture		1.7
Apparel		1.4
Banks		6.0
Beverages		4.5
Chemicals		3.9
Commercial Services		1.5
Computers		1.9
Distribution/ Wholesale		4.0
Diversified Financial Services		2.3
Electric		3.9
Electrical Components & Equipment		1.6
Electronics		6.9
Engineering & Construction		4.9
Healthcare — Products		1.9
Holding Companies — Diversified		1.7
Home Builders		2.0
Household Products/ Wares		4.1
Insurance		3.0
Internet		1.8
Iron/ Steel		1.4
Media		3.0
Metal Fabricate/ Hardware		1.3
Mining		11.7
Oil & Gas		3.7
Real Estate		4.4
Retail		3.3
Semiconductors		2.8
Telecommunications		5.3
Short-Term Investments		8.2
Other Assets and Liabilities — Net		(5.9	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

193

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL REAL ESTATE FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 65.4%
			Australia: 19.9%
	1,131,000		Australand Property Group	$	2,521,426
	309,465		Centro Properties Group		2,037,160
	1,837,800		CFS Retail Property Trust		4,197,829
	2,384,100		Challenger Diversified Property Group		2,360,704
	1,732,600		Charter Hall Group		4,942,976
	1,860,900		DB Rreef Trust		3,645,353
	1,606,100		GPT Group		6,948,967
	279,500		Lend Lease Corp., Ltd.		5,241,471
	1,927,300		Macquarie CountryWide Trust		3,628,980
	1,678,100		Macquarie DDR Trust		1,844,381
	1,884,500		Macquarie Goodman Group		12,215,669
	1,613,100		Macquarie Office Trust		2,475,062
	549,300		Mirvac Group		2,978,899
	1,266,100		Stockland		10,635,739
	2,574,500		Valad Property Group		4,565,973
	1,731,739		Westfield Group		35,408,724

					105,649,313

			Brazil: 2.5%
	439,900	@	BR Malls Participacoes SA		6,456,222
	39,000		Iguatemi Empresa de Shopping Centers SA		646,301
	298,900	@	Mrv Engenharia		6,215,821

					13,318,344

			Canada: 0.9%
	200,550		Brookfield Properties Co. (U.S. Denominated Security)		5,007,734

					5,007,734

			Cayman Islands: 0.9%
	1,958,300		Agile Property Holdings Ltd.		4,752,877

					4,752,877

			China: 3.0%
	1,421,000	@	Country Garden Holdings Co., Ltd.		2,341,572
	589,100		Guangzhou R&F Properties Co., Ltd.		3,101,453
	2,978,300	@	Kwg Property Holding Ltd.		5,610,552
	1,288,000		Shimao Property Holdings Ltd.		4,611,174

					15,664,751

			Finland: 1.9%
	972,228		Citycon OYJ		6,343,801
	270,230		Sponda OYJ		3,719,027

					10,062,828

			Germany: 0.2%
	27,650		DIC Asset AG		935,584

					935,584

			Hong Kong: 15.4%
	1,017,100		Cheung Kong Holdings Ltd.		19,950,850
	1,194,000		Hang Lung Group Ltd.		7,050,093
	1,358,200		Hang Lung Properties Ltd.		6,534,418
	783,500		Hongkong Land Holdings Ltd.		3,919,611
	834,500		Kerry Properties Ltd.		7,258,667
	398,200		Mandarin Oriental International Ltd.		996,650
	708,800		Shangri-La Asia Ltd.		2,262,089
	3,531,700		Shui On Land Ltd.		4,916,064
	1,366,500		Sun Hung Kai Properties Ltd.		26,115,115
	514,000		Wharf Holdings Ltd.		3,099,154

					82,102,711

			Isle of Man: 0.3%
	23,000	@	Hirco PLC		180,297
	598,900	@	Ishaan Real Estate PLC		1,320,955

					1,501,252

			Japan: 15.3%
	1,070,500		Mitsubishi Estate Co., Ltd.		32,091,748
	1,135,100		Mitsui Fudosan Co., Ltd.		31,401,383
	975		NTT Urban Development Corp.		2,199,458
	445,600		Sumitomo Realty & Development Co., Ltd.		15,727,517

					81,420,106

			Jersey: 0.3%
	90,700	@	Yatra Capital Ltd.		1,432,071

					1,432,071

			Norway: 0.5%
	198,400		Norwegian Property ASA		2,486,042

					2,486,042

			Philippines: 0.4%
	5,747,200		Ayala Land, Inc.		2,008,645

					2,008,645

			Singapore: 3.0%
	1,165,300		Allgreen Properties Ltd.		1,285,178
	1,813,100		Ascott Group Ltd.		2,071,626
	1,785,200		CapitaLand Ltd.		10,051,456
	162,000		Keppel Land Ltd.		937,109
	731,000		Wing Tai Holdings Ltd.		1,767,263

					16,112,632

			Sweden: 0.3%
	161,900		Hufvudstaden AB		1,783,750

					1,783,750

			Thailand: 0.2%
	1,429,000		Central Pattana PCL		1,089,985

					1,089,985

			United Kingdom: 0.4%
	595,900		Safestore Holdings Ltd.		2,189,949

					2,189,949

			Total Common Stock (Cost $272,786,405)		347,518,574





REAL ESTATE INVESTMENT TRUSTS: 31.0%
			Canada: 2.9%
	6,600	@,#	Calloway Real Estate Investment Trust		175,367
	69,200		Calloway Real Estate Investment Trust		1,838,692
	83,700		Canadian Real Estate Investment Trust		2,618,255
	175,200		Cominar Real Estate Investment Trust		3,874,375
	285,200		RioCan Real Estate Investment Trust		7,016,406

					15,523,095

			France: 6.4%
	90,200		Klepierre		4,908,348
	5,350		Societe de la Tour Eiffel		897,820
	18,779		Societe Immobiliere de Location pour l’Industrie et le Commerce		2,909,230
	102,102		Unibail-Rodamco		25,498,989

					34,214,387

See Accompanying Notes to Financial Statements

194

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL REAL ESTATE FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Germany: 0.2%
	70,700	@	Alstria Office AG	$	1,243,480

					1,243,480

			Hong Kong: 0.8%
	1,826,500		Link Real Estate Investment Trust		4,144,085

					4,144,085

			Japan: 6.6%
	432		Japan Hotel and Resort, Inc.		1,480,019
	442		Japan Logistics Fund, Inc.		3,168,002
	333		Japan Real Estate Investment Corp.		4,141,535
	267		Japan Retail Fund Investment Corp.		1,982,749
	637		Kenedix Realty Investment Corp.		4,435,519
	365		New City Residence Investment Corp.		1,700,049
	498		Nippon Accommodations Fund, Inc.		2,980,194
	586		Nippon Building Fund, Inc.		8,500,502
	158		Nomura Real Estate Residential Fund, Inc.		977,055
	624		Tokyu Real Estate Investment Trust, Inc.		5,614,723

					34,980,347

			Netherlands: 2.3%
	63,050		Corio NV		5,536,453
	58,370		Eurocommercial Properties NV		3,445,863
	28,700		Wereldhave NV		3,428,291

					12,410,607

			Singapore: 2.2%
	1,505,000	@	Ascendas Real Estate Investment Trust		2,714,223
	2,000,300	@	CapitaCommercial Trust		3,745,589
	1,014,200	@	CapitaMall Trust		2,588,685
	3,191,800	@	Macquarie MEAG Prime REIT		2,654,564

					11,703,061

			United Kingdom: 9.6%
	257,800		British Land Co. PLC		5,832,292
	139,400		Brixton PLC		1,078,328
	291,900		Derwent Valley Holdings PLC		10,134,299
	156,700		Great Portland Estates PLC		1,868,604
	408,200		Hammerson PLC		9,463,844
	422,780		Land Securities Group PLC		14,495,475
	248,400		Segro PLC		2,418,131
	467,800		Shaftesbury PLC		5,492,276

					50,783,249

			Total Real Estate Investment Trusts (Cost $167,064,643)		165,002,311





WARRANTS: 0.7%
			India: 0.7%
	406,800	X	Macquarie Bank Ltd.		3,973,499

			Total Warrants (Cost $2,505,321)		3,973,499





PURCHASED OPTIONS: 0.3%
			Brazil: 0.3%
	67,800		Call Option OTC — Merrill Lynch
			Brascan Residential Properties SA (Brazil) Zero Strike Option — Exp 10/22/08		540,629
	93,500	X	Call Option OTC — Merrill Lynch
			Rodobens Negocios Imobiliarios SA (Brazil) Zero Strike Option — Exp 01/30/08		1,145,350

			Total Purchased Options (Cost $1,366,650)		1,685,979

			Total Long-Term Investments (Cost $443,723,019)		518,180,363


Principal
Amount				Value






SHORT-TERM INVESTMENTS: 1.5%
			U.S. Government Agency Obligations: 1.5%
$	7,779,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	7,778,093

Total Short-Term Investments
(Cost $7,778,093)

7,778,093

Total Investments in Securities
(Cost $451,501,112)*

98.9

525,958,456

Other Assets and
Liabilities-Net

1.1

5,842,745

Net Assets

100.0

531,801,201


@		Non-income producing security
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is $476,508,663.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	58,535,797
Gross Unrealized Depreciation		(9,086,004	)

Net Unrealized Appreciation	$	49,449,793


	Percentage of
Industry	Net Assets


Engineering & Construction		0.7	%
Holding Companies — Diversified		0.6
Home Builders		1.2
Lodging		0.6
Real Estate		62.9
Real Estate Investment Trusts: Apartments		0.9
Real Estate Investment Trusts: Diversified		18.8
Real Estate Investment Trusts: Hotels		0.3
Real Estate Investment Trusts: Office Property		6.6
Real Estate Investment Trusts: Shopping Centers		3.8
Real Estate Investment Trusts: Warehouse/ Industrial		0.6
Storage/ Warehousing		0.4
Short-Term Investments		1.5
Other Assets and Liabilities — Net		1.1

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

195

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 97.0%
			Australia: 8.3%
	319,200	@	Aditya Birla Minerals Ltd.	$	1,106,500
	96,733		Alesco Corp., Ltd.		1,010,480
	95,450		Ansell Ltd.		1,106,509
	520,700	@	Arc Energy Ltd.		779,302
	1,365,060	@	Australian Worldwide Exploration Ltd.		3,858,799
	88,300		Babcock & Brown Ltd.		2,556,773
	640,905		Beach Petroleum Ltd.		881,470
	121,900	@	Boart Longyear Group		293,163
	420,025		Bradken Ltd.		5,801,415
	1,315,462	L	Centennial Coal Co., Ltd.		5,303,981
	809,514		Centro Retail Trust		1,213,773
	387,666		Challenger Financial Services Group Ltd.		2,316,608
	150,600		Coates Hire Ltd.		915,216
	275,600		Consolidated Minerals Ltd.		1,263,552
	241,480	@	CopperCo Ltd.		246,416
	301,206		Corporate Express Australia Ltd.		2,057,231
	93,486		Crane Group Ltd.		1,473,360
	93,500		David Jones Ltd.		432,931
	107,016		DB Rreef Trust		209,636
	266,595		Diversified Utility & Energy Trusts		873,680
	152,682		Downer EDI Ltd.		952,102
	52,985		Felix Resources Ltd.		362,830
	40,350		Flight Centre Ltd.		916,972
	16,000		Incitec Pivot Ltd.		1,328,919
	38,266		Independence Group NL		267,529
	50,660		Jubilee Mines NL		1,128,851
	409,579		Just Group Ltd.		2,172,408
	6,645,774		Macquarie DDR Trust		7,304,298
	1,152,728		Macquarie Office Trust		1,768,689
	673,856		MFS Ltd.		3,312,206
	604,392		Minara Resources Ltd.		3,721,079
	1,018,080		Mincor Resources NL		4,936,730
	312,884	@	Mount Gibson Iron Ltd.		884,583
	94,200		OneSteel Ltd.		608,664
	895,053		Oxiana Ltd.		3,567,124
	325,900		Pacific Brands Ltd.		1,054,070
	728,500	@	Pan Australian Resources Ltd.		745,999
	636,169		Perilya Ltd.		2,352,049
	16,749	@	Portman Ltd.		212,973
	300,160		Ramsay Health Care Ltd.		2,984,593
	812,604		Sally Malay Mining Ltd.		4,599,891
	967,846		Seek Ltd.		8,470,368
	538,730		Seven Network Ltd.		6,916,698
	22,254		Southern Cross Broadcasting		360,864
	64,868		Specialty Fashion Group Ltd.		100,123
	50,993		Spotless Group Ltd.		213,517
	456,776		Sunland Group Ltd.		1,956,126
	196,078	@	Tap Oil Ltd.		429,297
	57,355		Transfield Services Ltd.		846,769
	26,800		WorleyParsons Ltd.		1,211,446

					99,388,562

			Austria: 0.6%
	50,062		Austria Technologie & Systemtechnik AG		1,330,684
	455,595	@	Austrian Airlines		4,807,610
	10,721	@	Ca Immo International AA		199,267
	27,038		Zumtobel AG		1,156,612

					7,494,173

			Belgium: 0.6%
	17,129		Bekaert SA		2,364,386
	5,572		D’ieteren SA		2,417,937
	22,600		Omega Pharma SA		1,516,911
	6,495		Tessenderlo Chemie NV		413,214

					6,712,448

			Bermuda: 0.3%
	284,837		Catlin Group Ltd.		2,979,901

					2,979,901

			Brazil: 0.1%
	26,500		Cia Paranaense de Energia		437,162
	15,250		Metalurgica Gerdau SA		614,177

					1,051,339

			British Virgin Islands: 0.0%
	64,745		Empire Online Ltd.		50,148

					50,148

			Canada: 5.5%
	73,100		AGF Management Ltd.		2,839,962
	5,500	@	Air Canada		98,978
	5,400		Atco Ltd.		362,992
	20,500	@	Axcan Pharma, Inc.		422,088
	119,000		Biovail Corp.		2,389,700
	40,300	@	Blue Pearl Mining Ltd.		1,065,679
	308,900	@	Breakwater Resources Ltd.		905,788
	22,500		Canaccord Capital, Inc.		447,785
	16,700		Canfor Pulp Income Fund		218,860
	104,600	@	CGI Group, Inc. — Class A		1,191,442
	7,900		Cinram International Income Fund		109,554
	10,200		Corus Entertainment, Inc.		537,183
	51,600		Dorel Industries, Inc.		1,773,076
	151,300	@	Frontera Copper Corp.		1,230,068
	69,300		Gerdau AmeriSteel Corp.		947,084
	10,700		Home Capital Group, Inc.		475,732
	920	@	Horizon North Logistics, Inc.		3,555
	28,100		Industrial Alliance Insurance		1,182,125
	58,400		INMET Mining Corp.		6,244,006
	67,100	@	Katanga Mining Ltd.		1,064,053
	11,400		Laurentian Bank of Canada		527,370
	48,200		Linamar Corp.		1,179,169
	14,500	@	Major Drilling Group International		956,280
	5,600		Manitoba Telecom Services, Inc.		278,622
	10,400	@	Martinrea International, Inc.		188,811
	182,900		Methanex Corp.		5,585,841
	2,700		Mosaid Technologies, Inc.		54,077
	297,000	@	Neo Material Technologies, Inc.		1,694,628
	35,800		North West Company Fund		825,789
	28,500		Northbridge Financial Corp.		1,116,286
	9,300		Nova Chemicals Corp.		337,878
	120,900	@	Oilexco Incorporated		2,206,443
	81,400	@	Pacific Stratus Energy Ltd.		1,197,756
	121,700		Parkland Income Fund		2,182,393
	107,900		Pembina Pipeline Income Fund		2,050,288
	68,800	@	Petrolifera Petroleum Ltd.		1,195,160
	59,800		Precision Drilling Trust		1,090,093
	48,000	@	QuADRa Mining Ltd.		1,031,493
	13,500		Quebecor, Inc.		585,931
	94,200		Rothmans, Inc.		2,461,077
	26,000		Shawcor Ltd.		1,084,423
	541,300		Sherritt International Corp.		10,085,090
	97,800		Superior Plus Income Fund		1,287,919
	53,000	@,L	Taseko Mines Ltd.		310,050
	776		Teck Cominco Ltd.		38,864
	12,900		TransForce Income Fund		144,342

See Accompanying Notes to Financial Statements

196

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Canada (continued)
	38,000	@	Westjet Airlines Ltd.	$	803,324
	83,000	@	Westjet Airlines Ltd. — variable voting shares		1,759,900

					65,769,007

			China: 0.1%
	912,000		CG Technologies Holdings Ltd.		396,088
	1,670,000		Chongqing Iron & Steel Co.		1,035,591

					1,431,679

			Cyprus: 0.2%
	416,800	@	Deep Sea Supply PLC		1,955,625

					1,955,625

			Denmark: 1.2%
	19,525	@	Alm. Brand Skadesforsikring A/S		1,298,233
	1,900		Amagerbanken A/S		111,966
	2,600		D/S Norden		322,024
	12,300		Dampskibsselskabet Torm A/A		516,689
	24,600		East Asiatic Co., Ltd. A/S		1,992,036
	7,900		Flsmidth & Co. A/S		861,058
	3,000		NKT Holding A/S		328,645
	8,750		Sjaelso Gruppen		358,022
	3,583		Solar Holdings A/S		493,256
	53,060		Sydbank A/S		2,451,880
	47,700	@	TK Development		906,377
	14,675	@	Topdanmark A/S		2,515,161
	31,500		TrygVesta A/S		2,509,312

					14,664,659

			Finland: 0.8%
	20,818		Cramo PLC		782,328
	12,200		Finnair OYJ		206,386
	76,400		KCI Konecranes OYJ		3,440,550
	219,337		Oriola-KD OYJ		1,024,807
	32,268		Ramirent OYJ		720,899
	48,769		Rautaruukki OYJ		2,810,565
	13,540		Sponda OYJ		186,344
	7,400		Wartsila OYJ		606,601

					9,778,480

			France: 5.6%
	2,186		Accor SA		209,429
	4,838		Bacou Dalloz		680,092
	25,945		Beneteau SA		740,875
	21,983		BioMerieux		2,463,348
	1,490		Bonduelle SCA		194,135
	3,620		Bongrain SA		425,866
	28,442		Capgemini SA		1,821,559
	1,569	@	Club Mediterranee SA		105,342
	2,494		CNP Assurances		318,659
	5,800	@	Compagnie Generale de Geophysique SA		1,898,060
	30,700		Compagnie Generale des Etablissements Michelin		4,134,596
	6,550		Eramet SLN		2,934,295
	10,800		Euler Hermes SA		1,451,955
	2,262		Faiveley SA		177,871
	157,493	@	Genesys		375,063
	7,560		Groupe Steria SCA		356,487
	69,574		Haulotte Group		2,658,772
	172,614		IMS-International Metal Service		8,323,036
	7,200		Ipsen		410,762
	7,550		IPSOS		277,092
	20,000		Neuf Cegetel		1,014,615
	21,651		Nexans SA		3,697,222
	177,167		Nexity		11,827,076
	15,528		Pierre & Vacances		2,042,431
	5,520		Publicis Groupe		224,945
	91,245	L	Rallye SA		7,012,450
	31,573	@	Rhodia SA — Reg		1,230,480
	5,000	@	Saft Groupe SA		246,533
	81,000		Scor SA		2,215,357
	15,300		SEB SA		2,931,393
	22,290		Sequana Capital		743,422
	2,166		Sopra Group SA		198,975
	25,916		Teleperformance		1,036,366
	2,567		Thales SA		160,465
	21,070	@	Thomson		369,304
	26,784	@	UbiSoft Entertainment		2,208,156
	10,200		Valeo SA		561,551

					67,678,035

			Germany: 8.8%
	5,189		AMB Generali Holding AG		809,055
	47,004		Arques Industries AG		2,041,979
	33,050		Bauer AG		2,561,220
	7,356		BayWa AG		480,836
	19,589		Celesio AG		1,116,224
	24,989		Deutsche Beteiligungs AG		869,674
	35,954		Deutsche Euroshop AG		1,445,626
	59,050		Deutsche Lufthansa AG		1,745,070
	247,397	@	Deutz AG		3,383,307
	6,643		Draegerwerk AG		526,937
	35,650	@	Drillisch AG		386,720
	25,025	@	Em.Tv Ag		178,144
	299,449		EpCos. AG		6,043,656
	20,653		Fresenius Medical Care AG & Co. KGaA		1,086,691
	281,014		Gildemeister AG		9,013,907
	56,873		Hannover Rueckversicheru — Reg		2,994,621
	10,951		Hypo Real Estate Holding AG		650,832
	9,375		Indus Holding AG		350,205
	70,137		IVG Immobilien AG		3,187,159
	82,824	@	IWKA AG		3,380,529
	3,259		Jungheinrich AG		160,511
	134,193		Kloeckner & Co. AG		7,101,467
	12,796		Koenig & Bauer AG		447,108
	39,688		Kontron AG		996,881
	13,950		Krones AG		1,279,287
	6,258		Lanxess		310,593
	47,050		Leoni AG		2,988,908
	14,150		MPC Muenchmeyer Petersen Capital AG		1,156,373
	240,824		MTU Aero Engines Holding AG		14,706,372
	152,287		Norddeutsche Affinerie AG		6,390,561
	27,850		Praktiker Bau-und Heimwerkermaerkte AG		1,007,492
	6,550		Rheinmetall AG		580,540
	51,914		Salzgitter AG		10,221,345
	32,150	@	SGL Carbon AG		1,889,453
	5,391		Sixt AG		292,696
	24,950		Stada Arzneimittel AG		1,586,213
	85,465	@	TUI AG		2,512,675
	12,931		Vivacon AG		300,981
	25,771		Vossloh AG		3,040,976
	5,800		Wacker Chemie AG		1,419,383
	44,221		Wincor Nixdorf AG		4,404,798
	34,913	@	Wirecard AG		612,255

					105,659,260

See Accompanying Notes to Financial Statements

197

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Greece: 0.8%
	253,340		Agricultural Bank of Greece	$	1,457,911
	221,294		Anek Lines SA		728,844
	43,950		Metka SA		1,128,583
	132,570		Sidenor Steel Production & Manufacturing Co. SA		2,511,266
	48,332	L	Tsakos Energy Navigation Ltd.		3,363,424

					9,190,028

			Guernsey: 0.0%
	2,544		Mapeley Ltd.		101,294

					101,294

			Hong Kong: 3.1%
	984,000		Allied Properties HK Ltd.		393,024
	142,000		ASM Pacific Technology		1,113,341
	2,500,000	@	China Grand Forestry Resources Group Ltd.		888,476
	324,000		Far East Consortium		151,584
	4,408,000	L	Global Green Tech Group Ltd.		1,744,273
	97,000		Great Eagle Holding Co.		403,225
	176,000		Hang Lung Group Ltd.		1,039,210
	551,000		Hopewell Highway Infrastructure Ltd.		519,618
	230,000		Huabao International Holdings Ltd.		219,290
	180,000		Industrial and Commercial Bank of China Asia Ltd.		500,945
	395,000	@	Jinhui Shipping & Transportation Ltd.		5,871,420
	7,500		Kerry Properties Ltd.		65,237
	560,000		Luk Fook Holdings International Ltd.		420,215
	1,672,000		Ming An Holdings Co., Ltd.		720,010
	9,600,000		Minmetals Resources Ltd.		8,341,961
	249,000		Pacific Andes Holdings Ltd.		140,737
	2,699,000		Pacific Basin Shipping Ltd.		6,046,923
	620,000		Peace Mark Holdings Ltd.		1,021,514
	8,480,000		Regal Hotels International Holdings Ltd.		726,922
	2,104,000		Shougang Concord Century Holding		361,197
	10,294,000		Sinolink Worldwide Holdings		3,497,301
	197,000		Television Broadcasts Ltd.		1,276,152
	149,194		Vtech Holdings Ltd.		1,273,980
	710,000		Xinyi Glass Holding Co., Ltd.		969,230

					37,705,785

			India: 0.3%
	31,340		Ashapura Minechem Ltd.		261,159
	31,480		Bharat Petroleum Corp., Ltd.		276,372
	96,213		Chennai Petroleum Corp., Ltd.		820,326
	29,207		Great Eastern Shipping Co., Ltd.		361,466
	234,284		Hindustan Petroleum Corp.		1,432,549
	33,126		Kesoram Industries Ltd.		487,611

					3,639,483

			Ireland: 0.4%
	2,100		FBD Holdings PLC		75,405
	277,000		Glanbia PLC		1,864,089
	41,600		Kerry Group PLC		1,254,568
	49,200	@	Smurfit Kappa Group PLC		992,254
	7,800	@	Smurfit Kappa PLC		157,353
	55,700		United Drug PLC		279,032

					4,622,701

			Israel: 0.3%
	143,463	@	Israel Discount Bank Ltd.		366,276
	32,624		Mizrahi Tefahot Bank Ltd.		254,869
	18,543		Partner Communications		351,838
	129,000	L	Partner Communications ADR		2,475,510
	40,041	@	Super-Sol Ltd.		158,320

					3,606,813

			Italy: 2.4%
	65,300		ACEA S.p.A.		1,296,724
	81,500		Aedes S.p.A		542,710
	121,369		Autostrada Torino-Milano S.p.A.		2,993,353
	117,762		Azimut Holding S.p.A.		2,030,505
	57,229		Banco di Desio e della Brianza S.p.A.		650,130
	36,009		Biesse S.p.A.		1,124,899
	114,100		Brembo S.p.A.		1,602,962
	22,900		Cementir S.p.A.		228,105
	324,649		Cofide S.p.A.		595,729
	129,644		Cremonini S.p.A.		398,334
	22,600		Fondiaria-Sai S.p.A.		1,100,395
	88,790	@	Gruppo Coin S.p.A.		808,682
	199,521		Indesit Co. S.p.A.		3,549,986
	220,714	@,L	It Holding S.p.A		564,285
	81,503	@	KME Group		229,805
	25,563		Marazzi Group S.p.A.		328,235
	99,654		Navigazione Montanari S.p.A.		505,409
	47,265		Permasteelisa S.p.A.		1,240,240
	211,200		Piaggio & C S.p.A.		950,765
	35,248		Premafin Finanziaria S.p.A.		113,608
	30,163		Prima Industrie S.p.A.		1,534,729
	82,100	@	PRYSMIAN S.p.A.		2,371,381
	180,264		Recordati S.p.A.		1,808,645
	9,900		Trevi Finanziaria S.p.A.		208,581
	659,900		Unipol S.p.A.		2,367,082

					29,145,279

			Japan: 15.9%
	267,000		77 Bank Ltd.		1,803,120
	102		Acca Networks Co., Ltd.		203,148
	58,000		Adores, Inc.		129,178
	14,000		Air Water, Inc.		158,702
	36,900		Aisan Industry Co., Ltd.		481,449
	216,600		Alpine Electronics, Inc.		3,482,029
	179,100		AOC Holdings, Inc.		2,749,370
	12,900		Aoyama Trading Co., Ltd.		337,218
	3,699		Ardepro Co., Ltd.		1,243,487
	13,000		Asahi Pretec Corp.		448,746
	132,000	L	Asahi Soft Drinks Co., Ltd.		2,419,971
	63,800		Atrium Co., Ltd.		1,779,050
	356,000		Atsugi Co., Ltd.		495,786
	12,000		Awa Bank Ltd.		64,393
	73,000		Bank of Nagoya Ltd.		539,929
	601		Bosch Corp.		3,144
	106,100		Century Leasing System, Inc.		1,108,368
	1,008,000	@	Chori Co., Ltd.		1,231,819
	17,300		Coca-Cola West Holdings Co., Ltd.		400,504
	340,000		Cosmo Oil Co., Ltd.		1,482,933
	6,000		Cosmos Initia Co., Ltd.		22,113
	65,000		Daihen Corp.		455,170
	57,000		Daiichi Jitsugyo Co., Ltd.		293,320
	13,100		Daiichikosho Co., Ltd.		155,077
	19,000		Daimei Telecom Engineering Corp.		196,878
	80		Daiseki Co., Ltd.		2,707
	34,000		Daishi Bank Ltd.		148,613
	44,000		Daito Bank Ltd.		54,284
	217,000		Daiwa Industries Ltd.		1,511,081
	15,140		Diamond Lease Co., Ltd.		524,499
	86,500		Don Quijote Co., Ltd.		1,759,217

See Accompanying Notes to Financial Statements

198

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Japan (continued)
	18,000	@	Doutor Nichires Holdings Co., Ltd.	$	293,798
	41,000		Dowa Holdings Co., Ltd.		480,335
	52,000		Eagle Industry Co., Ltd.		813,605
	38,000		Eizo Nanao Corp.		1,277,727
	12,000		Excel Co., Ltd.		177,205
	46,000		FamilyMart Co., Ltd.		1,340,633
	19,700	L	Fancl Corp.		238,738
	26,000		Foster Electric Co., Ltd.		557,597
	135,700		Fuji Machine Manufacturing Co., Ltd.		3,028,708
	17,300		Fujitsu Frontech Ltd.		166,145
	195,000	@	Fujitsu General Ltd.		1,326,087
	39,200		Futaba Industrial Co., Ltd.		1,101,964
	52,400		Glory Ltd.		1,740,161
	17,520		Gulliver International Co.		1,001,074
	361,000		Hanwa Co., Ltd.		1,844,789
	6,300		Happinet Corp.		77,921
	80,800		Heiwa Corp.		909,668
	265,000		Hino Motors Ltd.		1,910,508
	6,000		Hirano Tecseed Co., Ltd.		68,666
	264,000		Hitachi Cable Ltd.		1,765,147
	34,000		Hitachi Kokusai Electric, Inc.		444,934
	113,000		Hitachi Metals Ltd.		1,465,892
	15,400		Hitachi Software Engineering Co., Ltd.		297,539
	36,400		Hitachi Transport System Ltd.		429,373
	210		Hoosiers Corp.		87,467
	38,200		Hosiden Corp.		677,479
	98,000		Hosokawa Micron Corp.		942,986
	38,000		Hyakugo Bank Ltd.		227,934
	71,000		Hyakujushi Bank Ltd.		358,554
	114,400		IBJ Leasing Co., Ltd.		2,178,240
	65,400		Inabata & Co., Ltd.		433,598
	45,300		Ines Corp.		225,808
	4,800		Information Services International-Dentsu Ltd.		45,146
	59,000		Intec Holdings Ltd.		863,511
	77		Internet Initiative Japan, Inc.		302,176
	88,100		Itochu Enex Co., Ltd.		643,808
	172,000		Iwatani International Corp.		558,912
	21,000		Izumiya Co., Ltd.		104,666
	123,000	@	Izutsuya Co., Ltd.		132,380
	85,000		Japan Aviation Electronics Industry Ltd.		1,311,293
	300,000		Japan Radio Co., Ltd.		1,107,016
	860,000		JFE Shoji Holdings, Inc.		6,622,388
	69,000		Jidosha Buhin Kogyo Co., Ltd.		402,962
	38,000		Joshin Denki Co., Ltd.		271,138
	91,000		Juki Corp.		776,807
	16,000		Juroku Bank Ltd.		96,818
	25,000		Kanamoto Co., Ltd.		233,110
	2,102,000	@	Kanematsu Corp.		3,657,356
	59,900		Kanto Auto Works Ltd.		817,625
	83,833		Kanto Tsukuba Bank Ltd.		595,705
	209,000		Kawai Musical Instruments Manufacturing Co., Ltd.		418,294
	308		Kenedix, Inc.		679,663
	6,600		Kintetsu World Express, Inc.		235,939
	40,100		K’S Holdings Corp.		873,681
	38,300		Kuroda Electric Co., Ltd.		618,788
	28,100		Kyoden Co., Ltd.		75,265
	36,000		Kyodo Printing Co., Ltd.		114,751
	13,900		Kyoei Steel Ltd.		341,995
	324		Kyoei Tanker Co., Ltd.		1,313
	63,000		Kyorin Co., Ltd.		750,493
	68,600		Lintec Corp.		1,345,488
	44,000		Maeda Road Construction Co., Ltd.		365,547
	55,000		Marudai Food Co., Ltd.		136,948
	11,000		Maruei Department Store Co., Ltd.		32,524
	17,200	L	Megane TOP Co., Ltd.		166,620
	18,500		Mikuni Coca-Cola Bottling Co., Ltd.		205,716
	61,800		Miraca Holdings, Inc.		1,458,985
	753,000		Mitsubishi Paper Mills Ltd.		1,501,408
	64,000		Mitsubishi Steel Manufacturing Co., Ltd.		311,263
	26,000		Mitsui High-Tec, Inc.		297,636
	70,000		Mitsui Home Co., Ltd.		343,149
	196,000		Mitsui Sugar Co., Ltd.		822,552
	17,900		Mitsumi Electric Co., Ltd.		824,804
	203,500		Mori Seiki Co., Ltd.		5,169,027
	212,000		Morinaga Milk Industry Co., Ltd.		687,539
	23,100		Musashi Seimitsu Industry Co., Ltd.		745,126
	4,000	I	Nadex Co., Ltd.		25,054
	28,700		NEC Fielding Ltd.		340,837
	11,400		NEC Leasing Ltd.		201,502
	23,300		NEC Networks & System Integration Corp.		253,625
	106,000		Nichias Corp.		809,368
	19,700		Nichii Gakkan Co.		328,626
	240,000		Nichirei Corp.		1,026,122
	42,000		Nifco, Inc.		982,669
	20,400		Nihon Dempa Kogyo Co., Ltd.		1,018,618
	11,000		Nippei Toyama Corp.		97,947
	47,000		Nippo Corp.		385,381
	149,000		Nippon Chemi-Con Corp.		1,181,881
	199,000		Nippon Denko Co., Ltd.		1,500,028
	137,000		Nippon Steel Trading Co., Ltd.		437,214
	265,000		Nippon Synthetic Chemical Industry Co., Ltd.		1,769,428
	36,000		Nipro Corp.		686,850
	3,800		Nishio Rent All Co., Ltd.		56,161
	107,000		Nissan Shatai Co., Ltd.		862,057
	65,000		Nisshin Oillio Group Ltd.		279,636
	69,500		Nissin Kogyo Co., Ltd.		1,816,067
	62,000		Nittetsu Mining Co., Ltd.		474,395
	33,300		NSD Co., Ltd.		522,152
	36,000		Ogaki Kyoritsu Bank Ltd.		201,330
	33,760		Oiles Corp.		729,872
	51,000		Oita Bank Ltd.		309,771
	5,170		Okinawa Electric Power Co., Inc.		270,451
	5,590		Optex Co., Ltd.		110,756
	4,000		Osaka Steel Co., Ltd.		62,186
	374,000		Pacific Metals Co., Ltd.		4,737,520
	30,100		Parco Co., Ltd.		421,401
	16,400		Pigeon Corp.		281,920
	35,980		Resorttrust, Inc.		787,478
	50,900		Ricoh Leasing Co., Ltd.		1,188,920
	105,300		Saizeriya Co., Ltd.		1,847,272
	43,000		San-Ai Oil Co., Ltd.		184,501
	198,000		Sanden Corp.		1,190,042
	6,100		Sanei-International Co., Ltd.		125,969
	23,000		San-In Godo Bank Ltd.		207,092
	342,500	@	Sanix, Inc.		1,144,113
	63,300		Santen Pharmaceutical Co., Ltd.		1,487,990
	112,000		Sanyo Shokai Ltd.		708,915
	188,000		Sanyo Special Steel Co., Ltd.		1,269,763
	151,000		Seiko Holdings Corp.		825,261
	64,500		Shin-Etsu Polymer Co., Ltd.		525,600
	24,700	@,I	Shinki Co., Ltd.		23,573
	139,200		Shinko Plantech Co., Ltd.		2,198,340
	292,000		Shinsho Corp.		1,225,497
	660,000		Shinwa Kaiun Kaisha Ltd.		6,757,756
	80,000		Shizuoka Gas Co., Ltd.		395,234
	7,971		Softbank Investment Corp.		2,528,760
	196,800		Sojitz Corp.		903,381
	611,000		Sumikin Bussan Corp.		2,587,109

See Accompanying Notes to Financial Statements

199

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Japan (continued)
	63,200		Sumitomo Densetsu Co., Ltd.	$	356,913
	109,000		Sumitomo Light Metal Industries Ltd.		188,526
	16,070		Sumitomo Real Estate Sales		1,165,996
	92,500		Sumitomo Rubber Industries, Inc.		1,132,851
	559		Suncity Co., Ltd.		266,620
	33,200		Tachi-S Co., Ltd.		252,241
	96,000		Taihei Kogyo Co., Ltd.		499,043
	4,000		Taiyo Yuden Co., Ltd.		66,359
	28,700		Takeuchi Manufacturing Co., Ltd.		1,739,594
	48,000		Takisawa Machine Tool Co., Ltd.		92,041
	17,500		Tamron Co., Ltd.		679,675
	226,000		Tamura Corp.		1,117,604
	87,000		TBK Co., Ltd.		375,753
	36,000		TCM Corp.		130,200
	1,677		Telepark Corp.		1,842,650
	96,000	@	Toa Corp.		107,768
	24,500		Toho Pharmaceutical Co., Ltd.		431,638
	68,000		Toho Zinc Co., Ltd.		617,358
	88,000		Tohto Suisan Co., Ltd.		205,131
	53,800		Tokai Rubber Industries, Inc.		1,051,610
	246,000	@	Tokyo Dome Corp.		1,580,081
	104,400		Tokyo Leasing Co., Ltd.		1,067,010
	168,000		Tokyo Tekko Co., Ltd.		794,527
	2,700		Tokyu Community Corp.		72,571
	248,000	@	Tonichi Carlife Group, Inc.		348,251
	52,000		Topy Industries Ltd.		155,364
	169,000		Tosoh Corp.		1,081,675
	324,000		Toyo Kohan Co., Ltd.		1,812,434
	104,000		Toyo Suisan Kaisha Ltd.		1,808,068
	6,300		Toyoda Gosei Co., Ltd.		226,293
	53,700		Toyota Auto Body Co., Ltd.		867,533
	18,000		Toyota Boshoku Corp.		591,625
	149,000		Tsubakimoto Chain Co.		1,029,483
	67,700		Tsumura & Co.		1,209,620
	11,700		Tsuruha Holdings, Inc.		404,248
	80,000		Ube Industries Ltd.		287,258
	52,000		Uchida Yoko Co., Ltd.		228,977
	9,200		UEX Ltd.		103,344
	67,600		Urban Corp.		1,184,153
	26,420		USS Co., Ltd.		1,730,526
	1,029,000	@	Victor Co. of Japan Ltd.		2,185,282
	17,900		Waseda Academy Co., Ltd.		142,691
	57		Wowow, Inc.		112,040
	5,600		Y A C Co., Ltd.		68,334
	74,000		Yamaguchi Financial Group, Inc.		868,238
	11,000		Yamanashi Chuo Bank Ltd.		64,254
	290,500		Yamato Kogyo Co., Ltd.		13,587,445
	297,400		Yamazen Corp.		1,578,557
	57,000		Yaskawa Electric Corp.		766,803
	61,000		Yokohama Rubber Co., Ltd.		454,642
	1,124,000		Yuasa Trading Co., Ltd.		1,721,618

					191,388,821

			Jersey: 0.0%
	12,987	@	Meinl European Land Ltd.		182,787

					182,787

			Liechtenstein: 0.1%
	9,500		Liechtenstein Landesbank		913,056
	2,110		Verwalt & Privat-Bank AG		553,151

					1,466,207

			Malaysia: 0.2%
	84,000		Asiatic Development Bhd		168,273
	253,100		Bursa Malaysia Bhd		1,203,568
	1,279,000		Silverlake Axis Ltd.		594,355

					1,966,196

			Mexico: 0.1%
	22,024	@	Dermet De Mexico SA		2,727
	38,700		Gruma SA de CV		139,011
	72,800		Grupo Mexico SA de CV		662,284
	54,168	@	Industrias CH SA — Series B		213,878
	111,800		Mexichem SA de CV		451,604

					1,469,504

			Netherlands: 3.7%
	118,131		Aalberts Industries NV		2,860,686
	101,200		Asm International NV		2,867,928
	49,904		Beter BED Holdings NV		1,494,030
	29,500		Binck NV		678,865
	122,869		Draka Holding		5,362,327
	10,500		Eriks Group NV		876,530
	10,600		Fugro NV		931,756
	35,200		Grontmij		1,653,154
	20,500		Hunter Douglas NV		1,917,538
	58,800		Imtech NV		1,824,549
	98,300		Koninklijke BAM Groep NV		2,607,311
	65,600		Koninklijke Wessanen NV		1,109,169
	30,441		Nutreco Holding NV		2,081,050
	302,736		OCE NV		6,098,966
	29,440		OPG Groep NV		1,021,263
	6,200		SBM Offshore NV		239,257
	22,600		Sligro Food Group NV		870,037
	4,750		Smit Internationale NV		461,194
	31,000		Ten Cate NV		1,273,420
	30,400		TKH Group NV		778,105
	8,686	@	TomTom		695,139
	196,364		Trader Classified Media NV		36,977
	177,512		USG People NV		5,408,624
	79,900		Wavin NV		1,388,350

					44,536,225

			New Zealand: 0.2%
	1,168,246		Air New Zealand Ltd.		1,919,964

					1,919,964

			Norway: 2.3%
	91,000		ABG Sundal Collier ASA		253,174
	1,242,400		Acta Holding ASA		4,984,258
	190,200		Cermaq ASA		2,928,990
	62,600	@	Electromagnetic Geoservices		1,003,053
	194,400	@	Ementor ASA		1,626,969
	31,150		Fred Olsen Energy ASA		1,587,818
	83,480		Leroy Seafood Group ASA		1,777,355
	21,100	@	ODIM ASA		370,900
	13,850	@	Petroleum Geo-Services ASA		411,191
	459,172		Tandberg ASA		11,750,289
	71,750		Veidekke ASA		758,134

					27,452,131

			Portugal: 0.4%
	68,830		Jeronimo Martins		512,557
	174,058		Semapa-Sociedade de Investimento e Gestao		2,838,164
	37,481	@	Sonae Industria — SGPS SA		456,535
	216,779		Teixeira Duarte — Engenharia Construcoes SA		782,538

					4,589,794

See Accompanying Notes to Financial Statements

200

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Russia: 0.0%
	2,700	@	Chelyabinsk Zink Plant GDR	$	37,800
	2,400	L	Mechel OAO ADR		201,960

					239,760

			Singapore: 2.8%
	1,614,000		Allgreen Properties Ltd.		1,780,037
	1,266,000		Armstrong Industrial Corp.		380,385
	238,000		Ascott Group Ltd.		271,936
	739,000		Aztech Systems Ltd.		193,335
	1,447,000		Ho Bee Investment Ltd.		1,854,413
	542,000		Hong Leong Asia Ltd.		1,438,203
	226,000		Jaya Holdings Ltd.		311,150
	4,008,000		LC Development Ltd.		1,254,331
	2,918,000		Meiban Group Ltd.		1,368,098
	40,000	I	MFS Technology Ltd.		15,826
	656,000		Neptune Orient Lines Ltd.		2,349,998
	73,000		Parkway Holdings Ltd.		211,725
	352,000		Rotary Engineering Ltd.		357,874
	37,000		Singapore Land Ltd.		250,258
	3,254,000		Singapore Petroleum Co., Ltd.		18,582,424
	71,000		Singapore Press Holdings Ltd.		225,992
	260,000		Tat Hong Holdings Ltd.		543,984
	30,000		Venture Corp., Ltd.		291,044
	176,000		Wheelock Properties S Ltd.		298,037
	4,188,000	@	Yongnam Holdings Ltd.		1,163,024

					33,142,074

			South Korea: 7.4%
	8,526		Amorepacific Corp.		1,939,430
	66,280		Asiana Airlines		744,684
	23,040		BNG Steel Co., Ltd.		419,934
	4,810		Daelim Industrial Co.		1,056,997
	5,750		Daewoong Pharmaceutical Co., Ltd.		513,387
	220,591	L	Daishin Securities Co., Ltd.		6,921,907
	14,280		Daishin Securities Co., Ltd.		448,091
	3,400		DC Chemical Co., Ltd.		1,321,040
	48,730		Dongbu Insurance Co., Ltd.		2,964,410
	143,450	L,I	Dongyang Mechatronics Corp.		1,735,564
	20,970		Doosan Infracore Co., Ltd.		892,386
	99,680		From30 Co., Ltd.		1,165,273
	14,600		GS Holdings Corp.		1,048,052
	441,636	@	Halim Co., Ltd.		1,008,231
	127,874	L	Hanjin Shipping		7,477,449
	17,450		Hanshin Construction		551,060
	366,350		Hanwha Chemcial Corp.		10,824,209
	23,199		Honam Petrochemical Corp.		3,541,370
	35,970	L	Hyosung Corp.		2,698,694
	17,400		Hyundai DSF Co., Ltd.		298,693
	38,640		Hyundai Marine & Fire Insurance Co., Ltd.		1,119,782
	3,220		Hyundai Mipo Dockyard Co., Ltd.		1,430,658
	82,900		Jinheung Mutual Savings Bank		544,144
	8,833		KCC Engineering & Construction		710,525
	15,780		Keangnam Enterprises Ltd.		1,007,963
	63,950	L	Kolon Engineering & Construction Co., Ltd.		959,397
	12,927		Korea Zinc Co., Ltd.		2,610,825
	26,960		Korean Petrochemical Industrial Co.		2,380,106
	160,300	@	KP Chemical Corp.		1,470,137
	21,856		Kyeryong Construction Industrial Co., Ltd.		1,027,138
	50,060	L	LG Chem Ltd.		6,255,642
	56,940		LIG Non-Life Insurance Co., Ltd.		1,766,111
	43,900		LS Cable Ltd.		6,781,236
	14,580		Meritz Fire & Marine Insurance Co., Ltd.		213,150
	20,814	L	Mirae Asset Securities Co., Ltd.		3,973,111
	575		Nong Shim Co., Ltd.		127,541
	44,384		People & Telecommunication, Inc.		627,007
	28,830		SeAH Steel Corp.		1,560,088
	27,226	L	SFA Engineering Corp.		2,088,202
	54,980	L	Solomon Mutual Savings Bank		898,900
	11,960		STX Shipbuilding Co., Ltd.		973,697
	16,830		Sungjee Construction Co., Ltd.		520,440
	36,144	L	Taesan LCD Co., Ltd.		415,643
	101,920	L	Tong Yang Investment Bank		2,344,389

					89,376,693

			Spain: 1.4%
	33,437	@	Campofrio Alimentacion SA		587,092
	162,462		Corp. Mapfre SA		766,284
	12,468		Gestevision Telecinco SA		360,346
	23,600		Grifols SA		626,111
	92,700		Indra Sistemas SA		2,696,825
	44,800	@	Laboratorios Almirall SA		1,089,581
	5,406		Pescanova SA		309,530
	49,300		Promotora de Informaciones SA (PRISA)		969,159
	52,000		Red Electrica de Espana		2,923,441
	220,400		Tubos Reunidos SA		1,773,312
	63,295		Union Fenosa SA		4,215,721
	8,305		Viscofan SA		214,504

					16,531,906

			Sweden: 2.7%
	16,350		Axfood AB		578,058
	14,500		Cardo AB		514,647
	36,000		Castellum AB		458,074
	409,642		Fabege AB		4,892,950
	15,300		Getinge AB		405,421
	262,800		JM AB		5,864,314
	137,100		KappAhl Holding AB		1,708,366
	284,700		Kungsleden AB		4,076,643
	115,500		Lindex AB		2,101,567
	231,900		NCC AB		5,793,242
	388,200		Peab AB		3,534,485
	128,400	@	Peab AB		1,091,553
	45,000		Trelleborg AB		1,150,818
	37,500		Wihlborgs Fastigheter AB		725,213

					32,895,351

			Switzerland: 2.6%
	25,705	@	Actelion Ltd. — Reg		1,278,651
	31,500		Addax Petroleum Corp.		1,379,511
	67,137		Adecco SA		4,047,792
	2,376		AFG Arbonia-Forster Holding		888,129
	25,790		Baloise Holding AG		2,746,531
	5,060		Bellevue Group AG		405,494
	2,911		Bucher Industries AG		693,163
	1,269		Burckhardt Compression Holding AG		386,557
	250		Galenica AG		121,192
	1,149		Geberit AG — Reg		155,419
	6,128	@	Georg Fischer AG		4,610,190
	5,025		Helvetia Holding AG		1,826,434
	7,600		Holcim Ltd.		868,832
	146,371		Kudelski SA		4,132,808
	14,949	@	Micronas Semiconductor Hold		199,801
	7,585		Partners Group		1,031,720
	12,650	@	Petroplus Holdings AG		1,104,181
	293	@	St Galler Kantonalbank		128,851
	9,200	@	Swiss Life Holding		2,546,723

See Accompanying Notes to Financial Statements

201

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			Switzerland: (continued)
	5,720		Swissquote Group Holding — Reg	$	381,968
	25,300	@	Temenos Group AG — Reg		704,891
	26,820		Vontobel Holding AG		1,383,781
	69		Zehnder Group AG		125,233

					31,147,852

			Taiwan: 1.3%
	164,956		Altek Corp.		296,614
	227,482		Coretronic Corp.		353,812
	720		Everlight Electronics Co., Ltd.		3,180
	345,360		Gamania Digital Entertainment Co., Ltd.		340,684
	1,590,000	@	Grand Pacific Petrochemical Corp.		702,096
	2,729,088	@,I	HannStar Display Corp.		1,272,114
	2,889,918		Macronix International		1,895,670
	2,930,444		Micro-Star International Co., Ltd.		3,138,753
	290,550		Powertech Technology, Inc.		1,187,130
	365,000		Sanyang Industrial Co., Ltd.		292,929
	168,000		Taiwan Mask Corp.		102,793
	564,840		Taiwan Polypropylene Co., Ltd.		488,607
	139,150		Taiwan Surface Mounting Technology Co., Ltd.		325,520
	395,000		ThaiLin Semiconductor Corp.		270,012
	408,000		TSRC Corp.		635,534
	447,000		Tung Ho Steel Enterprise Corp.		667,591
	740,000		U-Ming Marine Transport Corp.		2,432,407
	224		Unimicron Technology Corp.		457
	1,289,937		Universal Scientific Industrial Co., Ltd.		985,454
	181,485		Wistron Corp.		365,531

					15,756,888

			Thailand: 0.2%
	4,158,900	@	Shin Satellite Public Co., Ltd.		1,271,145
	164,300		Thai Airways International		191,643
	787,100		Thoresen Thai Agencies Pcl		1,415,743

					2,878,531

			Turkey: 0.9%
	51,189		Akcansa Cimento A/S		376,357
	372,698		Aksa Akrilik Kimya Sanayii		1,025,071
	188,911		Anadolu Sigorta		353,342
	1		Bolu Cimento Sanayii		2
	276,305		Bossa Ticaret Sanayi Isletme		388,406
	609,854	@	Dogan Sriketler Grubu Holdings		1,359,017
	87,532		Ford Otomotiv Sanayi A/S		1,033,416
	28,916	@	Goodyear Lastikleri TAS		403,871
	746,616	@	Ihlas Holding		729,874
	83,901		Mardin Cimento Sanayii		515,962
	223,752	@	Petkim Petrokimya Holding		1,862,892
	1	@	Petrol Ofisi		4
	104,414		Trakya Cam Sanyii A/S		272,716
	244,931	@	Turk Hava Yollari		1,763,086
	11,582		Turk Traktor ve Ziraat Makineleri A/S		165,557

					10,249,573

			United Kingdom: 15.4%
	16,550		Aga Foodservice Group PLC		143,198
	474,060		Aggreko PLC		6,202,807
	84,039		Antofagasta PLC		1,470,230
	416,847		Ashtead Group PLC		948,987
	33,332		Atkins WS PLC		842,648
	221,585		Babcock International Group		2,709,570
	1,191,743		Beazley Group PLC		4,295,632
	43,065		Bluebay Asset Management		413,648
	84,600		Bodycote International		518,096
	209,100		Bradford & Bingle PLC		1,349,176
	635,061		Brit Insurance Holdings PLC		4,299,146
	232,900		British Energy Group PLC		2,586,933
	86,491		Britvic PLC		647,289
	83,920		Burren Energy PLC		2,118,026
	247,800		Cable & Wireless PLC		1,006,948
	405,617	@	Charter PLC		9,178,003
	526,952		Chaucer Holdings PLC		1,284,648
	145,900		Cookson Group PLC		2,537,494
	21,962		Cranswick PLC		381,107
	396,911	@	CSR PLC		5,353,156
	169,449		Dairy Crest Group PLC		2,126,247
	553,118	@	Dana Petroleum PLC		14,871,934
	79,400		Davis Service Group PLC		902,102
	289,900		DS Smith PLC		1,397,242
	275,917		Enodis PLC		1,205,013
	9,800		Expro International Group		250,108
	599,481		Fiberweb PLC		627,261
	65,700		Firstgroup PLC		1,090,865
	480,000		Friends Provident PLC		1,842,635
	272,538		Galliford Try PLC		893,157
	512,222		Game Group PLC		2,134,781
	224,900		GKN PLC		1,721,464
	15,900		Go-Ahead Group PLC		894,626
	11,600		Greene King PLC		219,282
	3,223		Greggs PLC		335,917
	258,375		Halfords Group PLC		1,912,998
	112,560		Henderson Group PLC		440,253
	619,500		Hiscox Ltd.		3,708,944
	5,026		Homeserve PLC		188,838
	143,600		Hunting PLC		2,207,162
	51,706		IG Group Holdings PLC		448,588
	109,500		IMI PLC		1,279,583
	70,679		Inchcape PLC		694,412
	138,500		Informa PLC		1,545,653
	8,500		Intermediate Capital Group PLC		294,023
	153,400		Interserve PLC		1,685,567
	152,585		ITE Group PLC		557,315
	211,227		JKX Oil & Gas PLC		1,721,280
	382,252		John Wood Group PLC		3,331,393
	108,026		Johnston Press PLC		676,562
	183,607		Keller Group PLC		4,348,105
	162,500		Kesa Electricals PLC		1,078,899
	42,557		Kier Group PLC		1,903,363
	808,977		Kingston Communications PLC		1,120,835
	55,610		Ladbrokes PLC		477,822
	63,698		Lavendon Group PLC		911,460
	528,200		LogicaCMG PLC		1,793,150
	24,799		LSL Property Services PLC		84,558
	111,727		Luminar Group Holdings PLC		1,481,644
	122,900		Luminar PLC		153,839
	148,148		Mcbride PLC		535,228
	1,537,531		Michael Page International PLC		14,053,490
	161,799		Morgan Crucible Co.		1,072,232
	89,100		National Express Group PLC		2,450,573
	56,010	@	NETeller PLC		83,612
	44,500		Next PLC		2,050,374
	950,940		Northern Foods PLC		2,105,773
	219,388	@	Northern Petroleum PLC		828,858
	1,178,084		Northgate Information Solutions PLC		1,933,735
	28,216		Northgate PLC		568,056
	98,100		Northumbrian Water Group PLC		672,063
	122,823		Paragon Group of Cos., LLC		608,474
	1,307,068		Pendragon PLC		1,834,741
	477,444		Petrofac Ltd.		5,133,943
	636,552		RAB Capital PLC		1,452,139
	77,250		Rightmove PLC		957,462

See Accompanying Notes to Financial Statements

202

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value


			United Kingdom (continued)
	183,935		Robert Walters PLC	$	1,011,556
	41,538		Rotork PLC		949,336
	415,515		Savills PLC		3,177,439
	77,600		Severfield-Rowen PLC		987,371
	106,200		Severn Trent PLC		3,208,935
	88,159		Sibir Energy PLC		998,352
	295,181		Smiths News PLC		762,427
	149,800		Southern Cross Healthcare Ltd.		1,883,567
	85,290		Spectris PLC		1,542,433
	159,420		Spice PLC		1,962,684
	369,200	@	Spirent Communications PLC		538,104
	1,520,091	@	Sportingbet PLC		1,892,498
	36,000		St. Ives Group PLC		213,793
	74,800		St. James’s Place PLC		604,632
	85,316		Sthree PLC		441,654
	16,900		Stolt-Nielsen SA		495,929
	712,893		Taylor Nelson Sofres PLC		3,203,668
	83,338	@	THUS Group PLC		256,194
	186,263		Trinity Mirror PLC		1,562,662
	256,500	@	TUI Travel PLC		1,437,356
	34,963		Ultra Electronics Holdings		912,202
	28,800		Vedanta Resources PLC		1,322,798
	69,927		Vislink PLC		99,122
	95,200		Vitec Group PLC		1,307,458
	164,386		VT Group PLC		2,062,067
	59,631		Wetherspoon (J.D.) PLC		674,916
	182,400		WH Smith PLC		1,502,494
	1,435,130		Woolworths Group PLC		636,452

					184,834,474

			Total Common Stock (Cost $952,215,286)		1,164,649,430





REAL ESTATE INVESTMENT TRUSTS: 0.2%
			Belgium: 0.1%
	2,321		Befimmo S.C.A.		253,043
	2,338		Cofinimmo		439,641

					692,684

			Guernsey: 0.0%
	17,741		Eurocastle Investment Ltd.		564,920

					564,920

			Netherlands: 0.1%
	7,203		Nieuwe Steen Investments Funds NV		203,010
	25,786		Vastned Offices		915,096

					1,118,106

			Singapore: 0.0%
	11,000	@	Parkway Life Real Estate Investment Trust		9,428

					9,428

			Total Real Estate Investment Trusts (Cost $2,889,701)		2,385,138





MUTUAL FUNDS: 0.1%
			United Kingdom: 0.1%
	89,977		SVG Capital PLC		1,625,397

			Total Mutual Funds (Cost $1,625,706)		1,625,397





PREFERRED STOCK: 0.5%
			Germany: 0.2%
	16,103		Fresenius AG		1,278,096
	57,350		ProSieben SAT.1 Media AG		1,696,091

					2,974,187

			Italy: 0.3%
	80,170	@	Instituto Finanziario Industriale S.p.A.		3,351,989

					3,351,989

			Total Preferred Stock (Cost $5,332,859)		6,326,176





RIGHTS: 0.0%
			Japan: 0.0%
	74,100		Shinko Securities Co., Ltd.		5,781

					5,781

			South Korea: 0.0%
	22,952		Dongyang Mechatronics Corp.		96,069
	1,283		Keangnam Enterprises Ltd.		36,181

					132,250

			Total Rights (Cost $—)		138,031





WARRANTS: 0.0%
			Hong Kong: 0.0%
	20,000		Industrial and Commercial Bank of China Ltd.		3,742

			Total Warrants (Cost $—)		3,742

			Total Long-Term Investments (Cost $963,978,916 )		1,175,127,914


Principal
Amount				Value






SHORT-TERM INVESTMENTS: 3.5%
			U.S. Government Agency Obligations: 0.6%
$	6,795,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	6,794,207

			Total U.S. Government Agency Obligations (Cost $6,794,207)		6,794,207

See Accompanying Notes to Financial Statements

203

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL SMALLCAP FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


Principal
Amount			Value


		Securities Lending Collateral^CC: 2.9%
$	34,544,733	Bank of New York Mellon Corp. Institutional Cash Reserves	$	34,544,733

		Total Securities Lending Collateral (Cost $34,544,733)		34,544,733

		Total Short-Term Investments (Cost $41,338,940)		41,338,940

Total Investments in Securities
(Cost $1,005,317,856)*

101.3

1,216,466,854

Other Assets and
Liabilities-Net

(1.3

)

(15,159,435

)

Net Assets

100.0

1,201,307,419


@		Non-income producing security
ADR		American Depositary Receipt
GDR		Global Depositary Receipt
cc		Securities purchased with cash collateral for securities loaned.
I		Illiquid security
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is $1,006,625,059.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	254,846,411
Gross Unrealized Depreciation		(45,004,616	)

Net Unrealized Appreciation	$	209,841,795


	Percentage of
Industry	Net Assets


Advertising		0.4	%
Aerospace/ Defense		1.3
Agriculture		0.2
Airlines		1.2
Apparel		0.2
Auto Manufacturers		0.5
Auto Parts & Equipment		2.3
Banks		1.6
Beverages		0.3
Building Materials		1.1
Chemicals		4.1
Closed-End Funds		0.1
Coal		0.5
Commercial Services		4.6
Computers		1.3	%
Cosmetics/ Personal Care		0.2
Distribution/ Wholesale		3.4
Diversified Financial Services		4.0
Electric		1.1
Electrical Components & Equipment		2.7
Electronics		2.2
Engineering & Construction		4.2
Entertainment		0.3
Environmental Control		0.1
Food		2.4
Forest Products & Paper		0.3
Gas		0.0
Hand/ Machine Tools		1.8
Healthcare — Products		0.1
Healthcare — Services		0.8
Holding Companies — Diversified		2.0
Home Builders		0.4
Home Furnishings		1.5
Household Products/ Wares		0.4
Housewares		0.2
Insurance		4.5
Internet		1.2
Investment Companies		0.2
Iron/ Steel		3.6
Leisure Time		0.8
Lodging		0.1
Machinery — Construction & Mining		0.2
Machinery — Diversified		1.8
Media		1.4
Metal Fabricate/ Hardware		1.4
Mining		5.2
Miscellaneous Manufacturing		2.7
Office/ Business Equipment		0.5
Oil & Gas		5.2
Oil & Gas Services		1.3
Pharmaceuticals		1.7
Pipelines		0.2
Real Estate		4.9
REITS — Diversified		0.2
REITS — Health Care		0.0
REITS — Office Property		0.0
Retail		3.9
Semiconductors		1.3
Shipbuilding		0.4
Software		0.5
Telecommunications		2.5
Textiles		0.0
Transportation		3.9
Venture Capital		0.1
Water		0.3
Short-Term Investments		3.5
Other Assets and Liabilities — Net		(1.3	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

204

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL VALUE FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 97.9%
			Bermuda: 1.3%
	1,918,134		Tyco Electronics Ltd.	$	68,419,840

					68,419,840

			Brazil: 4.6%
	7,745,531	L	Centrais Eletricas Brasileiras SA ADR		120,209,867
	3,741,386	L	Contax Participacoes SA ADR		5,892,683
	3,741,386	L	Tele Norte Leste Participacoes SA ADR		81,562,215
	1,208,600	L	Telecomunicacoes Brasileiras SA ADR		30,251,258
	111,928	L	Tim Participacoes SA ADR		5,193,459
	776,726	@,L	Vivo Participacoes SA ADR		4,574,916

					247,684,398

			Canada: 1.1%
	3,659,170	@,L	Nortel Networks Corp.		59,022,412

					59,022,412

			France: 11.9%
	10,920,320		Alcatel-Lucent		106,156,156
	1,816,990		Carrefour SA		131,296,742
	1,074,200		Credit Agricole SA		42,558,259
	4,261,782		France Telecom SA		157,600,803
	1,251,900		Natixis		27,837,779
	2,012,750		Sanofi-Aventis		177,049,420

					642,499,159

			Germany: 5.2%
	10,525,519		Deutsche Telekom AG		216,245,099
	411,200		Hypo Real Estate Holding AG		24,438,135
	2,158,500	@	Infineon Technologies AG		31,698,486
	559,890	@,L	Qimonda AG ADR		5,408,537

					277,790,257

			Hong Kong: 0.1%
	165,195		Jardine Matheson Holdings Ltd.		5,060,762

					5,060,762

			Italy: 4.0%
	10,705,782		Intesa Sanpaolo S.p.A.		84,929,007
	10,329,085		Telecom Italia S.p.A.		32,366,626
	37,893,100		Telecom Italia S.p.A. RNC		98,138,655

					215,434,288

			Japan: 25.5%
	2,628,300	L	Aiful Corp.		62,023,015
	740,000		Akita Bank Ltd.		3,400,584
	1,153,800		Astellas Pharma, Inc.		51,218,808
	3,409,000		Dai Nippon Printing Co., Ltd.		49,487,045
	2,427,336		Daiichi Sankyo Co., Ltd.		69,028,635
	960,000		Fuji Photo Film Co., Ltd.		45,921,418
	16,660,700		Hitachi Ltd.		111,573,257
	2,272,500		Millea Holdings, Inc.		89,435,936
	14,042,000		Mitsubishi UFJ Financial Group, Inc.		140,506,265
	8,660,000		Mitsui Sumitomo Insurance Co., Ltd.		99,320,377
	4,231,000		Mitsui Trust Holdings, Inc.		33,854,398
	13,954		Mizuho Financial Group, Inc.		78,427,695
	22,174		Nippon Telegraph & Telephone Corp.		101,482,462
	1,174,000		Ono Pharmaceutical Co., Ltd.		60,619,565
	821,000		Rohm Co., Ltd.		71,928,207
	3,739,000		Seven & I Holdings Co., Ltd.		96,547,055
	921,800		Sony Corp.		45,524,415
	8,505		Sumitomo Mitsui Financial Group, Inc.		69,667,215
	285,000		Taisho Pharmaceutical Co., Ltd.		5,478,749
	1,998,000		Takefuji Corp.		50,917,696
	509,000		TDK Corp.		41,773,419

					1,378,136,216

			Mexico: 2.0%
	2,942,320	L	Telefonos de Mexico SA de CV ADR		107,600,642

					107,600,642

			Netherlands: 9.1%
	3,999,409		Aegon NV		82,908,116
	1,134,000		Akzo Nobel NV		91,398,803
	6,934,612	@	Koninklijke Ahold NV		104,484,196
	893,779		SNS Reaal		21,487,479
	3,566,100		Unilever NV		116,068,577
	2,365,432		Wolters Kluwer NV		74,293,780

					490,640,951

			New Zealand: 0.7%
	11,854,172		Telecom Corp. of New Zealand Ltd.		39,819,982

					39,819,982

			Portugal: 2.0%
	6,882,776		Portugal Telecom SGPS SA		92,389,017
	1,211,829		PT Multimedia Servicos de Telecomunicacoes e Multimedia SGPS SA		16,503,801

					108,892,818

			South Korea: 6.1%
	1,463,610		Korea Electric Power Corp.		64,701,319
	2,745,880	L	Korea Electric Power Corp. ADR		61,095,830
	183,200		KT Corp.		8,702,264
	2,192,310		KT Corp. ADR		51,563,131
	695,464		LG Electronics, Inc.		73,127,957
	304,885		SK Telecom Co., Ltd.		71,530,830

					330,721,331

			Spain: 2.3%
	3,679,102		Telefonica SA		121,819,243

					121,819,243

			Sweden: 1.0%
	17,233,700		Telefonaktiebolaget LM Ericsson		51,563,326

					51,563,326

			Switzerland: 3.5%
	230,984		Nestle SA		106,687,333
	2,954,300		STMicroelectronics NV		50,615,429
	91,700		Swisscom AG		33,940,948

					191,243,710

			Taiwan: 1.1%
	91,257,655		United Microelectronics Corp.		59,852,629

					59,852,629

			United Kingdom: 15.9%
	3,256,180		AstraZeneca PLC		160,351,093
	2,964,800		British Sky Broadcasting PLC		41,988,498
	6,359,851		GlaxoSmithKline PLC		163,359,226

See Accompanying Notes to Financial Statements

205

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL VALUE FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares			Value


		United Kingdom: (continued)
	4,659,712	HSBC Holdings PLC	$	92,386,665
	42,926,226	ITV PLC		88,736,247
	4,145,800	Kingfisher PLC		17,062,873
	7,402,451	Marks & Spencer Group PLC		100,635,516
	485,646	Royal Bank of Scotland Group PLC		5,244,986
	522,565	Unilever PLC		17,719,902
	27,699,131	WM Morrison Supermarkets PLC		170,984,323

				858,469,329

		United States: 0.5%
	684,922	Covidien Ltd.		28,492,755

				28,492,755

		Total Common Stock (Cost $4,065,392,162)		5,283,164,048


Principal
Amount				Value






SHORT-TERM INVESTMENTS: 5.3%
			U.S. Government Agency Obligations: 1.8%
$	100,239,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	100,227,305

			Total U.S. Government Agency Obligations (Cost $100,227,305)		100,227,305

			Securities Lending Collateral^CC: 3.5%
	186,972,678		Bank of New York Mellon Corp. Institutional Cash Reserves		186,972,678

			Total Securities Lending Collateral (Cost $186,972,678)		186,972,678

			Total Short-Term Investments (Cost $287,199,983)		287,199,983

Total Investments in Securities
(Cost $4,352,592,145)*

103.2

5,570,364,031

Other Assets and Liabilities-Net

(3.2

)

(171,586,557

)

Net Assets

100.0

5,398,777,474


@		Non-income producing security
ADR		American Depositary Receipt
^cc		Securities purchased with cash collateral for securities loaned.
L		Loaned security, a portion or all of the security is on loan at October 31, 2007.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is the same as for financial statement purposes.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	1,370,876,052
Gross Unrealized Depreciation		(153,104,166	)

Net Unrealized Appreciation	$	1,217,771,886


	Percentage
	of
Industry	Net Assets


Banks		11.6	%
Chemicals		1.7
Commercial Services		1.0
Computers		0.9
Diversified Financial Services		2.1
Electric		4.6
Electrical Components & Equipment		3.4
Electronics		1.3
Food		12.0
Healthcare — Products		0.5
Holding Companies — Diversified		0.1
Home Furnishings		0.8
Insurance		5.0
Media		4.1
Miscellaneous Manufacturing		0.8
Pharmaceuticals		12.7
Retail		4.0
Semiconductors		4.0
Telecommunications: Cellular Telecom		1.5
Telecommunications: Telecom Services		0.7
Telecommunications: Telecommunication Equipment		3.1
Telecommunications: Telephone Integrated		21.0
Telecommunications: Wireless Equipment		1.0
Short-Term Investments		5.3
Other Assets and Liabilities — Net		(3.2	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

206

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL VALUE CHOICE FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 94.3%
			Australia: 4.3%
	204,256		Alumina Ltd.	$	1,283,621
	723,600		Dyno Nobel Ltd.		1,666,332
	23,050		Newcrest Mining Ltd.		702,644

					3,652,597

			Belgium: 1.9%
	34,550		Belgacom SA		1,655,668

					1,655,668

			Brazil: 2.3%
	61,822		Centrais Eletricas Brasileiras SA		964,490
	65,250		Centrais Eletricas Brasileiras SA ADR		990,169

					1,954,659

			Canada: 10.2%
	76,154		Barrick Gold Corp.		3,360,676
	60,900	@	Ivanhoe Mines Ltd.		836,766
	67,050	@	Novagold Resources, Inc.		1,260,540
	58,300	@	Opti Canada, Inc.		1,175,689
	14,650		Petro-Canada		844,280
	11,580		Suncor Energy, Inc.		1,264,883

					8,742,834

			Finland: 2.3%
	107,600		Stora Enso OYJ (Euro Denominated Security)		1,984,809

					1,984,809

			France: 9.1%
	263,550		Alcatel-Lucent		2,561,963
	85,200	@	Gemalto NV		2,509,087
	15,350		Sanofi-Aventis		1,350,246
	22,230		Thales SA		1,389,614

					7,810,910

			Germany: 2.2%
	91,680	@	Premiere AG		1,870,542

					1,870,542

			Italy: 3.6%
	1,192,340		Telecom Italia S.p.A. RNC		3,088,018

					3,088,018

			Japan: 28.2%
	19,150		Acom Co., Ltd.		458,592
	57,900		Coca-Cola West Holdings Co., Ltd.		1,340,416
	187,000		Dai Nippon Printing Co., Ltd.		2,714,602
	58,890		Daiichi Sankyo Co., Ltd.		1,674,715
	51,700		Fuji Photo Film Co., Ltd.		2,473,060
	50,800		JS Group Corp.		822,938
	140,000		Kirin Brewery Co., Ltd.		1,956,392
	181,000		Nippon Oil Corp.		1,603,060
	147,430		Nippon Telegraph & Telephone Corp. ADR		3,383,519
	96,900		Sega Sammy Holdings, Inc.		1,337,921
	106,000		Sekisui House Ltd.		1,356,103
	35,400		Seven & I Holdings Co., Ltd.		914,086
	52,600		Shiseido Co., Ltd.		1,266,315
	48,520		Takefuji Corp.		1,236,500
	87,000		Toppan Printing Co., Ltd.		848,799
	68,000		Wacoal Holdings Corp.		828,934

					24,215,952

			Netherlands: 2.9%
	28,642		Royal Dutch Shell PLC ADR		2,499,015

					2,499,015

			Papua New Guinea: 0.9%
	183,200	@	Lihir Gold Ltd.		727,328

					727,328

			South Africa: 6.9%
	63,420		Anglogold Ashanti Ltd. ADR		2,945,859
	92,000		Gold Fields Ltd.		1,661,053
	35,108		Impala Platinum Holdings Ltd.		1,326,176

					5,933,088

			South Korea: 4.7%
	60,830		Korea Electric Power Corp. ADR		1,353,468
	114,850		KT Corp. ADR		2,701,272

					4,054,740

			Taiwan: 3.6%
	161,527		Chunghwa Telecom Co., Ltd. ADR		3,101,318

					3,101,318

			United Kingdom: 6.5%
	205,050		BP PLC		2,667,706
	20		Lonmin PLC		1,437
	13,780		Rio Tin to PLC		1,292,221
	397,862		Vodafone Group PLC		1,567,794

					5,529,158

			United States: 4.7%
	64,300	@	Apex Silver Mines Ltd.		1,318,150
	52,800		Newmont Mining Corp.		2,685,408

					4,003,558

			Total Common Stock (Cost $72,335,153)		80,824,194


Principal
Amount				Value






SHORT-TERM INVESTMENTS: 11.1%
			U.S. Government Agency Obligations: 11.1%
$	9,546,000	Z	Federal Home Loan Bank, 4.200%, due 11/01/07	$	9,544,886

			Total Short-Term Investments (Cost $9,544,886)		9,544,886

Total Investments in Securities
(Cost $81,880,039)*

105.4

90,369,080

Other Assets and
Liabilities-Net

(5.4

)

(4,622,578

)

Net Assets

100.0

85,746,502


@		Non-income producing security
ADR		American Depositary Receipt
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
*		Cost for federal income tax purposes is $82,456,288.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	9,946,420
Gross Unrealized Depreciation		(2,033,628	)

Net Unrealized Appreciation	$	7,912,792

See Accompanying Notes to Financial Statements

207

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL VALUE CHOICE FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


	Percentage of
Industry	Net Assets


Aerospace/ Defense		1.6	%
Apparel		1.0
Beverages		3.8
Building Materials		1.0
Commercial Services		4.1
Computers		2.9
Cosmetics/ Personal Care		1.5
Diversified Financial Services		2.0
Electric		3.9
Forest Products & Paper		2.3
Home Builders		1.6
Leisure Time		1.6
Media		2.2
Mining		22.6
Miscellaneous Manufacturing		4.8
Oil & Gas		11.7
Pharmaceuticals		3.5
Retail		1.1
Telecommunications		21.1
Short-Term Investments		11.1
Other Assets and Liabilities — Net		(5.4	)

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

208

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL VALUE OPPORTUNITIES FUND

AS OF OCTOBER 31, 2007



Shares				Value






COMMON STOCK: 96.7%
			Australia: 1.0%
	23,000		Telstra Corp., Ltd.	$	100,665

					100,665

			Belgium: 3.8%
	2,925		Dexia		94,174
	9,666		Fortis		310,426
	3,866	@	Fortis		56

					404,656

			Denmark: 1.1%
	2,600		Danske Bank A/ S		115,080

					115,080

			Finland: 2.9%
	2,633		Fortum OYJ		114,492
	2,500		Outokumpu OYJ		93,805
	4,550		UPM-Kymmene OYJ		102,207

					310,504

			France: 9.9%
	7,600		Alcatel-Lucent		73,879
	1,990		BNP Paribas		220,555
	2,340		Sanofi-Aventis		205,836
	3,250		Total SA		262,262
	6,600		Vivendi		298,249

					1,060,781

			Germany: 6.8%
	2,400		Commerzbank AG		101,823
	6,250		Deutsche Post AG		189,299
	8,350		Deutsche Telekom AG		171,549
	1,375		E.ON AG		269,131

					731,802

			Greece: 1.7%
	2,300		OPAP SA		94,167
	1,679		Titan Cement Co. SA		82,142

					176,309

			Hong Kong: 1.5%
	5,100		Hang Seng Bank Ltd.		104,193
	8,500		Kingboard Chemicals Holdings		55,831

					160,024

			Ireland: 1.4%
	7,600	@	Smurfit Kappa PLC		153,319

					153,319

			Italy: 6.9%
	13,500		Enel S.p.A.		161,870
	6,000		ENI S.p.A.		219,078
	11,650		Intesa Sanpaolo S.p.A.		88,453
	72,300		Telecom Italia S.p.A. RNC		187,248
	23,993		Unipol S.p.A.		86,064

					742,713

			Japan: 14.8%
	2,100		Aoyama Trading Co., Ltd.		54,896
	2,700		Canon Sales Co., Inc.		52,906
	3,100		Chubu Electric Power Co., Inc.		79,434
	3,500		Daiichi Sankyo Co., Ltd.		99,533
	8		East Japan Railway Co.		65,899
	7,300		EDION Corp.		83,850
	11,000		Furukawa Electric Co., Ltd.		52,834
	4,000		Honda Motor Co., Ltd.		149,787
	7,000		Itochu Corp.		88,456
	7		KDDI Corp.		52,869
	9,000		Mitsubishi Materials Corp.		52,691
	20,000		Mitsubishi UFJ Financial Group, Inc.		200,123
	6,000		Onward Kashiyama Co., Ltd.		61,858
	5,000		Ricoh Co., Ltd.		98,828
	1,400		Sankyo Co., Ltd.		59,768
	205		Softbank Investment Corp.		65,035
	12,700		Sojitz Corp.		58,297
	9,000		Sumitomo Trust & Banking Co., Ltd.		67,104
	3,300		Tohoku Electric Power Co., Inc.		69,732
	15,000		Tokyo Gas Co., Ltd.		66,872

					1,580,772

			Netherlands: 8.5%
	2,500		ArcelorMittal		199,174
	2,600		European Aeronautic Defence and Space Co. NV		88,629
	10,150		Royal Dutch Shell PLC — Class A		445,181
	9,550		Royal KPN NV		180,315

					913,299

			New Zealand: 0.8%
	25,777		Telecom Corp. of New Zealand Ltd.		86,589

					86,589

			Norway: 0.9%
	6,000		DNB NOR ASA		99,433

					99,433

			Spain: 6.3%
	5,225		Banco Bilbao Vizcaya Argentaria SA		132,229
	13,250		Banco Santander Central Hispano SA		289,773
	3,950		Ebro Puleva SA		81,706
	10,700		Iberdrola SA		172,609

					676,317

			Sweden: 1.0%
	34,000		Telefonaktiebolaget LM Ericsson		101,728

					101,728

			Switzerland: 4.3%
	610		Nestle SA		281,748
	3,400		UBS AG — Reg		182,282

					464,030

			United Kingdom: 23.1%
	9,000		Aviva PLC		141,799
	9,900		Barclays PLC		125,299
	41,900		BP PLC		545,123
	11,300		GKN PLC		86,494
	10,050		HBOS PLC		183,192
	21,750		HSBC Holdings PLC		431,231
	43,500		ITV PLC		89,922
	38,000		Legal & General Group PLC		110,936
	30,000		Old Mutual PLC		115,153
	22,200		Royal Bank of Scotland Group PLC		239,760
	18,300		Tate & Lyle PLC		166,065
	35,000		Vodafone Group PLC		137,919
	5,650		Wolseley PLC		98,267

					2,471,160

			Total Common Stock (Cost $9,919,314)		10,349,181

See Accompanying Notes to Financial Statements

209

PORTFOLIO OF INVESTMENTS

ING INTERNATIONAL VALUE OPPORTUNITIES FUND

AS OF OCTOBER 31, 2007 (CONTINUED)



Shares				Value






REAL ESTATE INVESTMENT TRUSTS: 0.7%
			Germany: 0.7%
	4,300	@	Alstria Office AG	$	75,629

			Total Real Estate Investment Trusts (Cost $91,714)		75,629

Total Investments in
Securities
(Cost $10,011,028)

97.4

10,424,810

Other Assets and
Liabilities-Net

2.6

277,770

Net Assets

100.0

10,702,580


@		Non-income producing security
*		Cost for federal income tax purposes is $10,015,580.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	851,424
Gross Unrealized Depreciation		(442,194	)

Net Unrealized Appreciation	$	409,230


	Percentage of
Industry	Net Assets


Aerospace/Defense		0.8	%
Apparel		0.6
Auto Manufacturers		1.4
Auto Parts & Equipment		0.8
Banks		26.2
Building Materials		0.8
Chemicals		0.5
Distribution/ Wholesale		2.8
Diversified Financial Services		1.7
Electric		8.1
Electrical Components & Equipment		0.5
Entertainment		0.9
Food		4.9
Forest Products & Paper		2.4
Gas		0.6
Insurance		4.2
Internet		0.6
Iron/ Steel		2.7
Leisure Time		0.6
Media		3.6
Mining		0.5
Office Property		0.7
Office/ Business Equipment		0.9
Oil & Gas		13.8
Pharmaceuticals		2.9
Retail		1.3
Telecommunications		10.2
Transportation		2.4
Other Assets and Liabilities — Net		2.6

Net Assets		100.0	%

See Accompanying Notes to Financial Statements

210

PORTFOLIO OF INVESTMENTS

ING RUSSIA FUND

AS OF OCTOBER 31, 2007


Shares				Value






COMMON STOCK: 97.2%
			Banks: 13.1%
	4,825,000		Promstroibank St. Petersburg	$	8,106,000
	26,200,000		Sberbank RF		112,319,400

					120,425,400

			Beverages: 1.2%
	352,000	@	Efes Breweries International NV GDR		11,485,760

					11,485,760

			Cosmetics/ Personal Care: 0.9%
	193,500		Kalina		7,981,875

					7,981,875

			Electric: 5.4%
	65,273,353		OGK-5 OJSC		11,083,415
	428,242,036		TGK-5		441,089
	31,500,000	@	Unified Energy System		38,335,500

					49,860,004

			Food: 3.4%
	260,000	L	Wimm-Bill-Dann Foods OJSC ADR		31,135,000

					31,135,000

			Internet: 1.1%
	1,145,000	@	RBC Information Systems		10,534,000

					10,534,000

			Iron/ Steel: 8.9%
	502,000	L	Mechel OAO ADR		42,243,300
	3,450,000		Novolipetsk Steel		13,386,000
	192,000	L	Novolipetsk Steel GDR		7,680,000
	300,000		Severstal GDR		7,110,000
	500,000		Severstal JSC		11,800,000

					82,219,300

			Metal Fabricate/ Hardware: 3.5%
	450,000	L	TMK OAO GDR		20,025,000
	37,700		Vsmpo-Avisma Corp.		11,969,750

					31,994,750

			Mining: 7.2%
	166,000	L	MMC Norilsk Nickel ADR		52,290,000
	310,000	L	Polyus Gold Co. ZAO ADR		13,950,000

					66,240,000

			Oil & Gas: 34.3%
	1,100,000		Lukoil-Spon ADR		100,540,000
	362,000		Novatek OAO GDR		20,272,000
	7,300,000		OAO Gazprom		90,228,000
	434,000		OAO Gazprom ADR		21,775,950
	3,280,000	@	OAO Rosneft Oil Co. GDR		28,732,800
	477,000	L	Surgutneftegaz ADR		31,243,500
	192,000		Tatneft GDR		23,808,000

					316,600,250

			Pharmaceuticals: 1.2%
	500,000	@,L	Pharmstandard — Reg S GDR		10,905,000

					10,905,000

			Pipelines: 1.8%
	8,700		Transneft		16,747,500

					16,747,500

			Retail: 1.9%
	387,000	@	Magnit OAO		17,647,200

					17,647,200

			Telecommunications: 13.3%
	469,000	L	Mobile Telesystems Finance SA ADR		38,927,000
	137,000		Moscow City Telephone		4,125,152
	1,275,000		Rostelecom		12,597,000
	105,500,000		Sibirtelecom		11,921,500
	108,000,000		Uralsvyazinform		6,858,000
	1,050,000		Vimpel-Communications OAO ADR		34,723,500
	2,400,000		VolgaTelecom		13,440,000

					122,592,152

			Total Common Stock (Cost $456,675,000)		896,368,191





INVESTMENT COMPANIES: 0.9%
			Hedge Fund: 0.9%
	2,384,270	@	RenShares Utilities Ltd.		7,987,305

			Total Mutual Funds (Cost $3,317,280)		7,987,305





PREFERRED STOCK: 0.8%
			Machinery — Diversified: 0.8%
	43,500,000		Achinsk Refinery		7,917,000

			Total Preferred Stock (Cost $3,106,603)		7,917,000

			Total Long-Term Investments (Cost $463,098,883)		912,272,496


Principal
Amount			Value







SHORT-TERM INVESTMENTS: 12.3%
		Securities Lending Collateral^CC: 12.3%
$	113,588,003	Bank of New York Mellon Corp. Institutional Cash Reserves	$	113,588,003

		Total Short-Term Investments (Cost $113,588,003)		113,588,003

Total Investments in Securities
(Cost $576,686,886)*

111.2

1,025,860,499

Other Assets and
Liabilities-Net

(11.2

)

(103,356,759

)

Net Assets

100.0

922,503,740


@	Non-income producing security
ADR	American Depositary Receipt
GDR	Global Depositary Receipt
cc	Securities purchased with cash collateral for securities loaned.
L	Loaned security, a portion or all of the security is on loan at October 31, 2007.
*	Cost for federal income tax purposes is $577,279,443.
	Net unrealized appreciation consists of:
	Gross Unrealized Appreciation	$	448,581,056
	Gross Unrealized Depreciation		—

	Net Unrealized Appreciation	$	448,581,056

See Accompanying Notes to Financial Statements

211

PORTFOLIO OF INVESTMENTS

ING EMERGING MARKETS FIXED INCOME FUND

AS OF OCTOBER 31, 2007


Principal
Amount				Value






CORPORATE BONDS/ NOTES: 27.4%
			Argentina: 0.8%
$	620,000	#,C	Alto Parana SA, 6.375%, due 06/09/17	$	634,880
	100,000	#,C	Cia de Transporte de Energia Electrica de Alta Tension SA, 8.875%, due 12/15/16		92,500
	839,273	S	Province of Mendoza 5.500%, due 09/04/18		671,419
	12,410	+,#,C	Transportadora Gas del Norte, 6.500% (step rate 7.500%), due 12/31/12		11,169
	14,600	+,C	Transportadora Gas del Norte, 6.500% (step rate 7.500%), due 12/31/12		13,286
	21,900	+,C,S	Transportadora Gas del Norte, 6.500% (step rate 7.500%), due 12/31/12		19,929
	1,285,000	+,#	Transportadora Gas Norte, 7.500% (step rate 8.000%), due 12/31/12		1,156,500

					2,599,683

			Bahamas: 0.5%
	BRL 2,300,000		Banco Votorantim Nassau, 10.625%, due 04/10/14		1,280,140
	BRL 250,000	#	Banco Votorantim/ Nassau, 10.625%, due 04/10/14		137,593

					1,417,733

			Bermuda: 0.1%
$	265,000	#,C	Citic Resources Finance Ltd., 6.750%, due 05/15/14		255,063

					255,063

			Brazil: 0.3%
	1,000,000		Banco Bmg SA, 9.150%, due 01/15/16		1,052,500

					1,052,500

			British Virgin Islands: 0.4%
	400,000	C	Citic Resources Finance Ltd., 6.750%, due 05/15/14		385,000
	975,000	#	GTL Trade Finance, Inc., 7.250%, due 10/20/17		989,157

					1,374,157

			Cayman Islands: 3.1%
	BRL 2,300,000	#	Banco Do Brasil (Cayman), 9.750%, due 07/18/17		1,182,793
	BRL 1,900,000		Banco Safra Cayman Islands Ltd., 10.875%, due 04/03/17		1,065,375
	BRL 500,000	#	Banco Safra Cayman Islands Ltd., 10.875%, due 04/03/17		275,908
$	100,000	+,#	Earls Eight Ltd., 8.000% (step rate 9.000%), due 12/31/12		90,000
	320,000	#,X,Z	Interoceanica IV Finance Ltd., 3.990%, due 11/30/18		207,344
	1,200,000	#,X,Z	Interoceanica IV Finance Ltd., 4.160%, due 11/30/25		573,900
	3,000,000	Z	Peru Enhanced Pass-through Finance Ltd., 3.600%, due 05/31/18		2,062,500
	250,000	#,Z	Peru Enhanced Pass-through Finance Ltd., 3.610%, due 05/31/18		171,250
	1,025,000	C,S	Vale Overseas Ltd., 6.250%, due 01/23/17		1,041,517
	3,050,000	C,S	Vale Overseas Ltd., 6.875%, due 11/21/36		3,185,856

					9,856,443

			Colombia: 0.9%
	835,000		Bancolombia SA, 6.875%, due 05/25/17		809,950
	695,000	#,C	EEB International Ltd., 8.750%, due 10/31/14		719,325
	1,300,000	#,C	TGI International Ltd., 9.500%, due 10/03/17		1,366,560

					2,895,835

			Cyprus: 0.4%
	1,150,000	#	Alfa MTN Markets Ltd. for ABH Finanial Ltd., 8.200%, due 06/25/12		1,101,010

					1,101,010

			Dominican Republic: 0.0%
	143,584		Standard Bank PLC, due 07/20/09		152,271

					152,271

			Germany: 0.9%
	2,400,000	S	Morgan Stanley Bank AG for OAO Gazprom, 9.625%, due 03/01/13		2,779,978

					2,779,978

			India: 0.2%
	650,000	#,C	ICICI Bank Ltd, 6.625%, due 10/03/12		655,881

					655,881

			Indonesia: 0.4%
	610,000	C	BLT Finance BV, 7.500%, due 05/15/14		557,179
	680,000	C,S	Indosat Finance Co. BV, 7.125%, due 06/22/12		681,826

					1,239,005

			Ireland: 1.4%
	1,200,000	C	Alfa Bond Issuance PLC for OJSC Alfa Bank, 8.635%, due 02/22/17		1,135,529
	RUB 2,000,000	S	Dal Capital for Vneshtorgbk, 7.000%, due 04/13/09		81,131
$	100,000	+,#	Eirles Eight Ltd., 8.000% (step rate 9.000%), due 12/31/12		90,000
	RUB 25,000,000		Sibacademfinance PLC for URSA Bank, 9.125%, due 02/26/10		933,158
$	2,000,000	#	TransCapitalInvest Ltd. for OJSC AK Transneft, 6.103%, due 06/27/12		2,021,192

					4,261,010

See Accompanying Notes to Financial Statements

212

PORTFOLIO OF INVESTMENTS

ING EMERGING MARKETS FIXED INCOME FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


Principal
Amount				Value


			Luxembourg: 2.2%
$	2,550,000	S	Gaz Capital for Gazprom, 8.625%, due 04/28/34	$	3,247,119
	1,500,000	+,C,S	Kuznetski Capital for Bank of Moscow, 7.500% (step rate 8.961%), due 11/25/15		1,480,350
	500,000		RSHB Capital SA for OJSC Russian Agricultural Bank, 6.299%, due 05/15/17		478,450
	450,000	#	RSHB Capital SA for OJSC Russian Agricultural Bank, 6.299%, due 05/15/17		427,455
	1,205,000		UBS Luxembourg SA for OJSC Vimpel Communications, 8.250%, due 05/23/16		1,250,188

					6,883,562

			Netherlands: 2.9%
	500,000	C	Excelcomindo Finance Co., 7.125%, due 01/18/13		497,500
	100,000	#,C,S	Excelcomindo Finance Co. BV, 7.125%, due 01/18/13		100,000
	600,000		HSBK Europe Bv, 7.250%, due 05/03/17		564,000
	400,000	#	HSBK Europe BV, 7.250%, due 05/03/17		405,056
	1,200,000		Kazkommerts International BV, 7.500%, due 11/29/16		1,008,420
	210,000	#	Kazkommerts International BV, 7.500%, due 11/29/16		179,025
	545,000	#,C	Lukoil International Finance BV, 6.656%, due 06/07/22		523,037
	550,000		Majapahit Holding BV, 7.250%, due 06/28/17		553,042
	930,000	#	Majapahit Holding BV, 7.250%, due 06/28/17		926,513
	100,000	#,S	Majapahit Holding BV, 7.750%, due 10/17/16		103,630
	650,000		Majapahit Holding BV, 7.750%, due 10/17/16		664,736
	2,235,000	#	Majapahit Holding BV, 7.875%, due 06/29/37		2,223,825
	1,500,000		TuranAlem Finance BV, 8.250%, due 01/22/37		1,361,250

					9,110,034

			Peru: 0.4%
	PEN 3,900,000	I	Banco Credito Del Peru, 7.170%, due 10/15/22		1,299,762

					1,299,762

			Philippines: 1.0%
$	2,300,000		National Power Corp., 6.875%, due 11/02/16		2,333,072
	305,000	#,S	National Power Corp., 6.875%, due 11/02/16		313,006
	450,000	S	National Power Corp., 9.625%, due 05/15/28		554,625

					3,200,703

			South Korea: 0.8%
	1,280,000	C	Shinhan Bank, 6.819%, due 09/20/36		1,277,338
	1,230,000	C	Woori Bank, 6.208%, due 05/02/37		1,163,916

					2,441,254

			Switzerland: 0.1%
	400,000	#	UBS AG, due 12/27/13		397,866

					397,866

			Trinidad: 0.3%
	1,000,000	C	Petroleum Co. of Trinidad & Tobago Ltd., 6.000%, due 05/08/22		986,019

					986,019

			Turkey: 0.1%
	TRY 400,000	S	European Investment Bank, 10.000%, due 01/28/11		310,629

					310,629

			Ukraine: 0.1%
$	500,000		Standard Bank (Nak), 8.125%, due 09/30/09		447,250

					447,250

			United Kingdom: 2.3%
	674,000	#	Barclays Bank PLC, 10.250%, due 07/17/22		787,367
	550,000	S	City of Kiev Ukraine, 8.000%, due 11/06/15		558,140
	1,200,000		HSBC Bank PLC for Ukrsibbank, 7.750%, due 12/21/11		1,207,458
	2,025,785	#	Standard Bank PLC, 15.000%, due 03/12/12		2,025,785
	2,600,000		UK SPV Credit Finance PLC for JSC Commercial Bank Privatbank, 8.000%, due 02/06/12		2,416,144
	200,000	#	UK SPV Credit Finance PLC for JSC Commercial Bank Privatbank, 8.000%, due 02/06/12		186,090

					7,180,984

			United States: 3.0%
	252,290	S	Citigroup Funding, Inc., 5.990%, due 08/17/10		355,091
	2,401,717	#	Citigroup Funding, Inc., 6.000%, due 05/18/15		2,630,601
	2,800,000		Citigroup Funding, Inc., 10.000%, due 01/03/17		2,894,354
	2,660,000	#,C	Pemex Project Funding Master Trust, 5.750%, due 03/01/18		2,695,910
	955,000	#	Pemex Project Funding Master Trust, 6.625%, due 06/15/35		1,025,670

					9,601,626

			Venezuela: 4.8%
	6,500,000	C	Petroleos de Venezuela SA, 5.250%, due 04/12/17		4,927,000
	12,850,000	C	Petroleos de Venezuela SA, 5.375%, due 04/12/27		8,326,800

See Accompanying Notes to Financial Statements

213

PORTFOLIO OF INVESTMENTS

ING EMERGING MARKETS FIXED INCOME FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


Principal
Amount				Value


			Venezuela (continued)
$	2,800,000	C	Petroleos de Venezuela SA, 5.500%, due 04/12/37	$	1,750,000

					15,003,800

			Total Corporate Bonds/Notes (Cost $87,421,541)		86,504,058





COLLATERALIZED MORTGAGE OBLIGATIONS: 0.9%
			Dominican Republic: 0.9%
	2,328,041	S	Dominican Republic, 9.040%, due 01/23/18		2,700,527

			Total Collateralized Mortgage Obligations (Cost $2,669,011)		2,700,527






OTHER BONDS: 61.8%
			Argentina: 7.7%
	ARS 4,000,000	S,X	Argentina Government International Bond, due 09/30/14		1,272,702
$	19,905,000	S	Argentina Government International Bond, due 12/15/35		2,746,890
	ARS 5,000		Argentina Government International Bond, due 12/15/35		177
$	8,325,000	S	Argentina Government International Bond, due 12/15/35		1,053,945
	1,900,000	Z	Argentina Government International Bond, 1.840%, due 10/03/15		1,643,500
	ARS 1,600,000	S	Argentina Government International Bond, 5.830%, due 12/31/33		637,963
$	8,184,750	S	Argentina Government International Bond, 8.280%, due 12/31/33		8,307,521
	280,000	#,S	Province of Buenos Aires, 9.375%, due 09/14/18		256,900
	5,600,000	+,S	Province of Buenos Aires Argentina, 3.000% (step rate 4.000%), due 05/15/35		2,279,200
	2,200,000		Province of Buenos Aires Argentina, 9.375%, due 09/14/18		2,018,500
	4,130,000		Province of Buenos Aires Argentina, 9.625%, due 04/18/28		3,737,650
	500,000	#	Provincia Del Neuquen Titulo Provincial, 8.656%, due 10/18/14		512,500

					24,467,448

			Belize: 0.1%
	330,000	+,C	Belize Government International Bond, 4.250% (step rate 6.000%), due 02/20/29		250,800

					250,800

			Bosnia and Herzegovina: 0.1%
	DEM 750,000	S,Z	Bosnia & Herzegovina Government International Bond, 11.850%, due 12/11/17		349,948

					349,948

			Brazil: 5.8%
$	150,000	S	Brazil Government International Bond, 8.250%, due 01/20/34		194,775
	1,680,000	S	Brazil Government International Bond, 8.750%, due 02/04/25		2,205,000
	100,000	S	Brazil Government International Bond, 8.875%, due 10/14/19		126,500
	600,000	S	Brazil Government International Bond, 10.125%, due 05/15/27		887,280
	3,000,000	C,S	Brazil Government International Bond, 11.000%, due 08/17/40		4,034,250
	6,200,000		Brazilian Government International Bond, 7.125%, due 01/20/37		7,176,500
	3,600,000	C	Federative Republic of Brazil, 6.000%, due 01/17/17		3,688,200

					18,312,505

			Colombia: 3.4%
	50,000	S	Colombia Government International Bond, 10.000%, due 01/23/12		58,500
	58,000	S	Colombia Government International Bond, 11.750%, due 02/25/20		86,855
	4,930,000	S	Republic of Colombia, 7.375%, due 01/27/17		5,452,580
	1,420,000	S	Republic of Colombia, 7.375%, due 09/18/37		1,625,190
	2,055,000	S	Republic of Colombia, 8.125%, due 05/21/24		2,481,413
	COP 2,061,000,000		Republic of Colombia, 9.850%, due 06/28/27		1,065,049

					10,769,587

			Dominican Republic: 0.8%
$	250,000	#,S	Dominican Republic International Bond, 8.625%, due 04/20/27		288,750
	2,025,000		Dominican Republic International Bond, 8.625%, due 04/20/27		2,338,875

					2,627,625

			El Salvador: 2.2%
	200,000	#,S	El Salvador Government International Bond, 7.650%, due 06/15/35		232,500
	2,430,000		El Salvador Government International Bond, 7.650%, due 06/15/35		2,830,950
	3,240,000	S	El Salvador Government International Bond, 8.250%, due 04/10/32		3,969,000

					7,032,450

			Ghana: 0.3%
	900,000	#	Republic of Ghana, 8.500%, due 10/04/17		927,000

					927,000

			Indonesia: 2.7%
	200,000	#	Indonesia Government International Bond, 6.625%, due 02/17/37		197,250

See Accompanying Notes to Financial Statements

214

PORTFOLIO OF INVESTMENTS

ING EMERGING MARKETS FIXED INCOME FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


Principal
Amount				Value


			Indonesia (continued)
$	4,250,000		Indonesia Government International Bond, 6.625%, due 02/17/37	$	4,175,285
	3,000,000		Indonesia Government International Bond, 7.500%, due 01/15/16		3,286,173
	670,000	S	Indonesia Government International Bond, 8.500%, due 10/12/35		817,325

					8,476,033

			Iraq: 1.6%
	8,300,000	C,S	Republic of Iraq, 5.800%, due 01/15/28		5,063,000

					5,063,000

			Ivory Coast: 0.0%
	400,000	S	Ivory Coast Government International Bond, 2.000%, due 03/30/18		147,000

					147,000

			Lebanon: 0.1%
	210,000		Lebanon Government International Bond, 8.250%, due 04/12/21		193,200

					193,200

			Mexico: 2.9%
	4,200,000	C	Mexico Government International Bond, 5.625%, due 01/15/17		4,271,400
	2,100,000		Mexico Government International Bond, 7.500%, due 04/08/33		2,558,850
	1,700,000		Mexico Government International Bond, 8.300%, due 08/15/31		2,235,500
	381		United Mexican States, Discount Note, due 11/07/07		11,621

					9,077,371

			Nigeria: 0.7%
	500,000	S	Central Bank of Nigeria, 5.092%, due 01/05/10		86,750
	2,000,000		UBS AG, due 08/02/17		1,977,040

					2,063,790

			Pakistan: 0.6%
	830,000		Islamic Republic of Pakistan, 6.875%, due 06/01/17		753,225
	380,000		Pakistan Government International Bond, 7.125%, due 03/31/16		353,064
	1,010,000	S	Pakistan Government International Bond, 7.875%, due 03/31/36		949,581

					2,055,870

			Panama: 1.0%
	50,000		Panama Government International Bond, 6.700%, due 01/26/36		52,750
	1,595,000	S	Panama Government International Bond, 7.125%, due 01/29/26		1,766,463
	1,000,000		Panama Government International Bond, 8.875%, due 09/30/27		1,302,500
	130,000	S	Panama Government International Bond, 9.375%, due 04/01/29		177,450

					3,299,163

			Peru: 2.9%
	3,500,000		Peru Government International Bond, 6.550%, due 03/14/37		3,692,500
	PEN 5,000,000	#	Peru Government International Bond, 6.900%, due 08/12/37		1,745,497
$	2,420,000	S	Peru Government International Bond, 7.350%, due 07/21/25		2,789,050
	370,000	S	Peru Government International Bond, 8.750%, due 11/21/33		495,800
	276,000	C	Peru Government International. Bond, 6.438%, due 03/07/17		275,862
	140,000		Republic of Peru, 6.438%, due 03/07/17		139,965

					9,138,674

			Philippines: 5.4%
	4,430,000	S	Philippine Government International Bond, 7.750%, due 01/14/31		5,072,350
	1,950,000		Philippine Government International Bond, 8.000%, due 01/15/16		2,218,125
	4,500,000		Philippine Government International Bond, 8.250%, due 01/15/14		5,090,400
	1,100,000		Philippine Government International Bond, 8.875%, due 03/17/15		1,298,000
	2,000,000		Philippine Government International Bond, 9.000%, due 02/15/13		2,310,000
	500,000	S	Philippine Government International Bond, 9.375%, due 01/18/17		621,250
	270,000	S	Philippine Government International Bond, 9.875%, due 01/15/19		352,350

					16,962,475

			Russia: 4.8%
	4,544,100	+,S	Russia Government International Bond, 7.500%, due 03/31/30		5,125,958
	5,500,000	S	Russia Government International Bond, 12.750%, due 06/24/28		9,912,458

					15,038,416

			South Africa: 0.1%
	205,000		South Africa Government International Bond, 5.875%, due 05/30/22		206,501

					206,501

			Sri Lanka: 0.1%
	370,000	#	Democratic Socialist Republic of Sri Lanka, 8.250%, due 10/24/12		369,538

					369,538

See Accompanying Notes to Financial Statements

215

PORTFOLIO OF INVESTMENTS

ING EMERGING MARKETS FIXED INCOME FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


Principal
Amount				Value


			Turkey: 7.2%
$	8,250,000	S	Republic of Turkey, 7.000%, due 09/26/16	$	8,673,215
	1,000,000		Turkey Government International Bond, 6.875%, due 03/17/36		996,300
	220,000	S	Turkey Government International Bond, 7.250%, due 03/15/15		234,036
	7,550,000	S	Turkey Government International Bond, 7.375%, due 02/05/25		8,050,565
	1,530,000	S	Turkey Government International Bond, 8.000%, due 02/14/34		1,723,086
	1,200,000		Turkey Government International Bond, 9.500%, due 01/15/14		1,416,000
	TRY 1,580,000		Turkey Government International Bond, 10.000%, due 02/15/12		1,479,951
	TRY 130,000		Turkey Government International Bond, 14.000%, due 01/19/11		112,147

					22,685,300

			Ukraine: 2.8%
$	7,200,000		Ukraine Government International Bond, 6.580%, due 11/21/16		7,307,849
	180,000	#,S	Ukraine Government International Bond, 6.580%, due 11/21/16		183,375
	1,180,000	S	Ukraine Government International Bond, 7.650%, due 06/11/13		1,270,860

					8,762,084

			United Kingdom: 0.9%
	1,400,000		Credit Suisse First Boston International for CJSC The EXIM of Ukraine, 6.800%, due 10/04/12		1,370,880
	1,500,000		Credit Suisse First Boston International for CJSC The EXIM of Ukraine, 7.650%, due 09/07/11		1,523,252

					2,894,132

			Uruguay: 3.7%
	370,000	S	Oriental Republic of Uruguay, 7.625%, due 03/21/36		415,325
	3,517,500	&	Uruguay Government International Bond, 7.875%, due 01/15/33		4,009,950
	3,300,000	S	Uruguay Government International Bond, 8.000%, due 11/18/22		3,778,500
	2,780,000	S	Uruguay Government International Bond, 9.250%, due 05/17/17		3,377,700
	100,000		Uruguay Government International Bond, 7.500%, due 03/15/15		108,500

					11,689,975

			Venezuela: 3.9%
	1,500,000		Bolivarian Republic of Venezuela, 9.375%, due 01/13/34		1,660,500
	1,400,000		Republic of Venezuela, 6.000%, due 12/09/20		1,182,300
	3,000,000	S	Venezuela Government International Bond, 5.750%, due 02/26/16		2,595,000
	6,000,000		Venezuela Government International Bond, 7.650%, due 04/21/25		5,715,000
	300,000	S	Venezuela Government International Bond, 8.500%, due 10/08/14		309,000
	300,000	S	Venezuela Government International Bond, 9.250%, due 09/15/27		329,550
	340,000	S	Venezuela Government International Bond, 13.625%, due 08/15/18		461,550

					12,252,900

			Total Other Bonds (Cost $193,558,926)		195,112,785

Total Investments in Securities
(Cost $283,649,478)*

90.1

284,317,370

Other Assets and
Liabilities-Net

9.9

31,345,049

Net Assets

100.0

315,662,419


&		Payment-in-kind
+		Step-up basis bonds. Interest rates shown reflect current and next coupon rates.
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
C		Bond may be called prior to maturity date.
I		Illiquid security
S		All or a portion of this security is segregated for certain derivatives, when-issued or delayed delivery securities and forward currency exchange contracts.
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
ARS		Argentine Peso
BRL		Brazilian Real
COP		Colombian Peso
PEN		Peruvian Nuevo Sol
RUB		Russian Ruble
TRY		Turkish Lira
*		Cost for federal income tax purposes is $283,725,115. Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	5,490,635
Gross Unrealized Depreciation		(4,898,380	)

Net Unrealized Appreciation	$	592,255

See Accompanying Notes to Financial Statements

216

PORTFOLIO OF INVESTMENTS

ING EMERGING MARKETS FIXED INCOME FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


	Percentage of
Industry	Net Assets


Banks		6.3	%
Collateralized Mortgage Obligations		0.9
Diversified Financial Services		6.0
Electric		2.7
Foreign Government Bonds		61.8
Forest Products & Paper		0.2
Gas		0.4
Iron/ Steel		0.3
Mining		1.3
Multi-National		0.1
Municipal		0.2
Oil & Gas		8.5
Telecommunications		0.8
Transportation		0.6
Other Assets and Liabilities — Net		9.9

Net Assets		100.0	%

ING Emerging Markets Fixed Income Fund Open Futures Contracts on October 31, 2007


	Number of		Notional		Expiration		Unrealized
Contract Description	Contracts		Market Value($)		Date		Depreciation

Long Contracts
U.S. Treasury Long Bond		10		1,125,938		12/19/07	$	(3,438	)

							$	(3,438	)

See Accompanying Notes to Financial Statements

217

PORTFOLIO OF INVESTMENTS

ING GLOBAL BOND FUND

AS OF OCTOBER 31, 2007


Principal
Amount				Value






CORPORATE BONDS/NOTES: 2.2%
			Airlines: 0.5%
$	150,000	C	Delta Airlines, Inc., 7.570%, due 11/18/10	$	155,003

					155,003

			Beverages: 1.5%
	BRL 900,000	@@,#	Ambev International Finance Co., Ltd., 9.500%, due 07/24/17		468,032

					468,032

			Electric: 0.2%
$	64,000	C	Commonwealth Edison Co., 4.700%, due 04/15/15		60,367

					60,367

			Total Corporate Bonds/Notes (Cost $700,505)		683,402





U.S. GOVERNMENT AGENCY OBLIGATIONS: 13.6%
			Federal Home Loan Mortgage Corporation: 5.3%
	56,000	Z	5.170%, due 03/15/31		16,980
	1,253,000	W	5.500%, due 11/15/34		1,233,617
	225,000	W	6.000%, due 11/15/33		226,441
	152,000	W	6.500%, due 11/15/34		155,681

					1,632,719

			Federal National Mortgage Corporation: 8.3%
	267,000		5.000%, due 11/15/20		262,870
	310,585	S	5.000%, due 03/01/37		293,541
	481,000	W	5.000%, due 11/15/37		461,610
	221,000	W	5.500%, due 11/15/18		221,380
	426,781	S	5.500%, due 06/01/37		420,632
	441,000	S	6.000%, due 11/15/34		444,239
	432,000		6.500%, due 11/13/36		442,159

					2,546,431

			Total U.S. Government Agency Obligations (Cost $4,156,910)		4,179,150





U.S. TREASURY OBLIGATIONS: 22.4%
			U.S. Treasury Bonds: 0.7%
	200,000		4.750%, due 08/15/17		204,469

					204,469

			U.S. Treasury Notes: 14.2%
	106,000	Z	3.522%, due 10/31/12		104,973
	400,000	Z	3.162%, due 10/31/09		397,844
	1,799,000		4.000%, due 09/30/09		1,802,092
	2,060,000		4.500%, due 05/15/10		2,089,775

					4,394,684

			Treasury Inflation Indexed Protected Securities: 7.5%
	139,325		2.000%, due 01/15/16		138,281
	135,129		2.375%, due 04/15/11		137,272
	132,999		2.375%, due 01/15/17		135,877
	555,927		2.375%, due 01/15/25		567,828
	1,003,190		2.625%, due 07/15/17		1,048,413
	281,449		3.875%, due 01/15/09		289,014

					2,316,685

			Total U.S. Treasury Obligations (Cost $6,852,811)		6,915,838





ASSET-BACKED SECURITIES: 0.8%
			Automobile Asset-Backed Securities: 0.8%
	115,495	C,S	AmeriCredit Automobile Receivables Trust, 4.220%, due 07/06/09		115,248
	123,049	C,S	Morgan Stanley Auto Loan Trust, 3.240%, due 03/15/12		122,103

			Total Asset-Backed Securities (Cost $235,389)		237,351





COLLATERALIZED MORTGAGE OBLIGATIONS: 1.5%
	122,000	C,S	Greenwich Capital Commercial Funding Corp., 5.117%, due 04/10/37		121,895
	250,000	C,S	JPMorgan Chase Commercial Mortgage Securities Corp., 4.865%, due 03/15/46		245,005
	97,000	C,S	LB-UBS Commercial Mortgage Trust, 5.103%, due 11/15/30		96,913

			Total Collateralized Mortgage Obligations (Cost $461,106)		463,813





OTHER BONDS: 56.4%
			Foreign Government Bonds: 56.4%
	EUR 4,305,000		Bundesobligation, 3.500%, due 10/09/09		6,166,436
	EUR 1,255,000		Bundesrepub. Deutschland, 4.250%, due 07/04/17		1,823,009
	CAD 230,000		Canada Government International Bond, 3.750%, due 06/01/08		242,758
	CAD 230,000		Canadian Government International Bond, 5.750%, due 06/01/33		294,241
	EUR 930,000		France Government International Bond OAT, 3.250%, due 04/25/16		1,249,398
	EUR 915,000		Italy Buoni Poliennali Del Tesoro, 3.750%, due 08/01/16		1,263,266
	JPY 260,500,000		Japan Government Five Year Bond, 1.500%, due 06/20/12		2,302,713
	JPY 188,400,000		Japan Government International Bond, 1.700%, due 03/20/17		1,652,722
	MXN 5,700,000		Mexican Bonos, 8.000%, due 12/17/15		538,460
	GBP 772,000		United Kingdom Gilt Bond, 4.750%, due 06/07/10		1,594,741
	UYU 6,067,000	X	Uruguay Government International Bond, 4.250%, due 04/05/27		280,969

			Total Other Bonds (Cost $16,244,949)		17,408,713

See Accompanying Notes to Financial Statements

218

PORTFOLIO OF INVESTMENTS

ING GLOBAL BOND FUND

AS OF OCTOBER 31, 2007 (CONTINUED)


No. of
Contracts			Value






PURCHASED OPTIONS: 0.1%
		Purchased Options: 0.1%
	8	Call Option CME 90-Day Eurodollar Future 06/08 Strike @ $95.00 - Exp 06/16/08	$	13,100
	11	Call Option CME 90-Day Eurodollar Future 09/08 Strike @ $95.00 - Exp 09/15/08		20,488

		Total Purchased Options (Cost $26,210)		33,588

		Total Long-Term Investments (Cost $28,677,880)		29,921,855



Shares				Value






SHORT-TERM INVESTMENTS: 8.0%
			Mutual Fund: 6.5%
	2,000,000	**,S	ING Institutional Prime Money Market Fund	$	2,000,000

			Total Mutual Fund (Cost $2,000,000)		2,000,000


Principal
Amount				Value


			Foreign Government Securities: 0.3%
	CAD 100,000	Z	Canadian Treasury Bill, 4.220%, due 03/06/08	$	104,353

			Total Foreign Government Securities (Cost $98,492)		104,353

			Repurchase Agreement: 1.2%
$	370,000		Morgan Stanley Repurchase Agreement dated 10/31/07, 4.780%, due 11/01/07, $370,049 to be received upon repurchase (Collateralized by $380,000 Federal Home Loan Mortgage Corporation, 3.920%, Market Value plus accrued interest $380,180, due 07/08/10)		370,000

			Total Repurchase Agreement (Cost $370,000)		370,000

			Total Short-Term Investments (Cost $2,468,492)		2,474,353

Total Investments in Securities
(Cost $31,146,372)*

105.0

32,396,208

Other Assets and
Liabilities-Net

(5.0

)

(1,538,775

)

Net Assets

100.0

30,857,433


@@		Foreign Issuer
#		Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise footnoted, these securities have been determined to be liquid under the guidelines established by the Funds’ Board of Directors/Trustees.
C		Bond may be called prior to maturity date.
W		When-issued or delayed delivery security
S		All or a portion of this security is segregated for certain derivatives, when-issued or delayed delivery securities and forward currency exchange contracts.
**		Investment in affiliate
X		Fair value determined by ING Funds Valuation Committee appointed by the Funds’ Board of Directors/Trustees.
Z		Indicates Zero Coupon Bond; rate shown reflects current effective yield.
BRL		Brazilian Real
CAD		Canadian Dollar
EUR		EU Euro
GBP		British Pound
JPY		Japanese Yen
MXN		Mexican Peso
*		Cost for federal income tax purposes is $31,146,951.
		Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	1,272,433
Gross Unrealized Depreciation		(23,176	)

Net Unrealized Appreciation	$	1,249,257

See Accompanying Notes to Financial Statements

219

PORTFOLIO OF INVESTMENTS

ING GLOBAL BOND FUND

AS OF OCTOBER 31, 2007 (CONTINUED)

At October 31, 2007 the following forward currency contracts were outstanding for the ING Global Bond Fund:


					In						Unrealized
			Settlement		Exchange		USD				Appreciation/
Currency	Buy/Sell		Date		For		Equivalent		Value		(Depreciation)

Australia Dollars AUD 172,817		Buy		11/30/07		154,800 USD		—	$	160,693	$	5,893
Australia Dollars AUD 333,043		Buy		11/30/07		305,000 USD		—		309,678		4,678
Switzerland Francs CHF 250,092		Buy		11/30/07		214,424 USD		—		216,356		1,932
Switzerland Francs CHF 697,358		Buy		11/30/07		598,000 USD		—		603,288		5,288
Denmark Kroner DKK 790,000		Buy		11/30/07		152,964 USD		—		153,602		638
Japanese Yen JPY 76,038,438		Buy		11/30/07		662,500 USD		—		661,460		(1,041	)
Japanese Yen JPY 76,050,363		Buy		11/30/07		662,500 USD		—		661,564		(936	)
Korea (South) Won KRW 277,474,680		Buy		11/15/07		303,450 USD		—		308,280		4,830
New Zealand Dollars NZD 235,000		Buy		11/30/07		178,296 USD		—		180,675		2,378
Poland Zlotych PLN 388,822		Buy		11/15/07		146,500 USD		—		155,386		8,886
Sweden Kronor SEK 3,624,584		Buy		11/15/07		565,559 USD		—		570,763		5,204

											$	37,750

Australia Dollars AUD 323,896		Sell		11/15/07		385,000 NZD		296,456	$	301,425	$	(4,970	)
Switzerland Francs CHF 250,092		Sell		11/30/07		216,000 USD		—		216,356		(356	)
British Pound Sterling GBP 285,000		Sell		12/14/07		587,313 USD		—		591,760		(4,447	)
British Pound Sterling GBP 148,756		Sell		12/14/07		307,000 USD		—		308,871		(1,871	)
Japanese Yen JPY 59,785,420		Sell		11/30/07		512,082 USD		—		520,075		(7,991	)
Norway Krone NOK 1,642,164		Sell		11/30/07		304,000 USD		—		305,834		(1,834	)
New Zealand Dollars NZD 385,000		Sell		11/15/07		326,505 AUD		303,853		296,456		7,397
New Zealand Dollars NZD 235,000		Sell		11/30/07		179,080 USD		—		180,675		(1,594	)
New Zealand Dollars NZD 360,777		Sell		11/30/07		268,200 USD		—		277,376		(9,176	)
Sweden Kronor SEK 1,868,584		Sell		11/15/07		289,000 USD		—		294,246		(5,246	)
Sweden Kronor SEK 2,495,095		Sell		11/30/07		389,000 USD		—		393,003		(4,003	)
Sweden Kronor SEK 1,756,000		Sell		11/15/07		273,760 USD		—		276,517		(2,757	)

											$	(36,848	)

ING Global Bond Fund Open Futures Contracts on October 31, 2007


	Number							Unrealized
	of		Notional			Expiration		Appreciation/
Contract Description	Contracts		Market Value($)			Date		(Depreciation)

Long Contracts

90-Day Eurodollar		13		3,103,913			03/17/08	$	9,164
90-Day Eurodollar		14		3,349,150			09/15/08		(1,082	)
Euro-Bund		11		1,805,794			12/06/07		(23,892	)
Euro-Schatz		27		4,036,605			12/06/07		(2,557	)
Long Gilt		6		1,338,656			12/27/07		(762	)
U.S. Dollar Index		25		1,911,500			12/17/07		(58,763	)
U.S. Treasury 2-Year Note		31		6,420,391			12/31/07		9,521
U.S. Treasury 5-Year Note		5		536,719			12/31/07		613

								$	(67,758	)

Short Contracts

90-Day Eurodollar		14		(3,341,100	)		09/14/09	$	(1,422	)
Fed Fund 30-Day		3		(1,196,283	)		03/31/08		(1,539	)
Fed Fund 30-Day		3		(1,196,908	)		04/30/08		(1,890	)
Fed Fund 30-Day		2		(798,397	)		05/30/08		(1,730	)
U.S. Treasury Long Bond		6		(675,563	)		12/19/07		(390	)

								$	(6,971	)

See Accompanying Notes to Financial Statements

220

PORTFOLIO OF INVESTMENTS

ING GLOBAL BOND FUND

AS OF OCTOBER 31, 2007 (CONTINUED)

ING Global Bond Fund Credit Default Swap Agreements Outstanding on October 31, 2007:

(Pay)/Receive

Unrealized

Buy/Sell

Fixed Rate

Termination

Notional

Appreciation/

Counterparty

Reference Entity/Obligation

Protection

(%)

Date

Amount

(Depreciation)

UBS AG

Australia & NZ Banking Group 4.450%, 02/05/15

Buy

(0.350)

09/20/17

USD

50,000

(176

)

Citibank N.A., New York

Bank of Scotland 5.125%, 12/05/13

Buy

(0.660)

09/20/17

USD

100,000

877

UBS AG

Bank of Scotland 5.125%, 12/05/13

Buy

(0.410)

09/20/17

USD

50,000

1,422

Citibank N.A., New York

BNP Paribas 5.250%, 12/17/12

Buy

(0.520)

09/20/17

USD

100,000

(41

)

UBS AG

CDX.EM.7 Index

Buy

(1.250)

06/20/12

USD

1,000,000

(23,637

)

UBS AG

CDX.EM.7 Index

Buy

(1.250)

06/20/12

USD

500,000

(19,301

)

Lehman Brothers Special Financing Inc.

CDX.NA.HY.8 (15-25% Tranche) Index

Buy

(4.350)

06/20/12

USD

500,000

(1,478

)

Barclays Bank PLC

Federative Republic of Brazil 12.250%, 03/06/30

Sell

0.240

06/20/08

USD

2,850,000

1,328

Barclays Bank PLC

Federative Republic of Brazil 12.250%, 03/06/30

Buy

(0.725)

06/20/12

USD

1,000,000

(102

)

Citibank N.A., New York

Federative Republic of Brazil 12.250%, 03/06/30

Sell

0.240

07/20/08

USD

1,200,000

(765

)

Citibank N.A., New York

Federative Republic of Brazil 12.250%, 03/06/30

Buy

(0.740)

07/20/12

USD

300,000

697

UBS AG

HSBC Bank PLC 4.250%, 03/18/16

Buy

(0.400)

09/20/17

USD

50,000

588

UBS AG

Royal Bank of Scotland PLC 6.000%, 05/10/13

Buy

(0.400)

09/20/17

USD

50,000

924

Citibank N.A., New York

Simon Property Group LP 6.350%, 08/28/12

Buy

(0.380)

09/20/12

USD

500,000

2,037

Citibank N.A., New York

Societe Generale 6.625%, 04/27/15

Buy

(0.510)

09/20/17

USD

100,000

(285

)

UBS AG

Societe Generale 6.625%, 04/27/15

Buy

(0.380)

09/20/17

USD

50,000

377

Citibank N.A., New York

Standard Chartered Bank 3.625%, 02/03/17

Buy

(0.670)

09/20/17

USD

100,000

272

UBS AG

Standard Chartered Bank 3.625%, 02/03/17

Buy

(0.420)

09/20/17

USD

50,000

1,123

Citibank N.A., New York

United Mexican States 7.500%, 04/08/33

Sell

0.160

07/20/08

USD

1,200,000

Citibank N.A., New York

United Mexican States 7.500%, 04/08/33

Buy

(0.355)

07/20/12

USD

150,000

481

UBS AG

Westpac Banking Corp. 5.875%, 04/29/18

Buy

(0.350)

09/20/17

USD

50,000

425

(35,169

)

See Accompanying Notes to Financial Statements

221

PORTFOLIO OF INVESTMENTS

ING DIVERSIFIED INTERNATIONAL FUND

AS OF OCTOBER 31, 2007



Shares			Value






AFFILIATED INVESTMENT COMPANIES: 99.9%
	751,911	ING Emerging Countries Fund — Class I	$	31,302,060
	4,475,083	ING Foreign Fund — Class I		106,999,220
	8,454,731	ING Index Plus International Equity Fund — Class I		118,873,511
	9,457,521	ING International Capital Appreciation Fund — Class I		140,917,070
	5,257,569	ING International Equity Dividend Fund — Class I		55,572,506
	1,267,464	ING International Real Estate Fund — Class I		18,479,626
	1,011,616	ING International SmallCap Fund — Class I		67,495,061
	3,745,195	ING International Value Choice Fund — Class I		55,878,311

Total Investments in
Securities
(Cost $480,275,097)*

99.9

595,517,365

Other Assets and
Liabilities-Net

0.1

638,063

Net Assets

100.0

596,155,428


*		Cost for federal income tax purposes is $481,868,347. Net unrealized appreciation consists of:


Gross Unrealized Appreciation	$	113,649,018
Gross Unrealized Depreciation		—

Net Unrealized Appreciation	$	113,649,018

See Accompanying Notes to Financial Statements

222

SHAREHOLDER MEETING INFORMATION (UNAUDITED)

A special meeting of shareholders of ING Mutual Funds was held October 25, 2007, at the offices of ING Funds, 7337 East Doubletree Ranch Road, Scottsdale, AZ 85258.

A brief description of each matter voted upon as well as the results are outlined below:

Matters:

1 To approve a “Manager-of-Managers” arrangement for certain Funds to permit the Funds’ investment adviser, subject to prior approval by the Board, to enter into and materially amend agreements with unaffiliated sub-advisers without obtaining the approval of the Funds’ shareholders.

Results:

Shares

Voted

Shares

Against or

Shares

Broker

Total Shares

Proposal

Voted For

Withheld

Abstained

Non-Vote

Voted

ING Global Real Estate Fund

18,535,843

2,363,399

722,029

18,759,281

40,380,552

* The Shareholder Meeting for ING Global Real Estate Fund was adjourned to November 21, 2007.

Matters:

Results:

Shares

Voted

Shares

Against or

Shares

Broker

Total Shares

Proposal

Voted For

Withheld

Abstained

Non-Vote

Voted

ING Global Equity Dividend Fund

7,732,016

515,252

293,810

7,471,707

16,012,785

* The Shareholder Meeting for ING Global Equity Dividend Fund was adjourned to November 21, 2007.

Matters:

Results:


					Shares
					Voted
			Shares		Against or		Shares		Broker		Total Shares
	Proposal		Voted For		Withheld		Abstained		Non-Vote		Voted

ING International Growth Opportunities Fund		1		1,968,312		156,914		80,084		2,628,297		4,833,607
ING International Growth Opportunities Fund		2		1,971,624		154,901		78,785		2,628,297		4,833,607

* The Shareholder Meeting for ING International Growth Opportunities Fund was adjourned to November 21, 2007.

Matters:

Results:


					Shares
					Voted
			Shares		Against or		Shares		Broker		Total Shares
	Proposal		Voted For		Withheld		Abstained		Non-Vote		Voted

ING Russia Fund		1		3,697,982		494,701		115,550		4,474,050		8,782,284
ING Russia Fund		2		3,661,594		509,252		137,388		4,474,050		8,782,284

* The Shareholder Meeting for ING Russia Fund was adjourned to November 21, 2007.

223

SHAREHOLDER MEETING INFORMATION (UNAUDITED) (CONTINUED)

Matters:

1 To approve the conversion of certain Funds’ investment objectives from fundamental to non-fundamental.

Results:

Shares

Voted

Shares

Against or

Shares

Broker

Total Shares

Proposal

Voted For

Withheld

Abstained

Non-Vote

Voted

ING International SmallCap Fund

3,395,099

4,214,914

174,367

3,480,575

11,264,954

* The Shareholder Meeting for ING International SmallCap Fund was adjourned to November 21, 2007.

Matters:

1 To approve the conversion of certain Funds’ investment objectives from fundamental to non-fundamental.

Results:

Shares

Voted

Shares

Against or

Shares

Broker

Total Shares

Proposal

Voted For

Withheld

Abstained

Non-Vote

Voted

ING Emerging Countries Fund

2,760,985

245,373

122,734

2,113,993

5,243,085

* The Shareholder Meeting for ING Emerging Countries Fund was adjourned to November 21, 2007.

A special meeting of shareholders of ING Mayflower Trust was held October 30, 2007, at the offices of ING Funds, 7337 East Doubletree Ranch Road, Scottsdale, AZ 85258.

A brief description of each matter voted upon as well as the results are outlined below:

Matters:

Results:


					Shares
					Voted
			Shares		Against or		Shares		Broker		Total Shares
	Proposal		Voted For		Withheld		Abstained		Non-Vote		Voted

ING International Value Fund		1		45,655,311		10,044,203		1,316,795		53,677,313		110,693,623
ING International Value Fund		2		45,387,231		10,038,700		1,590,379		53,677,313		110,693,623

* The Shareholder Meeting for ING International Value Fund was adjourned to November 21, 2007.

Matters:

1 To approve an Agreement and Plan of Reorganization by and among ING International Equity Fund and ING Index Plus International Equity Fund providing for the reorganization of ING International Equity Fund with and into ING Index Plus International Equity Fund.

Results:

Shares

Voted

Shares

Against or

Shares

Broker

Total Shares

Proposal

Voted For

Withheld

Abstained

Non-Vote

Voted

ING International Equity Fund

3,304,929

128,053

148,345

—

3,581,327

* The Shareholder Meeting for ING International Equity Fund was adjourned to November 8, 2007.

224

TRUSTEE AND OFFICER INFORMATION (UNAUDITED)

The business and affairs of the Registrants are managed under the direction of the Board. A Trustee who is not an interested person of the Registrants, as defined in the 1940 Act, is an independent trustee (“Independent Trustee”). The Trustees and Officers of the Trusts are listed below. The Statement of Additional Information includes additional information about trustees of the Registrants and is available, without charge, upon request at (800) 992-0180.

Principal

Position(s) Term of Office Occupation(s)

held with and Length of during the Past

Name, Address and Age the Registrants Time Served⁽¹⁾ Five Years

Independent Trustees:

Colleen D. Baldwin⁽²⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 47 Trustee November 2007 —
Present Consultant (January 2005 to Present). Formerly, Chief Operating Officer, Ivy Asset Management Group (April 2002 — October 2004). Chief Operating Officer, AIG Global Investment Group. (May 1995 — January 2002).

John V. Boyer
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 54 Trustee January 2005 — Present Consultant (July 2007 — Present). Formerly, President and Chief Executive Officer, Franklin and Eleanor Roosevelt Institute (March 2006 — July 2007), and Executive Director, The Mark Twain House & Museum⁽²⁾(September 1989 — November 2005).

Patricia W. Chadwick⁽⁴⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 59 Trustee January 2006 — Present Consultant and President of self- owned company, Ravengate Partners LLC (January 2000 — Present).

Peter S. Drotch⁽²⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 65 Trustee November 2007 — Present Retired partner. PricewaterhouseCoopers.

J. Michael Earley
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 62 Trustee February 2002 — Present (ING Mayflower Trust)

February 2001 — Present (ING Mutual Funds) President, Chief Executive Officer and Director, Bankers Trust Company, N.A., Des Moines (June 1992 — Present).

Patrick W. Kenny
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 64 Trustee January 2005 — Present President and Chief Executive Officer, International Insurance Society (June 2001 — Present).

[Additional columns below]

[Continued from above table, first column(s) repeated]

Number of

Funds

in Fund

Complex

Overseen Other Directorships

Name, Address and Age by Trustee held by Trustee

Independent Trustees:

Colleen D. Baldwin⁽²⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 47 181 None

John V. Boyer
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 54 181 None

Patricia W. Chadwick⁽⁴⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 59 181 Wisconsin Energy (June 2006 — Present).

Peter S. Drotch⁽²⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 65 181 First Marblehead Corporation (October 2003 — Present); BlackRock Funds/State Street Research Funds, Trustee (February 2004 — January 2007); Tufts Health Plan, Director (June 2006 — Present); and University of Connecticut, Trustee (November 2004 — Present).

J. Michael Earley
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 62 181 Midamerica Financial Corporation (December 2002 — Present).

Patrick W. Kenny
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 64 181 Assured Guaranty Ltd. (April 2004 — Present); and Odyssey Reinsurance Holdings (November 2006 — Present).

225

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)


			Principal
	Position(s)	Term of Office	Occupation(s)
	held with	and Length of	during the Past
Name, Address and Age	the Registrants	Time Served⁽¹⁾	Five Years

Sheryl K. Pressler⁽⁴⁾7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 57	Trustee	January 2006 — Present	Consultant (May 2001 — Present).

David W.C. Putnam 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 68	Trustee	October 1999 — Present	Chair, Board of Directors and President, F.L. Putnam Securities Company, Inc. (June 1978 — Present).

Roger B. Vincent 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 62	Trustee	February 2001 — Present (ING Mayflower Trust) February 2002 — Present (ING Mutual Funds)	President, Springwell Corporation (March 1989 — Present).





Trustees who are “Interested Persons”:

Robert W. Crispin⁽⁵⁾7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 61	Trustee	November 2007 — Present	Chairman and Chief Executive Officer, ING Investment Management Co. (June 2001 — Present).

[Additional columns below]

[Continued from above table, first column(s) repeated]

Number of

Funds

in Fund

Complex

Overseen Other Directorships

Name, Address and Age by Trustee held by Trustee

Sheryl K. Pressler⁽⁴⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 57 181 Stillwater Mining Company (May 2002 — Present); California HealthCare Foundation (June 1999 — Present); and Romanian-American Enterprise Fund (February 2004 — Present).

David W.C. Putnam
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 68 181 Principled Equity Market Trust (December 1996 — Present); and Asian American Bank and Trust Company (June 1993 — Present).

Roger B. Vincent
7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 62 181 UGI Corporation (February 2006 — Present); and UGI Utilities, Inc. (February 2006 — Present).

Trustees who are “Interested Persons”:

Robert W. Crispin⁽⁵⁾7337 E. Doubletree Ranch Rd.
Scottsdale, Arizona 85258
Age: 61 181 ING Life Insurance and Annuity Company (May 2006 — Present); ING USA Annuity and Life Insurance Company (May 2006 — Present); Midwestern United Life Insurance Company (May 2006 — Present); ReliaStar Life Insurance Company (May 2006 — Present); Security Life of Denver Insurance Company (May 2006 — Present); Belair Insurance Company Inc. (August 2005 — Present); The Nordic Insurance Company of Canada (February 2005 — Present); Trafalgar Insurance Company of Canada (February 2005 — Present); ING Novex Insurance Company of Canada (February 2005 — Present); Allianz Insurance Company of Canada (February 2005 — Present); ING Canada Inc. (December 2004 — Present); and ING Foundation (March 2004 — Present).

226

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)


			Principal
	Position(s)	Term of Office	Occupation(s)
	held with	and Length of	during the Past
Name, Address and Age	the Registrants	Time Served⁽¹⁾	Five Years

Shaun P. Mathews⁽⁵⁾7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 52	Trustee	November 2007 — Present	President and Chief Executive Officer, ING Investments, LLC (December 2006 — Present), and Head of ING USFS Mutual Funds and Investment Products (October 2004 — Present). Formerly, CMO, ING USFS (April 2002 — October 2004), and Head of Rollover/Payout (October 2001 — December 2003).

[Additional columns below]

⁽¹⁾ Trustees serve until their successors are duly elected and qualified, subject to the Board’s retirement policy which states that each duly elected or appointed Trustee who is not an “interested person” of the Fund, as defined in the 1940 Act (“Independent Trustees”), shall retire from service as a Trustee at the conclusion of the first regularly scheduled meeting of the Board that is held after the Trustee reaches the age of 70. A unanimous vote of the Board may extend the retirement date of a Trustee for up to one year. An extension may be permitted if the retirement would trigger a requirement to hold a meeting of shareholders of the Fund under applicable law, whether for purposes of appointing a successor to the Trustee or if otherwise necessary under applicable law, in which case the extension would apply until such time as the shareholder meeting can be held or is no longer needed.

⁽²⁾ Ms. Baldwin and Messrs. Drotch, Crispin and Mathews each commenced services as Trustees of ING Mutual Funds on November 27, 2007. Ms. Baldwin and Messrs. Drotch, Crispin and Mathews each commenced services as Trustee of ING Mayflower Trust on November 27, 2007.

⁽³⁾ Shaun Mathews, President, ING USFS Mutual Funds and Investment Products, has held a seat on the Board of Directors of The Mark Twain House & Museum since September 19, 2002. ING Groep N.V. makes non-material, charitable contributions to The Mark Twain House & Museum.

⁽⁴⁾ Mses. Chadwick and Pressler each commenced services as Trustee on January 18, 2006.

⁽⁵⁾ Messrs. Crispin and Mathews are deemed to be “interested persons” of the Registrants as defined in the 1940 Act because of their relationship with ING Groep, N.V., the parent corporation of the Adviser, ING Investments, LLC and the Distributor, ING Funds Distributor, LLC.

227

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)


		Term of Office
	Position(s) Held	and Length of	Principal Occupation(s)
Name, Address and Age	with the Registrants	Time Served⁽¹⁾	during the Past Five Years





Officers:

Shaun P. Mathews⁽⁵⁾7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 52	President and Chief Executive Officer	November 2006 — Present	President and Chief Executive Officer, ING Investments, LLC⁽²⁾and ING Funds Services, LLC⁽³⁾(December 2006 — Present); and Head of ING USFS Mutual Funds and Investment Products (October 2004 — Present). Formerly, CMO, ING USFS (April 2002 — October 2004); and Head of Rollover/ Payout (October 2001 — December 2003).

Michael J. Roland 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 49	Executive Vice President	February 2002 — Present	Head of Mutual Fund Platform (February 2007 — Present); and Executive Vice President, ING Investments, LLC⁽²⁾and ING Funds Services, LLC⁽³⁾(December 2001 — Present). Formerly, Head of Product Management (January 2005 — January 2007); Chief Compliance Officer, ING Investments, LLC⁽²⁾and Directed Services, LLC⁽⁴⁾(October 2004 — December 2005); and Chief Financial Officer and Treasurer, ING Investments, LLC⁽²⁾(December 2001 — March 2005).

Stanley D. Vyner 230 Park Ave. New York, New York 10169 Age: 57	Executive Vice President	May 1999 — Present (ING Mutual Funds) November 1999 — Present (ING Mayflower Trust)	Executive Vice President, ING Investments, LLC⁽²⁾(July 2000 — Present); and Chief Investment Risk Officer, ING Investments, LLC⁽²⁾(January 2003 — Present). Formerly, Chief Investment Officer of International Investments (August 2000 — January 2003).

Joseph M. O’Donnell 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 53	Executive Vice President and Chief Compliance Officer	March 2006 — Present November 2004 — Present	Chief Compliance Officer of the ING Funds (November 2004 — Present); ING Investments, LLC⁽²⁾and Directed Services, LLC⁽⁴⁾(March 2006 — Present); and Executive Vice President of the ING Funds (March 2006 — Present). Formerly, Chief Compliance Officer of ING Life Insurance and Annuity Company (March 2006 — December 2006); Vice President, Chief Legal Counsel, Chief Compliance Officer and Secretary of Atlas Securities, Inc., Atlas Advisers, Inc. and Atlas Funds (October 2001 — October 2004).

Todd Modic 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 40	Senior Vice President, Chief/Principal Financial Officer and Assistant Secretary	March 2005 — Present	Senior Vice President, ING Funds Services, LLC⁽³⁾(April 2005 — Present). Formerly, Vice President, ING Funds Services, LLC⁽³⁾(September 2002 — March 2005); and Director of Financial Reporting, ING Investments, LLC⁽²⁾(March 2001 — September 2002).

Kimberly A. Anderson 7337 E. Doubletree Ranch Rd. Scottsdale, AZ 85258 Age: 43	Senior Vice President	November 2003 — Present	Senior Vice President, ING Investments, LLC⁽²⁾(October 2003 — Present). Formerly, Vice President and Assistant Secretary, ING Investments, LLC⁽²⁾(January 2001 — October 2003).

228

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)


		Term of Office
	Position(s) Held	and Length of	Principal Occupation(s)
Name, Address and Age	with the Registrants	Time Served⁽¹⁾	during the Past Five Years

Ernest J. C’DeBaca 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 38	Senior Vice President	May 2006 — Present	Senior Vice President, ING Investments, LLC⁽²⁾(December 2006 — Present); and ING Funds Services, LLC ⁽³⁾(April 2006 — Present). Formerly, Counsel, ING Americas, U.S. Legal Services (January 2004 — March 2006); and Attorney-Adviser, U.S. Securities and Exchange Commission (May 2001 — December 2003).

Robert Terris 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 37	Senior Vice President	May 2006 — Present	Senior Vice President, Head of Division Operations, ING Funds (May 2006 — Present); and Vice President, Head of Division Operations, ING Funds Services, LLC⁽³⁾(March 2006 — Present). Formerly, Vice President of Administration, ING Funds Services, LLC ⁽³⁾(October 2001 — March 2006).

Robyn L. Ichilov 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 40	Vice President and Treasurer	May 1999 — Present (ING Mutual Funds) November 1999 — Present (ING Mayflower Trust)	Vice President and Treasurer, ING Funds Services, LLC⁽³⁾(October 2001 — Present) and ING Investments, LLC⁽²⁾(August 1997 — Present).

Lauren D. Bensinger 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 53	Vice President	May 1998 — Present for IIF February 2003 — Present	Vice President and Chief Compliance Officer, ING Funds Distributor, LLC⁽⁵⁾(July 1995 — Present); and Vice President, ING Investments, LLC⁽²⁾(February 1996 — Present); and Director of Compliance, ING Investments, LLC⁽²⁾(October 2004 — Present). Formerly, Chief Compliance Officer, ING Investments, LLC⁽²⁾(October 2001 — October 2004).

Maria M. Anderson 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 49	Vice President	September 2004 — Present	Vice President, ING Funds Services, LLC ⁽³⁾(September 2004 — Present). Formerly, Assistant Vice President, ING Funds Services, LLC⁽³⁾(October 2001 — September 2004); and Manager of Fund Accounting and Fund Compliance, ING Investments, LLC⁽²⁾(September 1999 — October 2001).

William Evans 10 State House Square Harford, CT 06103 Age: 35	Vice President	November 2007 — Present	Vice President, Head of Mutual Fund Advisory Group (April 2007 — Present), Vice President,- U.S. Mutual Funds and Investment Products (May 2005 — April 2007), Senior Fund Analyst, U.S. Mutual Funds and Investment Products (May 2002 — May 2005).

Denise Lewis 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 44	Vice President	January 2007 — Present	Vice President, ING Funds Services, LLC ⁽³⁾(December 2006 — Present). Formerly, Senior Vice President, UMB Investment Services Group, LLC (November 2003 — December 2006); and Vice President, Wells Fargo Funds Management, LLC (December 2000 — August 2003).

229

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)


		Term of Office
	Position(s) Held	and Length of	Principal Occupation(s)
Name, Address and Age	with the Registrants	Time Served⁽¹⁾	during the Past Five Years

Kimberly K. Palmer 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 50	Vice President	March 2006 — Present	Vice President, ING Funds Services, LLC ⁽³⁾(March 2006 — Present). Formerly, Assistant Vice President, ING Funds Services, LLC⁽³⁾(August 2004 — March 2006); Manager, Registration Statements, ING Funds Services, LLC⁽³⁾(May 2003 — August 2004); Associate Partner, AMVESCAP PLC (October 2000 — May 2003); and Director of Federal Filings and Blue Sky Filings, INVESCO Funds Group, Inc. (March 1994 — May 2003).

Susan P. Kinens 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 30	Assistant Vice President	February 2003 — Present	Assistant Vice President, ING Funds Services, LLC⁽³⁾(December 2002 — Present); and has held various other positions with ING Funds Services, LLC ⁽³⁾for more than the last five years.

Huey P. Falgout, Jr. 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 44	Secretary	August 2003 — Present	Chief Counsel, ING Americas, U.S. Legal Services (September 2003 — Present). Formerly, Counsel, ING Americas, U.S. Legal Services (November 2002 — September 2003); and Associate General Counsel of AIG American General (January 1999 — November 2002).

Theresa K. Kelety 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 44	Assistant Secretary	August 2003 — Present	Counsel, ING Americas, U.S. Legal Services (April 2003 — Present). Formerly, Senior Associate with Shearman & Sterling (February 2000 — April 2003).

⁽¹⁾ The officers hold office until the next annual meeting of the Trustees and until their successors have been elected and qualified.

⁽²⁾ ING Investments, LLC was previously named ING Pilgrim Investments, LLC. ING Pilgrim Investments, LLC is the successor in interest to ING Pilgrim Investments, Inc., which was previously known as Pilgrim Investments, Inc. and before that was known as Pilgrim America Investments, Inc.

⁽³⁾ ING Funds Services, LLC was previously named ING Pilgrim Group, LLC. ING Pilgrim Group, LLC is the successor in interest to ING Pilgrim Group, Inc., which was previously known as Pilgrim Group, Inc. and before that was known as Pilgrim America Group, Inc.

⁽⁴⁾ Directed Services, LLC is the successor in interest to Directed Services, Inc.

⁽⁵⁾ ING Funds Distributor, LLC is the successor in interest to ING Funds Distributor, Inc., which was previously known as ING Pilgrim Securities, Inc., and before that was known as Pilgrim Securities, Inc., and before that was known as Pilgrim America Securities, Inc.

230

TAX INFORMATION (UNAUDITED)

Dividends paid during the year ended October 31, 2007 were as follows:


Fund Name		Type		Per Share Amount

ING Global Equity Dividend Fund
	Class A		NII	$	0.5500
	Class B		NII	$	0.4316
	Class C		NII	$	0.4368
	Class I		NII	$	0.1261
	Class O		NII	$	0.5657
	All Classes, except I*		STCG	$	0.5116
	All Classes, except I*		LTCG	$	0.2390
ING Global Natural Resources Fund
	Class A		NII	$	0.2598
	All Classes		LTCG	$	0.3538
ING Global Real Estate Fund
	Class A		NII	$	1.0822
	Class B		NII	$	0.9536
	Class C		NII	$	0.9520
	Class I		NII	$	1.1526
	Class O		NII	$	1.0993
	All Classes		STCG	$	0.0544
	All Classes		LTCG	$	0.2564
ING Emerging Countries Fund
	Class A		NII	$	0.4341
	Class B		NII	$	0.1825
	Class C		NII	$	0.2481
	Class I		NII	$	0.5366
	Class M		NII	$	0.2827
	Class Q		NII	$	0.4461
ING Foreign Fund
	All Classes		STCG	$	0.1910
	All Classes		LTCG	$	0.4902
ING Greater China Fund
	Class A		NII	$	0.0582
	Class B		NII	$	0.0395
	Class C		NII	$	0.0271
	Class I		NII	$	0.0809
	All Classes		STCG	$	0.0001
ING Index Plus International Equity Fund
	Class A		NII	$	0.0815
	Class B		NII	$	0.0583
	Class C		NII	$	0.0426
	Class I		NII	$	0.1201
	All Classes		STCG	$	0.2717
ING International Capital Appreciation Fund
	Class A		NII	$	0.0545
	Class B		NII	$	0.0337
	Class C		NII	$	0.0039
	Class I		NII	$	0.0868
	All Classes		STCG	$	0.2548
ING International Growth Opportunities Fund
	Class A		NII	$	0.1534
	Class B		NII	$	0.0516
	Class C		NII	$	0.0568
	Class I		NII	$	0.2064
	Class Q		NII	$	0.1777
	All Classes		STCG	$	0.1726
	All Classes		LTCG	$	0.9647
ING International Real Estate Fund
	Class A		NII	$	0.3406
	Class B		NII	$	0.2645
	Class C		NII	$	0.2625
	Class I		NII	$	0.3665
ING International SmallCap Fund
	Class A		NII	$	0.2812
	Class B		NII	$	—
	Class C		NII	$	0.0023
	Class I		NII	$	0.4771
	Class Q		NII	$	0.3380
ING International Value Fund
	Class A		NII	$	0.1998
	Class B		NII	$	0.0315
	Class C		NII	$	0.0540
	Class I		NII	$	0.2786
	Class Q		NII	$	0.2209
	All Classes		STCG	$	0.3492
	All Classes		LTCG	$	1.7879
ING International Value Choice Fund
	Class A		NII	$	0.0668
	Class B		NII	$	—
	Class C		NII	$	—
	Class I		NII	$	0.1001
	All Classes		STCG	$	0.1396
	All Classes		LTCG	$	0.0717
ING Russia Fund
	Class A		LTCG	$	3.1171
ING Emerging Markets Fixed Income Fund
	Class A		NII	$	0.6300
	Class B		NII	$	0.5528
	Class C		NII	$	0.5540
	Class I		NII	$	0.6109
	All Classes		STCG	$	0.0279
ING Global Bond Fund
	Class A		NII	$	0.4314
	Class B		NII	$	0.3764
	Class C		NII	$	0.3542
	Class I		NII	$	0.4651
	All Classes		STCG	$	0.1721
	All Classes		LTCG	$	0.0032
ING Diversified International Fund
	Class A		NII	$	0.0610
	Class B		NII	$	0.0080
	Class C		NII	$	0.0114
	Class I		NII	$	0.0769
	Class R		NII	$	0.0763

NII — Net investment income

STCG — Short-term capital gain

LTCG — Long-term capital gain


*	Class I commenced operations August 1, 2007.

Of the ordinary distributions made during the year ended October 31, 2007, the following percentages qualify for the dividends received deduction (DRD) available to corporate shareholders:


Global Equity Dividend		18.85%
Global Natural Resources		16.37%
International Growth Opportunities		0.49%
International Value Choice		0.05%
Global Bond		0.35%

231

TAX INFORMATION (UNAUDITED)(CONTINUED)

For the year ended October 31, 2007, the following are percentages of net investment income dividends paid by the Funds that are designated as qualifying dividend income (QDI) subject to reduced income tax rates for individuals:


Global Equity Dividend		46.03%
Global Natural Resources		23.29%
Emerging Countries		64.35%
Foreign		100.00%
Greater China		36.80%
Index Plus International Equity		37.71%
International Capital Appreciation		24.50%
International Growth Opportunities		3.21%
International Real Estate		14.64%
International SmallCap		75.21%
International Value		79.56%
International Value Choice		69.71%
Diversified International		47.17%

Pursuant to Internal Revenue Code Section 871(k)(1), the Funds designate the following percentages of net investment income distributions as interest-related dividends:


Global Equity Dividend		0.61%
Global Natural Resources		5.33%
Emerging Countries		3.14%
Greater China		0.62%
Index Plus International Equity		0.15%
International Capital Appreciation		1.08%
International Growth Opportunities		2.89%
International Real Estate		2.12%
International SmallCap		4.16%
International Value		1.05%
International Value Choice		4.82%
Emerging Markets Fixed Income		99.86%
Global Bond		76.16%

Pursuant to Internal Revenue Code Section 871(k)(2), the Funds designate the following percentages of net investment income distributions as short-term capital gain dividends:


Global Equity Dividend		100.00%
Foreign		100.00%
Greater China		100.00%
Index Plus International Equity		100.00%
International Capital Appreciation		100.00%
International Growth Opportunities		100.00%
International Value		100.00%
International Value Choice		100.00%
Emerging Markets Fixed Income		100.00%
Global Bond		100.00%

Pursuant to Section 853 of the Internal Revenue Code, the Funds designate the following amounts as foreign taxes paid for the year ended October 31, 2007:


	Foreign Taxes		Per Share
	Paid		Amount

Global Equity Dividend	$	906,368	$	0.0391
Disciplined International SmallCap	$	227,787	$	0.0059
Emerging Countries	$	1,063,541	$	0.1320
Greater China	$	103,213	$	0.0269
Index Plus International Equity	$	212,057	$	0.0243
International Capital Appreciation	$	136,492	$	0.0138
International Equity Dividend	$	15,761	$	0.0027
International Growth Opportunities	$	193,160	$	0.0207
International Real Estate	$	340,126	$	0.0094
International SmallCap	$	1,552,813	$	0.0865
International Value	$	14,537,587	$	0.0621
International Value Choice	$	208,235	$	0.0362
International Value Opportunities	$	24,546	$	0.0244

232

TAX INFORMATION (UNAUDITED)(CONTINUED)

Listed below are the gross income earned and foreign taxes paid by country for each fund shown above. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

Global Equity Dividend


	Gross Income		Foreign Tax
Country	Earned		Withheld

Australia	$	1,097,374	$	—
Belgium		436,947		65,542
Bermuda		26,868		—
Brazil		304,303		—
Canada		1,218,495		182,418
China		137,143		—
Denmark		86,866		13,031
European Community		1,188		—
France		611,485		90,916
Germany		195,783		29,367
Greece		184,430		—
Hong Kong		139,725		—
Hungary		437,462		—
Ireland		131,018		—
Israel		135,547		27,469
Italy		1,547,931		225,483
Luxembourg		84,897		12,735
Netherlands		155,709		23,356
New Zealand		159,156		23,865
Norway		163,579		24,538
Poland		236,431		35,524
Singapore		139,030		—
South Africa		199,980		—
South Korea		354,211		58,445
Sweden		106,265		15,940
Taiwan		334,059		59,687
Thailand		180,522		18,052
United Kingdom		2,470,521		—

Subtotal		11,276,925		906,368
United States		5,046,695		—

Total	$	16,323,620	$	906,368

Disciplined International SmallCap


	Gross Income			Foreign Tax
Country	Earned			Withheld

Australia	$	478,065		$	—
Belgium		7,599			1,140
Bermuda		42,621			—
Canada		331,597			47,232
Cayman Islands		2,920			—
China		5,185			—
Denmark		59			—
Euro		4,030			—
Finland		13,323			1,998
France		403,797			56,321
Germany		467,416			23,848
Greece		48,591			—
Hong Kong		122,897			—
Ireland		12,063			—
Italy		170,752			23,095
Japan		340,995			23,812
Netherlands		106,846			16,027
New Zealand		(24	)		—
Norway		45,391			4,193
Papua New Guinea		2,949			—
Portugal		1,155			115
Singapore		20,577			—
South Korea		19,718			2,716
Spain		114,691			15,150
Sweden		18,181			2,716
Switzerland		63,000			9,425
United Kingdom		962,946			—

Subtotal		3,807,339			227,787
United States		176,407			—

Total	$	3,983,746		$	227,787

233

TAX INFORMATION (UNAUDITED)(CONTINUED)

Emerging Countries


	Gross Income			Foreign Tax
Country	Earned			Withheld

Bermuda	$	297,208		$	—
Brazil		1,188,469			—
Chile		507,316			127,842
China		249,694			—
Czech Republic		524,269			78,640
Estonia		187,840			41,325
Greece		84,176			—
Hong Kong		(35	)		—
Hungary		831,778			—
Indonesia		60,216			9,032
Israel		894,075			178,815
Korea		(1	)		—
Mexico		171,281			—
Pakistan		39,955			3,995
Panama		372,665			—
Philippines		74,762			18,690
Singapore		113,687			—
South Korea		975,772			161,002
Taiwan		2,114,886			420,515
Thailand		256,164			23,684
Turkey		64			—
Venezuela		763,895			—

Subtotal		9,708,135			1,063,541
United States		185,354			—

Total	$	9,893,489		$	1,063,541

Greater China


	Gross Income		Foreign Tax
Country	Earned		Withheld

Bermuda	$	48,363	$	—
Cayman Islands		12,799		—
China		249,852		—
Hong Kong		536,235		—
Taiwan		518,265		103,213

Subtotal		1,365,514		103,213
United States		13,917		—

Total	$	1,379,431	$	103,213

Index Plus International Equity


	Gross Income		Foreign Tax
Country	Earned		Withheld

Australia	$	268,361	$	—
Austria		59,466		8,920
Belgium		41,828		5,766
Bermuda		32,294		—
China		488		—
Denmark		20,908		3,136
Euro Community		463		—
Finland		25,739		3,861
France		225,216		33,288
Germany		288,870		40,541
Greece		1,102		—
Hong Kong		43,739		—
Ireland		18,273		—
Italy		198,578		29,411
Japan		272,979		19,053
Netherlands		76,647		10,679
New Zealand		11,930		1,790
Norway		46,360		6,135
Portugal		10,896		1,175
Singapore		45,893		—
Spain		72,256		10,820
Sweden		105,706		15,860
Switzerland		145,876		21,622
United Kingdom		896,886		—

Subtotal		2,910,754		212,057
United States		85,128		—

Total	$	2,995,882	$	212,057

234

TAX INFORMATION (UNAUDITED)(CONTINUED)

International Capital Appreciation


	Gross Income			Foreign Tax
Country	Earned			Withheld

Australia	$	74,683		$	—
Austria		15,477			2,322
Bermuda		41,084			—
Brazil		76,017			—
Canada		42,285			6,343
European Community		(386	)		—
France		85,856			12,816
Germany		90,379			13,557
Greece		39,272			—
Hong Kong		16,595			—
India		17,887			—
Ireland		11,160			—
Israel		11,190			1,843
Italy		98,959			14,844
Japan		144,268			10,099
Mexico		8,458			—
Netherlands		23,899			3,585
Singapore		33,344			—
South Korea		39,433			6,507
Spain		180,696			27,100
Switzerland		178,964			26,845
Taiwan		53,163			10,633
United Kingdom		337,277			—

Subtotal		1,619,961			136,492
United States		43,731			—

Total	$	1,663,692		$	136,492

International Equity Dividend


	Gross Income		Foreign Tax
Country	Earned		Withheld

Australia	$	42,868	$	—
Belgium		5,292		794
Bermuda		3,471		—
Brazil		5,521		—
Canada		44,899		6,712
China		6,029		—
European Community		264		—
Hong Kong		2,502		—
Ireland		3,853		—
Israel		5,486		1,097
Italy		19,764		2,965
Luxembourg		4,360		654
Netherlands		2,143		321
New Zealand		7,480		1,122
South Africa		3,815		—
Spain		7,584		1,138
Thailand		9,593		959
United Kingdom		114,934		—

Subtotal		289,858		15,761
United States		30,408		—

Total	$	320,266	$	15,761

235

TAX INFORMATION (UNAUDITED)(CONTINUED)

International Growth Opportunities


	Gross Income			Foreign Tax
Country	Earned			Withheld

Belgium	$	24,911		$	3,737
Bermuda		53,773			—
Brazil		62,947			—
Canada		13,295			1,794
China		38,318			—
European Community		210			—
France		102,981			15,447
Germany		97,084			7,954
Greece		65,411			—
Hong Kong		101,789			—
India		(7,149	)		—
Ireland		40,995			—
Italy		198,805			29,821
Japan		253,170			17,726
Mexico		700			—
Russia		162,990			24,450
South Africa		(3	)		—
South Korea		1,388			229
Sweden		225,899			33,910
Switzerland		239,819			30,200
Taiwan		98,736			19,697
Turkey		55,392			8,197
United Kingdom		724,968			—

Subtotal		2,556,429			193,160
United States		247,619			—

Total	$	2,804,048		$	193,160

International Real Estate


	Gross Income			Foreign Tax
Country	Earned			Withheld

Australia	$	3,060,197		$	—
Bermuda		13,678			—
Brazil		8,281			—
Canada		620,413			92,763
China		165,139			—
Euro Community		3,026			—
Finland		110,304			16,546
France		568,839			84,225
Germany		78,844			4,273
Hong Kong		709,502			—
India		2,514			—
Italy		34,681			5,202
Japan		917,029			64,192
Luxembourg		8,748			—
Netherlands		238,950			35,843
Norway		111,556			16,718
Philippines		7,132			1,783
Singapore		515,523			—
Sweden		115,383			17,307
Switzerland		(78	)		—
Thailand		12,746			1,275
United Kingdom		792,871			—

Subtotal		8,095,276			340,126
United States		27,160			—

Total	$	8,122,435		$	340,126

236

TAX INFORMATION (UNAUDITED)(CONTINUED)

International SmallCap


	Gross Income			Foreign Tax
Country	Earned			Withheld

Australia	$	2,916,873		$	—
Australian Dollar		1,183			—
Austria		84,525			12,679
Belgium		348,541			52,281
Bermuda		587,275			—
Brazil		43,847			—
Canada		1,253,966			192,392
Cayman Islands		67,690			—
China		16,320			—
Denmark		315,871			47,140
European Community		1,659			—
Finland		338,963			50,844
France		1,931,425			253,188
Guernsey Channel Islands		29,967			—
Germany		1,160,240			108,348
Greece		88,530			—
Hong Kong		229,743			—
India		138,745			—
Indonesia		1,025			154
Ireland		18,586			—
Israel		58,182			11,638
Italy		372,267			56,499
Japan		2,129,226			147,848
Korea		3,083			—
Lichtensetin		35,739			734
Luxembourg		6,132			816
Malaysia		27,159			—
Mexico		27,290			—
Netherlands		691,180			86,031
New Zealand		139,931			20,945
Norway		1,017,703			110,489
Portugal		59,241			6,407
Russia		34,139			5,121
Singapore		834,780			—
South Korea		646,580			105,425
Spain		114,406			16,766
Sweden		522,988			78,423
Switzerland		321,024			48,155
Taiwan		503,649			99,681
Thailand		58,922			5,892
Turkey		448,496			34,918
United Kingdom		2,980,495			—
Venezuela		(62	)		—
Virgin Islands		(2,936	)		—

Subtotal		20,604,589			1,552,813
United States		535,284			—

Total	$	21,139,872		$	1,552,813

International Value


	Gross Income		Foreign Tax
Country	Earned		Withheld

Bermuda	$	2,174,815	$	—
Brazil		3,148,829		—
European Community		26,088		—
France		16,460,917		2,460,455
Germany		13,018,159		1,952,724
Italy		15,211,790		2,087,552
Japan		16,703,517		1,169,246
Mexico		2,254,297		—
Netherlands		17,511,788		2,033,961
New Zealand		3,951,449		592,373
Portugal		4,442,492		666,374
Singapore		470,318		—
South Korea		8,154,171		1,345,438
Spain		5,593,504		839,026
Switzerland		5,539,019		830,960
Taiwan		2,797,651		559,478
United Kingdom		27,072,431		—
Venezuela		4,801,206		—

Subtotal		149,332,441		14,537,587
United States		695,959		—

Total	$	150,028,400	$	14,537,587

237

TAX INFORMATION (UNAUDITED)(CONTINUED)

International Value Choice


	Gross Income		Foreign Tax
Country	Earned		Withheld

Australia	$	85,831	$	—
Belgium		89,171		13,376
Brazil		67,260		—
Canada		69,884		10,483
Euro Community		293		—
Finland		102,913		15,437
France		126,517		18,697
Italy		375,309		48,197
Japan		456,065		31,926
Mexico		95		—
South Africa		121,410		—
South Korea		163,673		27,006
Taiwan		209,008		43,113
United Kingdom		388,647		—

Subtotal		2,256,079		208,235
United States		27,679		—

Total	$	2,283,759	$	208,235

International Value Opportunities


	Gross Income		Foreign Tax
Country	Earned		Withheld

Australia	$	3,501	$	—
Belgium		13,792		1,510
Bermuda		1,838		—
Denmark		3,154		473
Euro Community		29		—
Finland		15,321		2,298
France		33,270		4,987
Germany		13,960		1,638
Greece		6,918		—
Hong Kong		1,889		—
Italy		45,740		6,075
Japan		31,626		2,114
Netherlands		11,744		1,762
New Zealand		5,292		794
Spain		6,708		1,006
Sweden		2,198		325
Switzerland		10,431		1,565
United Kingdom		86,066		—

Subtotal		293,477		24,546
United States		3,550		—

Total	$	297,027	$	24,546

Foreign taxes paid or withheld should be included in taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments. Shareholders are strongly advised to consult their own tax advisors regarding the appropriate treatment of foreign taxes paid.

Above figures may differ from those cited elsewhere in this report due to differences in the calculation of income and gains under U.S. generally accepted accounting principles (book) purposes and Internal Revenue Service (tax) purposes.

Shareholders are strongly advised to consult their own tax advisers with respect to the tax consequences of their investments in the Funds. In January, shareholders, excluding corporate shareholders, receive an IRS 1099-DIV regarding the federal tax status of the dividends and distributions they received in the calendar year.

238

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED)

BOARD CONSIDERATION AND APPROVAL OF NEW ADVISORY AND SUB-ADVISORY CONTRACTS FOR ING INTERNATIONAL EQUITY DIVIDEND FUND

Section 15 of the 1940 Act mandates that, when a series of IMF enters into new advisory or sub-advisory arrangements, the Board of IMF, including a majority of the Trustees who have no direct or indirect interest in the advisory and sub-advisory agreements governing those arrangements, and who are not “interested persons” of the series, as such term is defined under the 1940 Act (the “Independent Trustees”), must approve those advisory and sub-advisory agreements. Therefore, in order for a new series of IMF to be launched, the Board must approve an advisory and, if applicable, sub-advisory contract for that series prior to the commencement of its operations. At a meeting held on May 10, 2007, the Board considered and approved a new advisory agreement (“Advisory Contract”) and sub-advisory agreement (“Sub-Advisory Contract”) for ING International Equity Dividend Fund (the “Fund”), a new series of IMF that commenced operations on June 28, 2007, for an initial term that ends on November 30, 2008.

In reaching this decision, the Board took into account information furnished throughout the year at regular Board meetings with respect to ING Investments, LLC, the investment adviser to the Fund (the “Adviser” or “IIL”), and from ING Investment Management Advisors B.V. (“IIMA“ or the “Sub-Adviser”), the Fund’s proposed sub-adviser, as well as information prepared specifically in connection with the Board’s deliberations with respect to the approval of the advisory and sub-advisory arrangements for the Fund. The Board’s determination took into account a number of factors that its members believed, in light of the legal advice furnished to them by Kirkpatrick & Lockhart Preston Gates Ellis LLP (“K&L Gates”), their independent legal counsel, and their own business judgment, to be relevant. Further, while the Fund’s Advisory Contract and Sub-Advisory Contract were considered at the same Board meeting, the Trustees considered the Fund’s advisory and sub-advisory relationships separately.

Provided below is a discussion of certain factors the Board considered at the May 10, 2007 meeting in considering the new advisory and sub-advisory arrangements for the Fund. While the Board gave its attention to the information furnished, at its request, that was most relevant to its consideration, discussed below are a number of the primary factors relevant to the Board’s consideration as to whether to approve the Advisory and Sub-Advisory Contracts for initial terms ending November 30, 2008. Each Trustee may have accorded different weight to the various factors in reaching his or her conclusions with respect to the Fund’s advisory and sub-advisory arrangements.

Overview of the Contract Approval Process

In 2003, the Independent Trustees determined to undertake steps to further enhance the process under which the Board determines whether to approve new advisory and sub-advisory arrangements. Among these measures, the Board: retained the services of an independent consultant with experience in the mutual fund industry to assist the Independent Trustees in working with the personnel employed by the Adviser or its affiliates who administer the Fund (“Management”) to identify the types of information presented to the Board to inform its deliberations with respect to advisory and sub-advisory relationships; established the format in which the information requested by the Board is provided to the Board; and determined the process for reviewing such information in connection with the advisory and sub-advisory contract approval process. The end result was the implementation of the current process relied upon by the Board to review and analyze information in connection with its review and approval of new advisory and sub-advisory relationships.

Since the foregoing approval process was implemented, the Board regularly has reviewed and refined the process. In addition, the Board established a Contracts Committee and two Investment Review Committees, including the International/ Balanced/ Fixed Income Funds Investment Review Committee (the “I/ B/ F IRC”). The type and format of the information provided to the Board or its counsel to inform its approval process has been codified in the Fund’s “15(c) Methodology Guide” (the “Methodology Guide”). The Methodology Guide was developed under the direction of the Independent Trustees, and sets out a written blueprint under which the Independent Trustees request certain information necessary to facilitate a thorough and informed review in connection with the Trustees’ deliberations regarding advisory and sub-advisory relationships. Management provides information specific to the funds in the ING Funds complex to the Independent Trustees based on the Methodology Guide through “Fund Analysis and Comparison Tables” or “FACT” sheets prior to the Independent Trustees’ review of

239

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

new advisory and sub-advisory contracts. In 2005, the Independent Trustees retained an independent firm to verify and test the accuracy of certain of this information for a representative sample of funds in the ING Funds complex. The Independent Trustees have determined to conduct such testing periodically.

As part of a regular on-going process, the Board’s Contracts Committee recommends or considers recommendations from Management for refinements and other changes to the Methodology Guide and other aspects of the approval process. The I/ B/ F IRC also meets regularly with the Adviser, and has met with IIMA from time to time in the context of its management of other funds in the ING Funds complex. The Board employed its process when considering whether to approve the Advisory and Sub-Advisory Contracts. A number of the Board’s primary considerations and conclusions resulting from this process are discussed below.

Nature, Extent and Quality of Service

In determining whether to approve the Fund’s Advisory and Sub-Advisory Contracts for their initial terms ending November 30, 2008, the Independent Trustees received and evaluated such information as they deemed necessary regarding the nature, extent and quality of services to be provided to the Fund by IIL and the Sub-Adviser. This included information regarding IIL and IIMA provided throughout the year at regular Board meetings in the context of their services to other funds in the ING Funds complex, as well as information furnished with respect to the Fund at the May 10, 2007 Board meeting.

The materials requested by and provided to the Board and/or to K&L Gates prior to the May 10, 2007 Board meeting included the following items: (1) FACT sheets for the Fund that provide information about the Fund’s proposed expenses, compared to other, similarly managed funds in a selected peer group (“SPG”), as well as information about the Fund’s proposed investment portfolio, objective and strategies; (2) responses from the Adviser and the Sub-Adviser to a detailed series of questions posed by K&L Gates; (3) forms of Advisory and Sub-Advisory Contracts; (4) drafts of a narrative summary addressing key factors the Board considered in determining whether to approve the Fund’s Advisory and Sub-Advisory Contracts; and (5) other information relevant to the Board’s evaluations.

In arriving at its conclusions with respect to the proposed Advisory Contract, the Board was mindful of the “manager-of-managers” platform of the ING Funds. The Board also considered the techniques that the Adviser developed, at the Board’s direction, to screen and perform due diligence on sub-advisers that are recommended to the Board to manage the funds in the ING Funds complex.

The Board reviewed the level of staffing, quality and experience of the Fund’s proposed portfolio management team. The Board took into account the respective resources and reputations of IIL and IIMA, and evaluated the ability of IIL and IIMA to attract and retain qualified investment advisory personnel. The Board also considered the adequacy of the resources committed to the Fund (and other relevant funds in the ING Funds complex) by the Adviser and the Sub-Adviser, and whether those resources are commensurate with the needs of the Fund and are appropriate to attempt to sustain expected levels of performance, compliance, and other needs.

Based on their deliberations and the materials presented to them, the Board concluded that the advisory and related services provided by the Adviser and Sub-Adviser would be appropriate in light of the Fund’s anticipated operations, the competitive landscape of the investment company business, and investor needs, and that the nature and quality of the overall services to be provided by the Adviser and Sub-Adviser would be appropriate.

Economies of Scale

In considering the reasonableness of the Fund’s proposed advisory fee rate, the Board considered whether economies of scale will be realized by the Adviser as the Fund grows larger and the extent to which this is reflected in the level of management fee rate charged. In this regard, the Board noted that there would be no breakpoint discounts applicable to the Fund’s advisory and sub-advisory fee rates. The Board noted that expense waiver arrangements would be put into place for the Fund, and considered the extent to which economies of scale could effectively be realized through such expense waivers.

Fee Rates and Profitability

The Board reviewed and considered the contractual investment advisory fee rate, combined with the administrative fee rate, payable by the Fund to the Adviser. The Board also considered the contractual

240

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

sub-advisory fee rate payable by the Adviser to the Sub-Adviser for sub-advisory services.

The Board considered the Fund’s fee structure as it relates to the services to be provided under the Advisory and Sub-Advisory Contracts, and the potential “fall-out” benefits to the Adviser and Sub-Adviser, and their respective affiliates, from their association with the Fund. For the Fund, the Board determined that the fees payable to the Adviser and Sub-Adviser are reasonable for the services that each is expected to perform through the Fund’s initial term ending November 30, 2008.

For the Fund, the Board considered information on estimated revenues, costs and profits for the Adviser for the first two years of the Fund’s operations. In analyzing the Adviser’s projected profitability in connection with its services to the Fund, the Board took into account the sub-advisory fee rate payable by the Adviser to the Sub-Adviser to the Fund. The Board also considered information that it requested and was provided by Management with respect to the profitability of service providers affiliated with the Adviser.

The Board determined that it had requested and received sufficient information to gain a reasonable understanding regarding the Adviser’s projected profitability. The Board also recognized that profitability analysis is not an exact science and there is no uniform methodology for determining profitability for this purpose. In this context, the Board realized that Management’s calculations regarding its costs incurred in establishing the infrastructure necessary for the Fund’s operations may not be fully reflected in the expenses allocated to the Fund in determining profitability, and that the information presented may not portray all of the costs borne by Management nor capture Management’s entrepreneurial risk associated with offering and managing a mutual fund complex in today’s regulatory environment. Based on the information on revenues, costs, and IIL’s profitability considered by the Board, after considering the factors described in this section, the Board concluded that the profits, if any, to be realized by IIL were not excessive.

Other Factors Considered

The following paragraphs outline certain of the specific factors that the Board considered, and the conclusions reached, at its May 10, 2007 meeting in relation to approving the Fund’s Advisory and Sub-Advisory Contracts for their initial terms ending November 30, 2008. These specific factors are in addition to those considerations discussed above. The Fund’s proposed management fee rate and estimated expense ratio were compared to the fees and expense ratios of the funds in its comparable SPG.

In determining whether to approve the Advisory and Sub-Advisory Contracts for the Fund, the Board received and evaluated such information as it deemed necessary for an informed determination of whether each agreement, and the proposed policies and procedures for the Fund, should be approved. The materials provided to the Board in support of the Fund’s advisory and sub-advisory arrangements included the following: (1) a memorandum presenting Management’s rationale for requesting the launch of the Fund that discusses, among other things: (a) IIL’s experience and expertise in the management of other funds within the ING Funds complex, particularly ING Global Equity Dividend Fund and ING VP Global Equity Dividend Portfolio; (b) IIMA’s experience in managing international and global investments; (c) the experience of IIL overseeing sub-advisers to other funds within the ING Funds complex, including IIMA; (2) information about the Fund’s proposed investment objective and strategies and anticipated portfolio characteristics; (3) FACT sheets for the Fund that compare the Fund’s proposed fee structure to its comparable SPG and Morningstar/ Lipper category medians; (4) supporting documentation, including copies of the forms of Advisory and Sub-Advisory Contracts for the Fund; and (5) other information relevant to the Board’s evaluation. In addition, the Board considered the information provided periodically throughout the year in presentations to the Board by IIL in the context of IIL’s oversight of other sub-advisers managing funds in the ING Funds complex, and by IIMA in connection with its management of other funds in the ING Funds complex.

At the May meeting, the Board considered that the Fund would be subject to the standard policies and procedures of IMF previously approved by the Board for other series of IMF and approved in accordance with Rule 38a-1 under the Investment Company Act of 1940. The Board also noted that, in managing the Fund, IIL would be subject to procedures adopted pursuant to Rule 206(4)-7 under the Investment Advisers Act of 1940 that had been previously approved by the Board in connection with other funds in the ING Funds complex.

241

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

The Board’s consideration of whether to approve the Advisory Contract with IIL on behalf of the Fund took into account several factors including, but not limited to, the following: (1) the nature and quality of the services to be provided by IIL to the Fund under the proposed Advisory Contract; (2) IIL’s experience as a manager-of-managers overseeing sub-advisers to other funds within the ING Funds complex, including other international and global funds; (3) IIL’s strength and reputation within the industry; (4) the fairness of the compensation under the proposed Advisory Contract in light of the services to be provided to the Fund and taking into account the sub-advisory fees payable by IIL to IIMA; (5) the costs for the services to be provided by IIL, including that the proposed advisory fee rate would not be subject to breakpoint discounts; (6) the pricing structure (including the estimated expense ratio to be borne by shareholders) of the Fund, including that: (a) the proposed management fee (inclusive of the advisory fee and a 0.10% administration fee) for the Fund is below the median and the average management fees of the funds in the Fund’s SPG, and (b) the estimated expense ratio for the Fund is below the median and average expense ratios of the funds in the Fund’s SPG; (7) the projected profitability of IIL when sub-advisory fees payable by IIL to the Sub-Adviser are taken into account; (8) the personnel, operations, financial condition, and investment management capabilities, methodologies and resources of IIL, including its management team’s expertise in the management of other funds; (9) IIL’s compliance capabilities, as demonstrated by, among other things, its policies and procedures designed to prevent violations of the Federal securities laws, which had previously been approved by the Board in connection with its oversight of other funds in the ING Funds complex; (10) the information that had been provided by IIL at regular Board meetings, and in anticipation of the May 2007 meeting, with respect to its capabilities as a manager of-managers in overseeing similar mutual funds; and (11) “fall-out benefits” to IIL and its affiliates that were anticipated to arise from IIL’s management of the Fund.

In reviewing the proposed Sub-Advisory Contract with IIMA, the Board considered a number of factors, including, but not limited to, the following: (1) IIL’s view of IIMA as a manager to other funds in the ING Funds complex, including other international and global funds; (2) the Sub-Adviser’s strength and reputation in the industry; (3) the information that had been provided by IIMA in anticipation of the May 2007 meeting with respect to its sub-advisory services in general and its management of international and global funds in particular; (4) the nature and quality of the services to be provided by IIMA under the proposed Sub-Advisory Contract; (5) the personnel, operations, financial condition, and investment management capabilities, methodologies and resources of IIMA, including its management team’s expertise in the management of international funds specializing in the types of investment which the Fund would engage; (6) the fairness of the compensation under the Sub-Advisory Contract in light of the services to be provided by and the projected profitability of IIMA as the Fund’s Sub-Adviser; (7) the costs for the services to be provided by the Sub-Adviser; (8) the Sub-Adviser’s operations and compliance program, including its policies and procedures adopted pursuant to Rule 206(4)-7 under the Investment Advisers Act of 1940, which had previously been approved by the Board as part of its oversight of other funds in the ING Funds complex; (9) the Sub-Adviser’s financial condition; (10) the appropriateness of the selection of the Sub-Adviser in light of the Fund’s proposed investment objectives and prospective investor base; and (11) IIMA’s Code of Ethics, which had previously been approved for other ING Funds, and related procedures for complying with that Code.

After its deliberation, the Board reached the following conclusions: (1) the Fund’s proposed management fee rate is reasonable in the context of all factors considered by the Board; (2) the Fund’s estimated expense ratio is reasonable in the context of all factors considered by the Board; (3) the sub-advisory fee rate payable by IIL to IIMA is reasonable in the context of all factors considered by the Board; and (4) both IIL and IIMA maintain an appropriate compliance program, with this conclusion based upon the Board’s previous and ongoing review of their respective compliance programs and the representations of the Fund’s Chief Compliance Officer in materials provided to the Board in advance of the May meeting. Based on these conclusions and other factors, the Board voted to approve the Advisory and Sub-Advisory Contracts for the Fund. During its deliberations, different Board members may have given different weight to different individual factors and related conclusions.

242

(THIS PAGE INTENTIONALLY LEFT BLANK)

ING Funds Distributor, LLC offers the funds listed below. Before investing in a fund, shareholders should carefully review the fund’s prospectus. Investors may obtain a copy of a prospectus of any ING fund by calling (800) 992-0180 or by going to www.ingfunds.com.

Domestic Equity and Income Funds

ING Balanced Fund
ING Growth and Income Fund
ING Real Estate Fund

Domestic Equity Growth Funds

ING 130/30 Fundamental Research Fund
ING Fundamental Research Fund
ING Growth Fund
ING LargeCap Growth Fund
ING MidCap Opportunities Fund
ING Opportunistic LargeCap Fund
ING Small Company Fund

ING SmallCap Opportunities Fund

Domestic Equity Index Funds

ING Index Plus LargeCap Equity Fund
ING Index Plus LargeCap Equity Fund II
ING Index Plus LargeCap Equity Fund III
ING Index Plus LargeCap Equity Fund IV
ING Index Plus LargeCap Fund
ING Index Plus MidCap Fund
ING Index Plus SmallCap Fund

Domestic Equity Value Funds

ING Financial Services Fund
ING LargeCap Value Fund
ING SmallCap Value Choice Fund
ING Value Choice Fund

Fixed-Income Funds

ING GNMA Income Fund
ING High Yield Bond Fund
ING Intermediate Bond Fund
ING National Tax-Exempt Bond Fund

Global Equity Funds

ING Global Equity Dividend Fund
ING Global Natural Resources Fund
ING Global Real Estate Fund
ING Global Science and Technology Fund
ING Global Value Choice Fund

International Equity Funds

ING Asia-Pacific Real Estate Fund
ING Disciplined International SmallCap Fund
ING Emerging Countries Fund
ING European Real Estate Fund
ING Foreign Fund
ING Greater China Fund
ING Index Plus International Equity Fund
ING International Capital Appreciation Fund
ING International Equity Dividend Fund
ING International Growth Opportunities Fund
ING International Real Estate
ING International SmallCap Multi-Manager Fund
ING International Value Fund
ING International Value Choice Fund
ING International Value Opportunities Fund
ING Russia Fund

Global and International Fixed-Income Funds

ING Emerging Markets Fixed Income Fund
ING Global Bond Fund

International Fund-of-Funds

ING Diversified International Fund

Loan Participation Fund

ING Senior Income Fund

Money Market Funds*

ING Money Market Fund
ING Classic Money Market Fund

Strategic Allocation Funds

ING Strategic Allocation Conservative Fund
ING Strategic Allocation Growth Fund
ING Strategic Allocation Moderate Fund

* An investment in the funds are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the funds seek to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the funds.

Investment Adviser

ING Investments, LLC

7337 East Doubletree Ranch Road

Scottsdale, Arizona 85258

Administrator

ING Funds Services, LLC

7337 East Doubletree Ranch Road

Scottsdale, Arizona 85258

Distributor

ING Funds Distributor, LLC

7337 East Doubletree Ranch Road

Scottsdale, Arizona 85258

Transfer Agent

DST Systems, Inc.

P.O. Box 419368

Kansas City, Missouri 64141

Independent Registered Public

Accounting Firm

KPMG LLP

99 High Street

Boston, Massachusetts 02110

Custodian

The Bank of New York Mellon Corporation

One Wall Street

New York, New York 10286

Legal Counsel

Dechert

1775 I Street, N.W.

Washington, D.C. 20006

For more complete information, or to obtain a prospectus on any ING fund, please call your Investment Professional or ING Funds Distributor, LLC at (800) 992-0180 or log on to www.ingfunds.com. The prospectus should be read carefully before investing. Consider the fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the fund.


	PRAR-UINTALL (1007-122807)

Item 2. Code of Ethics.

As of the end of the period covered by this report, Registrant had adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to the Registrant’s principal executive officer and principal financial officer. There were no amendments to the Code during the period covered by the report. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code during the period covered by this report. The code of ethics is filed herewith pursuant to Item 10 (a)(l), Exhibit 99.CODE ETH.

Item 3. Audit Committee Financial Expert.

The Board of Trustees has determined that Patrick W, Kenny is an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. Kenny is “independent” for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a)		Audit Fees: The aggregate fees billed for each of the last two fiscal years for professional services rendered by KPMG LLP (“KPMG”), the principal accountant for the audit of the registrant’s annual financial statements, for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years were $153,511 for year ended October 31, 2007 and $201,711 for year ended October 31, 2006.

(b)		Audit-Related Fees: The aggregate fees billed in each of the last two fiscal years Tor assurance and related services by KPMG that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item were $235,893 for the year ended October 31, 2007 and $0 for the year ended October 31, 2006.

(c)		Tax Fees: The aggregate fees billed in each of the last two fiscal years for professional services rendered by KPMG for tax compliance, tax advice, and tax planning were $5,200 in the year ended October 31, 2007 and $5,010 in the year ended October 31, 2006. Such services induced review of excise distribution calculations (if applicable), preparation of the Funds’ federal, state and excise tax returns, tax services related to mergers and routine consulting.

		None

(d)		All Other Fees: The aggregate fees billed in each of the last two fiscal years for products and services provided by KPMG, other than the services reported in paragraphs (a) through (c) of this Item.

		None

(e)		(1) Audit Committee Pre-Approval Policies and Procedures

AUDIT AND NON-AUDIT SERVICES

PRE-APPROVAL POLICY

I. Statement of Principles

Under the Sarbanes-Oxley Act of 2002 (the “Act”), the Audit Committee of the Board of Directors or Trustees (the “Committee”) of the ING Funds (each a “Fund,” collectively, the “Funds”) set out on Exhibit A to this Audit and Non-Audit Services Pre-Approval Policy (“Policy”) is responsible for the oversight of the work of the Funds’ independent auditors. As part of its responsibilities, the Committee must pre-approve the audit and non-audit services performed by the auditors in order to assure that the provision of these services does not impair the auditors’ independence from the Funds. The Committee has adopted, and the Board has ratified, this Policy, which sets out the procedures and conditions under which the services of the independent auditors may be pre-approved.

Under Securities and Exchange Commission (“SEC”) rules promulgated in accordance with the Act, the Funds may establish two different approaches to pre-approving audit and non-audit services. The Committee may approve services without consideration of specific case-by-case services (“general pre-approval”) or it may pre-approve specific services (“specific pre-approval”). The Committee believes that the combination of these approaches contemplated in this Policy results in an effective and efficient method for pre-approving audit and non-audit services to be performed by the Funds’ independent auditors. Under this Policy, services that are not of a type that may receive general pre-approval require specific pre-approval by the Committee. Any proposed services that exceed pre-approved cost levels or budgeted amounts will also require the Committee’s specific pre-approval.

For both types of approval, the Committee considers whether the subject services are consistent with the SEC’s rules on auditor independence and that such services are compatible with maintaining the auditors independence. The Committee also considers whether a particular audit firm is in the best position to provide effective and efficient services to the Funds. Reasons that the auditors are in the best position include the auditors’ familiarity with the Funds’ business, personnel, culture, accounting systems, risk profile, and other factors, and whether the services will enhance the Funds’ ability to manage and control risk or improve audit quality. Such factors will be considered as a whole, with no one factor being determinative.

The appendices attached to this Policy describe the audit, audit-related, tax-related, and other services that have the Committee’s general pre-approval. For any service that has been approved through general pre-approval, the general pre-approval will remain in place for a period 12 months from the date of pre-approval, unless the Committee determines that a different period is appropriate. The Committee will annually review and pre-approve the services that may be provided by the independent auditors without specific pre-approval. The Committee will revise the list of services subject to general pre-approval as appropriate. This Policy does not serve as a delegation to Fund management of the Committee’s duty to pre-approve services performed by the Funds’ independent auditors.

II. Audit Services

The annual audit services engagement terms and fees are subject to the Committee’s specific pre-approval. Audit services are those services that are normally provided by auditors in connection with statutory and regulatory filings or engagements or those that generally only independent auditors can reasonably provide. They include the Funds’ annual financial statement audit and procedures that the independent auditors must perform in order to form an opinion on the Funds’ financial statements (e.g., information systems and procedural reviews and testing). The Committee will monitor the audit services engagement and approve any changes in terms, conditions or fees deemed by the Committee to be necessary or appropriate.

The Committee may grant general pre-approval to other audit services, such as statutory audits and services associated with SEC registration statements, periodic reports and other documents filed with the SEC or issued in connection with securities offerings.

The Committee has pre-approved the audit services listed on Appendix A. The Committee must specifically approve all audit services not listed on Appendix A.

III. Audit-related Services

Audit-related services are assurance and related services that are reasonably related to the performance of the audit or the review of the Funds’ financial statements or are traditionally performed by the independent auditors. The Committee believes that the provision of audit-related services will not impair the independent auditors’ independence, and therefore may grant pre-approval to audit-related services. Audit-related services include accounting consultations related to accounting, financial reporting or disclosure matters not classified as “audit services;” assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; agreed-upon or expanded audit procedures relating to accounting and/or billing records required to respond to or comply with financial, accounting or regulatory reporting matters; and assistance with internal control reporting requirements under Form N-SAR or Form N-CSR.

The Committee has pre-approved the audit-related services listed on Appendix B. The Committee must specifically approve all audit-related services not listed on Appendix B.

IV. Tax Services

The Committee believes the independent auditors can provide tax services to the Funds, including tax compliance, tax planning, and tax advice, without compromising the auditors’ independence. Therefore, the Committee may grant general pre-approval with respect to tax services historically provided by the Funds’ independent auditors that do not, in the Committee’s view, impair auditor independence and that are consistent with the SEC’s rules on auditor independence.

The Committee will not grant pre-approval if the independent auditors initially recommends a transaction the sole business purpose of which is tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Committee may consult

outside counsel to determine that tax planning and reporting positions are consistent with this Policy.

The Committee has pre-approved the tax-related services listed on Appendix C. The Committee must specifically approve all tax-related services not listed on Appendix C.

V. Other Services

The Committee believes it may grant approval of non-audit services that are permissible services for independent auditors to a Fund. The Committee has determined to grant general pre-approval to other services that it believes are routine and recurring, do not impair auditor independence, and are consistent with SEC rules on auditor independence.

The Committee has pre-approved the non-audit services listed on Appendix D. The Committee must specifically approve all non-audit services not listed on Appendix D.

A list of the SEC’s prohibited non-audit services is attached to this Policy as Appendix E. The SEC’s rules and relevant guidance should be consulted to determine the precise definitions of these impermissible services and the applicability of exceptions to certain of the SEC’s prohibitions.

VI. Pre-approval of Fee levels and Budgeted Amounts

The Committee will annually establish pre-approval fee levels or budgeted amounts for audit, audit-related, tax and non-audit services to be provided to the Funds by the independent auditors. Any proposed services exceeding these levels or amounts require the Committee’s specific pre-approval. The Committee considers fees for audit and non-audit services when deciding whether to pre-approve services. The Committee may determine, for a pre-approval period of 12 months, the appropriate ratio between the total amount of fees for the Fund’s audit, audit-related, and tax services (including fees for services provided to Fund affiliates that are subject to pre-approval), and the total amount of fees for certain permissible non-audit services for the Fund classified as other services (including any such services provided to Fund affiliates that are subject to pre-approval).

VII. Procedures

Requests or applications for services to be provided by the independent auditors will be submitted to management. If management determines that the services do not fall within those services generally pre-approved by the Committee and set out in the appendices to these procedures, management will submit the services to the Committee or its delagee. Any such submission will include a detailed description of the services to be rendered. Notwithstanding this paragraph, the Committee will, on a quarterly basis, receive from the independent auditors a list of services provided for the previous calendar quarter on a cumulative basis by the auditors during the Pre-Approval Period.

VIII. Delegation

The Committee may delegate pre-approval authority to one or more of the Committee’s members. Any member or members to whom such pre-approval authority is delegated must report any pre-approval decisions, including any pre-approved services, to the Committee at its next scheduled meeting. The Committee will identify any member to whom pre-approval authority is delegated in writing. The member will retain such authority for a period of 12 months from the date of pre-approval unless the Committee determines that a different period is appropriate. The period of delegated authority may be terminated by the Committee or at the option of the member.

IX. Additional Requirements

The Committee will take any measures the Committee deems necessary or appropriate to oversee the work of the independent auditors and to assure the auditors’ independence from the Funds. This may include reviewing a formal written statement from the independent auditors delineating all relationships between the auditors and the Funds, consistent with Independence Standards Board No. 1, and discussing with the auditors their methods and procedures for ensuring independence.

Amended: February 23, 2007

Appendix A

Pre-Approved Audit Services for the Pre-Approval Period January 1, 2007 through December 31, 2007

Service


	The Fund(s)	Fee Range
Statutory audits or financial audits (including tax services associated with audit services)	ü	As presented to Audit Committee¹

Services associated with SEC registration statements, periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings (e.g., consents), and assistance in responding to SEC comment letters.	ü	Not to exceed $9,750 per filing

Consultations by Fund management with respect to accounting or disclosure treatment of transactions or events and/or the actual or potential effect of final or proposed rules, standards or interpretations by the SEC, Financial Accounting Standards Board, or other regulatory or standard setting bodies.	ü	Not to exceed $8,000 during the Pre-Approval Period

Seed capital audit and related review and issuance of consent on the N-2 registration statement	ü	Not to exceed $12,600 per audit


¹		For new Funds launched during the Pre-Approval Period, the fee ranges pre-approved will be the same as those for existing Funds, pro-rated in accordance with inception dates as provided in the auditors’ Proposal or any Engagement Letter covering the period at issue. Fees in the Engagement Letter will be controlling.

Appendix B

Pre-Approved Audit-Related Services for the Pre-Approval Period January 1, 2007 through December 31, 2007

Service


	The Fund(s)	Fund Affiliates	Fee Range
Services related to Fund mergers (Excludes tax services - See Appendix C for tax services associated with Fund mergers)	ü	ü	Not to exceed $10,000 per merger

Consultations by Fund management with respect to accounting or disclosure treatment of transactions or events and/or the actual or potential effect of final or proposed rules, standards or interpretations by the SEC, Financial Accounting Standards Board, or other regulatory or standard setting bodies. [Note: Under SEC rules some consultations may be “audit” services and others may be “audit-related” services.]	ü		Not to exceed $5,000 per occurrence during the Pre-Approval Period

Review of the Funds’ semi-annual financial statements	ü		Not to exceed $2,200 per set of financial statements per fund

Reports to regulatory or government agencies related to the annual engagement	ü		Up to $5,000 per occurrence during the Pre-Approval Period

Regulatory compliance assistance	ü	ü	Not to exceed $5,000 per quarter

Training courses		ü	Not to exceed $2,000 per course

For Prime Rate Trust, agreed upon procedures for quarterly reports to rating agencies	ü		Not to exceed $9,450 per quarter

For Prime Rate Trust and Senior Income Fund, agreed upon procedures for the Revolving Credit and Security Agreement with Citigroup	ü		Not to exceed $21,000 per fund per year

Appendix C

Pre-Approved Tax Services for the Pre-Approval Period January 1, 2007 through December 31, 2007

Service


		Fund
	The Fund(s)	Affiliates	Fee Range
Preparation of federal and state income tax returns and federal excise tax returns for the Funds including assistance and review with excise tax distributions	ü		As presented to Audit Committee²

Review of IRC Sections 851(b) and 817(h) diversification testing on a real-time basis	ü		As presented to Audit Committee²

Assistance and advice regarding year-end reporting for 1099’s	ü		As presented to Audit Committee²

Tax assistance and advice regarding statutory, regulatory or administrative developments	ü	ü	Not to exceed $5,000 for the Funds or for the Funds’ investment adviser during the Pre-Approval Period


²		For new Funds launched during the Pre-Approval Period, the fee ranges pre-approved will be the same as those for existing Funds, pro-rated in accordance with inception dates as provided in the auditors’ Proposal or any Engagement Letter covering the period at issue. Fees in the Engagement Letter will be controlling.

Appendix C, continued

Service


		Fund
	The Fund(s)	Affiliates	Fee Range
Tax training courses		ü	Not to exceed $2,000 per course during the Pre-Approval Period

Tax services associated with Fund mergers	ü	ü	Not to exceed $4,000 per fund per merger during the Pre-Approval Period

Other tax-related assistance and consultation, including, without limitation, assistance in evaluating derivative financial instruments and international tax issues, qualification and distribution issues, and similar routine tax consultations.	ü		Not to exceed $120,000 during the Pre-Approval Period

Appendix D

Pre-Approved Other Services for the Pre-Approval Period January 1, 2007 through December 31, 2007

Service


	The Fund(s)	Fund Affiliates	Fee Range
Agreed-upon procedures for Class B share 12b-1 programs		ü	Not to exceed $50,000 during the Pre-Approval Period

Security counts performed pursuant to Rule 17f-2 of the 1940 Act (i.e., counts for Funds holding securities with affiliated sub-custodians) Cost to be borne 50% by the Funds and 50% by ING Investments, LLC.	ü	ü	Not to exceed $5,000 per Fund during the Pre-Approval Period

Agreed upon procedures for 15 (c) FACT Books	ü		Not to exceed $35,000 during the Pre-Approval Period

Appendix E

Prohibited Non-Audit Services

Dated: January 1, 2007

	•		Bookkeeping or other services related to the accounting records or financial statements of the Funds

	•		Financial information systems design and implementation

	•		Appraisal or valuation services, fairness opinions, or contribution-in-kind reports

	•		Actuarial services

	•		Internal audit outsourcing services

	•		Management functions

	•		Human resources

	•		Broker-dealer, investment adviser, or investment banking services

	•		Legal services

	•		Expert services unrelated to the audit

	•		Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible

EXHIBIT A

ING EQUITY TRUST
ING FUNDS TRUST
ING ASIA PACIFIC HIGH DIVIDEND EQUITY INCOME FUND
ING GLOBAL ADVANTAGE AND PREMIUM OPPORTUNITY FUND
ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND
ING INTERNATIONAL HIGH DIVIDEND EQUITY INCOME FUND
ING RISK MANAGED NATURAL RESOURCES FUND
ING INVESTMENT FUNDS, INC.
ING INVESTORS TRUST
ING MAYFLOWER TRUST
ING MUTUAL FUNDS
ING PARTNERS, INC.
ING PRIME RATE TRUST
ING SENIOR INCOME FUND
ING SEPARATE PORTFOLIOS TRUST
ING VARIABLE INSURANCE TRUST
ING VARIABLE PRODUCTS TRUST


(e)(2)		Percentage of services referred to in 4(b) — (4)(d) that were approved by the audit committee

		100% of the services were approved by the audit committee.

(f)		Percentage of hours expended attributable to work performed by other than full time employees of KPMG if greater than 50%.

		Not applicable.

(g)		Non-Audit Fees: The non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant were $212,850 for year ended October 31, 2007 and $115,487 for year ended October 31, 2006.

(h)		Principal Accountants Independence: The Registrant’s Audit committee has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining KPMG’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Schedule of Investments

Schedule is included as part of the report to shareholders filed under Item 1 of this Form.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The Board has a Nominating Committee for the purpose of considering and presenting to the Board candidates it proposes for nomination to fill Independent Trustee vacancies on the Board. The Committee currently consists of all Independent Trustees of the Board (6 individuals). The Nominating Committee operates pursuant to a Charter approved by the Board. The primary purpose of the Nominating Committee is to consider and present to the Board the candidates it proposes for nomination to fill vacancies on the Board. In evaluating candidates, the Nominating Committee may consider a variety of factors, but it has not at this time set any specific minimum qualifications that must be met. Specific qualifications of candidates for Board membership will be based on the needs of the Board at the time of nomination.

The Nominating Committee is willing to consider nominations received from shareholders and shall assess shareholder nominees in the same manner as it reviews its own nominees. A shareholder nominee for director should be submitted in writing to the Fund’s Secretary. Any such shareholder nomination should include at a minimum the following information as to each individual proposed for nomination as trustee: such individual’s written consent to be named in the proxy statement as a nominee (if nominated) and to serve as a trustee (if elected), and all information relating to such individual that is required to be disclosed in the solicitation of proxies for election of trustees, or is otherwise required, in each case under applicable federal securities laws, rules and regulations.

The Secretary shall submit all nominations received in a timely manner to the Nominating Committee. To be timely, any such submission must be delivered to the Fund’s Secretary not earlier than the 90^th day prior to such meeting and not later than the close of business on the later of the 60^th day prior to such meeting or the 10^th day following the day on which public announcement of the date of the meeting is first made, by either disclosure in a press release or in a document publicly filed by the Fund with the Securities and Exchange Commission.

Item 11. Controls and Procedures.

(a)		Based on our evaluation conducted within 90 days of the filing date, hereof, the design and operation of the registrant’s disclosure controls and procedures are effective to ensure that material information relating to the registrant is made known to the certifying officers by others within the appropriate entities, particularly during the period in which Forms N-CSR are being prepared, and the registrant’s disclosure controls and procedures allow timely preparation and review of the information for the registrant’s Form N-CSR and the officer certifications of such Form N-CSR.

(b)		There were no significant changes in the registrant’s internal controls that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1)		Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)(2)		A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2) is attached hereto as EX-99.CERT.

(b)		The officer certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as EX-99.906CERT.

(3)		Not applicable.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant): ING Mayflower Trust


By		/s/ Shaun P, Mathews Shaun P. Mathews
		President and Chief Executive Officer

Date: January 7, 2008

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


By		/s/ Shaun P. Mathews Shaun P. Mathews
		President and Chief Executive Officer

Date: January 7, 2008


By		/s/ Todd Modic Todd Modic
		Senior Vice President and Chief Financial Officer

Date: January 7, 2008


	Annual Report

	October 31, 2007

	Classes A, B, C, I, O, Q and R


	E-Delivery Sign-up — details inside

	This report is submitted for general information to shareholders of the ING Funds. It is not authorized for distribution to prospective shareholders unless accompanied or preceded by a prospectus which includes details regarding the funds’ investment objectives, risks, charges, expenses and other information. This information should be read carefully.


*	Excludes short-term investments related to securities lending collateral.


(1)	Maximum offering price is computed at 100/94.25 of net asset value. On purchases of $50,000 or more, the offering price is reduced.

(2)	Redemption price per share may be reduced for any applicable contingent deferred sales charges.


(1)	Maximum offering price is 5.75% and is computed at 100/94.25 of net asset value. On purchases of $50,000 or more, the offering price is reduced.

(2)	Maximum offering price is 2.50% and is computed at 100/97.50 of net asset value. On purchases of $99,999 or more, the offering price is reduced.

(3)	Redemption price per share may be reduced for any applicable contingent deferred sales charges.


††	In 2005, 0.36% of the total return consists of a payment by affiliate. Excluding this item, total return would have been 28.96%.


A.	Security Valuation. For all Funds except Russia and Diversified International, investments in equity securities traded on a national securities exchange are valued at the last reported sale price. Securities reported by NASDAQ will be valued at the NASDAQ official closing prices. Securities traded on an exchange or NASDAQ for which there has been no sale, securities traded in the over-the-counter-market, gold and silver bullion, platinum and palladium are valued at the mean between the last reported bid and ask prices. All investments quoted in foreign currencies will be valued daily in U.S. dollars on the basis of the foreign currency exchange rates prevailing at that time. Debt securities are valued at prices obtained from independent services or from one or more dealers making markets in the securities and may be adjusted based on the Funds’ valuation procedures. U.S. government obligations are valued by using market quotations or independent pricing services that use prices provided by market-makers or estimates of market values obtained from yield data relating to instruments or securities with similar characteristics.

	Securities and assets for which market quotations are not readily available (which may include certain restricted securities which are subject to limitations as to their sale) are valued at their fair values as determined in good faith by or under the supervision of the Funds’ Board in accordance with methods that are specifically authorized by the Board. Securities traded on exchanges, including foreign exchanges, which close earlier than the time that a Fund calculates its next net asset value (“NAV”) may also be valued at their fair values as determined in good faith by or under the supervision of a Funds’ Board, in accordance with methods that are specifically authorized by the Board. The valuation techniques applied in any specific instance are likely to vary from case to case. With respect to a restricted security, for example, consideration is generally given to the cost of the investment, the market value of any unrestricted securities of the same class at the time of valuation, the potential expiration of restrictions on the security, the existence of any registration rights, the costs to a Fund related to registration of the security, as well as factors relevant to the issuer itself. Consideration may also be given to the price and extent of any public trading in similar securities of the issuer or comparable companies’ securities.

	The value of a foreign security traded on an exchange outside the United States is generally based on its price on the principal foreign exchange where it trades as of the time a Fund determines its NAV or if the foreign exchange closes prior to the time the Fund determines its NAV, the most recent closing price of the foreign security on its principal exchange. Trading in certain non-U.S. securities may not take place on all days on which the New York Stock Exchange (“NYSE”) is open. Further, trading takes place in various foreign markets on days on which the NYSE is not open. Consequently, the calculation of a Fund’s NAV may not take place contemporaneously with the determination of the prices of securities held by a Fund in foreign securities markets. Further, the value of a Fund’s assets may be significantly affected by foreign trading on days when a shareholder cannot purchase or redeem shares of the Fund. In calculating a Fund’s NAV, foreign securities in foreign currency are converted to U.S. dollar equivalents.

	If an event occurs after the time at which the market for foreign securities held by a Fund closes but before the time that a Fund’s next NAV is calculated, such event may cause the closing price on the foreign exchange to not represent a readily available reliable market value quotation for such securities at the time a Fund determines


	its NAV. In such a case, a Fund will use the fair value of such securities as determined under the Funds’ valuation procedures. Events after the close of trading on a foreign market that could require a Fund to fair value some or all of its foreign securities include, among others, securities trading in the U.S. and other markets, corporate announcements, natural and other disasters, and political and other events. Among other elements of analysis in the determination of a security’s fair value, the Board has authorized the use of one or more independent research services to assist with such determinations. An independent research service may use statistical analyses and quantitative models to help determine fair value as of the time a Fund calculates its NAV. There can be no assurance that such models accurately reflect the behavior of the applicable markets or the effect of the behavior of such markets on the fair value of securities, or that such markets will continue to behave in a fashion that is consistent with such models. Unlike the closing price of a security on an exchange, fair value determinations employ elements of judgment. Consequently, the fair value assigned to a security may not represent the actual value that a Fund could obtain if it were to sell the security at the time of the close of the NYSE. Pursuant to procedures adopted by the Board, a Fund is not obligated to use the fair valuations suggested by any research service, and valuation recommendations provided by such research services may be overridden if other events have occurred or if other fair valuations are determined in good faith to be more accurate. Unless an event is such that it causes a Fund to determine that the closing prices for one or more securities do not represent readily available reliable market value quotations at the time the Fund determines its NAV, events that occur between the time of the close of the foreign market on which they are traded and the close of regular trading on the NYSE will not be reflected in the Fund’s NAV. Investments in securities maturing in 60 days or less are valued at amortized cost, which, when combined with accrued interest approximates market value.

	For the Russia Fund, the valuation procedures for Russian equity securities are to price local shares according to the most recent available bid prices. If securities are not listed on the Russian Trade System or on any other pricing service that lists available bid quotes, then the mean of at least two broker bid quotes is used. For equity securities of an issuer in Russia for which there are no readily available reliable market value quotations, the following benchmark pricing procedure shall apply on any day on which the largest securities exchange in Russia (the “RTS”) declines by 2.5% or more; the price of the security shall be adjusted by the amount of the downward change in a composite of the other companies that are publicly traded in the same sector as the issuer, if ascertainable, and if not ascertainable, by the amount of downward change in the RTS.

	For Diversified International, the valuation of the Fund’s investments in its Underlying Funds is based on the NAVs of the Underlying Funds each business day. In general, assets of the Underlying Funds are valued based on actual or estimated market value, with special provisions for assets not having readily available market quotations and short-term debt securities, and for situations where market quotations are deemed unreliable. Investments in securities maturing in 60 days or less are valued at amortized cost, which when combined with accrued interest, approximates market value. Securities prices may be obtained from automated pricing services. Shares of investment companies held by the Underlying Funds will generally be valued at the latest NAV reported by that investment company.

B.	Security Transactions and Revenue Recognition. Securities transactions are accounted for on the trade date. Realized gains and losses are reported on the basis of identified cost of securities sold. Interest income is recorded on an accrual basis. Dividend income is recorded, net of any applicable withholding tax, on the ex-dividend date, or for certain foreign securities, when the information becomes available to the Funds. Premium amortization and discount accretion are determined by the effective yield method.

	For Diversified International, capital gain dividends from Underlying Funds are recorded as distributions of realized gains from affiliated Underlying Funds.


	Global Real Estate and International Real Estate estimate components of distributions from real estate investment trusts (“REITs”). Distributions received in excess of income are recorded as a reduction of cost of the related investments. If the Funds no longer own the applicable securities, any distributions received in excess of income are recorded as realized gains.

C.	Foreign Currency Translation. The books and records of the Funds and Underlying Funds are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:


	(1)	Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at the end of the day.

	(2)	Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.


	Although the net assets and the market values are presented at the foreign exchange rates at the end of the day, the Funds and Underlying Funds do not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities that are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statements of Assets and Liabilities for the estimated tax withholding based on the securities’ current market value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.

	Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on a Fund’s or an Underlying Fund’s books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities. The foregoing risks are even greater with respect to securities of issuers in emerging markets.

D.	Foreign Currency Transactions and Futures Contracts. Each Fund and Underlying Fund may enter into foreign currency exchange transactions to convert to and from different foreign currencies and to and from the U.S. dollar, generally in connection with the planned purchases or sales of securities. The Funds and Underlying Funds either enter into these transactions on a spot basis at the spot rate prevailing in the foreign currency exchange market or may use forward foreign currency contracts to purchase or sell foreign currencies. When the contract is fulfilled or closed, gains or losses are realized. Until then, the gain or loss is included in unrealized appreciation or depreciation. Risks may arise upon entering into forward contracts from the potential inability of counterparties to meet the terms of their forward contracts and from unanticipated movements in the value of foreign currencies relative to the U.S. dollar.

	Each Fund and Underlying Fund may enter into futures contracts involving foreign currency, interest rates, securities and securities indices. Each Fund and Underlying Fund intends to limit its use of futures contracts and futures options to “bona fide hedging” transactions, as such term is defined in applicable regulations, interpretations and practice. A futures contract obligates the seller of the contract to deliver and the purchaser of the contract to take delivery of the type of foreign currency, financial instrument or security called for in the contract at a specified future time for a specified price. Upon entering into


	such a contract, a Fund or an Underlying Fund is required to deposit and maintain as collateral such initial margin as required by the exchange on which the contract is traded. Pursuant to the contract, a Fund or an Underlying Fund agrees to receive from or pay to the broker an amount equal to the daily fluctuations in the value of the contract. Such receipts or payments are known as variation margin and are recorded as unrealized gains or losses by the Fund or an Underlying Fund. When the contract is closed, the Fund or Underlying Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

E.	Distributions to Shareholders. The Funds record distributions to their shareholders on ex-dividend date. Each Fund pays dividends and capital gains, if any, annually (except, Global Equity Dividend, Global Real Estate and International Real Estate, which pay dividends, if any, quarterly and Emerging Markets Fixed Income and Global Bond, which pay dividends monthly). The Funds may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code. The characteristics of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies.

F.	Federal Income Taxes. It is the policy of the Funds to comply with subchapter M of the Internal Revenue Code and related excise tax provisions applicable to regulated investment companies and to distribute substantially all of their net investment income and any net realized capital gains to their shareholders. Therefore, no federal income tax provision is required. No capital gain distributions shall be made until any capital loss carryforwards have been fully utilized or expire.

	The Funds may utilize equalization accounting for tax purposes, whereby a portion of redemption payments are treated as distributions of income or gain.

G.	Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

H.	Organization Expenses and Offering Costs. Costs incurred with the organization of the Funds and Underlying Funds are expensed as incurred. Costs incurred with the offering of shares of the Funds and Underlying Funds are deferred and amortized over a twelve-month period on a straight-line basis.

I.	Repurchase Agreements. Each Fund and Underlying Fund may invest in repurchase agreements only with government securities dealers recognized by the Board of Governors of the Federal Reserve System. Under such agreements, the seller of the security agrees to repurchase it at a mutually agreed upon time and price. The resale price is in excess of the purchase price and reflects an agreed upon interest rate for the period of time the agreement is outstanding. The period of the repurchase agreements is usually short, from overnight to one week, while the underlying securities generally have longer maturities. Each Fund and Underlying Fund will receive as collateral securities acceptable to it whose market value is equal to at least 100% of the carrying amount of the repurchase agreements, plus accrued interest, being invested by the Fund or Underlying Fund. The underlying collateral is valued daily on a mark to market basis to assure that the value, including accrued interest is at least equal to the repurchase price. There would be potential loss to the Fund or Underlying Fund in the event the Fund or Underlying Fund is delayed or prevented from exercising its right to dispose of the collateral, and it might incur disposition costs in liquidating the collateral.

J.	Securities Lending. Each Fund and Underlying Fund has the option to temporarily loan up to 30% of its total assets to brokers, dealers or other financial institutions in exchange for a negotiated lender’s fee. The borrower is required to fully collateralize the loans with cash or U.S. government securities. Generally, in the event of counterparty default, each Fund and


	Underlying Fund has the right to use collateral to offset losses incurred. There would be potential loss to a Fund or Underlying Fund in the event the Fund or Underlying Fund is delayed or prevented from exercising its right to dispose of the collateral. Each Fund and Underlying Fund bears the risk of loss with respect to the investment of collateral. Engaging in securities lending could have a leveraging effect, which may intensify the credit, market and other risks associated with investing in a Fund or Underlying Fund.

K.	Options Contracts. All Funds and Underlying Funds may purchase put and call options and may write (sell) put options and covered call options. The Funds and Underlying Funds may engage in option transactions as a hedge against adverse movements in the value of portfolio holdings or to increase market exposure. Option contracts are valued daily and unrealized gains or losses are recorded based upon the last sales price on the principal exchange on which the options are traded. The Funds and Underlying Funds will realize a gain or loss upon the expiration or closing of the option contract. When an option is exercised, the proceeds on sales of the underlying security for a written call option, the purchase cost of the security for a written put option, or the cost of the security for a purchased put or call option is adjusted by the amount of premium received or paid. Realized and unrealized gains or losses on option contracts are reflected in the accompanying financial statements. The value of an option purchased or written is marked to market daily and is valued at the closing price on the exchange on which it is traded or, if not traded on an exchange or no closing price is available, at the mean between last bid and asked prices. The risk in writing a covered call option is that the Funds and Underlying Funds give up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that the Funds and Underlying Funds may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Funds and Underlying Funds pay a premium whether or not the option is exercised. Risks may also arise from an illiquid secondary market or from the inability of counterparties to meet the terms of the contract.

L.	Swap Contracts. Certain Funds and Underlying Funds may enter into interest rate swaps, currency swaps and other types of swap agreements, including swaps on securities and indices. A swap is an agreement between two parties pursuant to which each party agrees to make one or more payments to the other on regularly scheduled dates over a stated term, based on different interest rates, currency exchange rates, security prices, the prices or rates of other types of financial instruments or assets or the levels of specified indices. During the term of the swap, changes in the value of the swap are recognized as unrealized appreciation or depreciation.

M.	Illiquid and Restricted Securities. Each Fund and Underlying Fund may not invest more than 15% of its net assets in illiquid securities. Illiquid securities are not readily marketable. Disposing of illiquid investments may involve time-consuming negotiation and legal expenses, and it may be difficult or impossible for the Funds and Underlying Funds to sell them promptly at an acceptable price. Each Fund and Underlying Fund may also invest in restricted securities which include those sold under Rule 144A of the Securities Act of 1933 (“1933 Act”) or securities offered pursuant to Section 4(2) of the 1933 Act, and/or are subject to legal or contractual restrictions on resale and may not be publicly sold without registration under the 1933 Act. Certain restricted securities may be considered liquid pursuant to procedures adopted by the Board or may be deemed illiquid because they may not be readily marketable. Illiquid and restricted securities are valued using market quotations when readily available. In the absence of market quotations, the securities are valued based upon their fair value determined under procedures approved by the Board.

N.	Delayed Delivery or When-Issued Transaction. The Funds and Underlying Funds may purchase or sell securities on a when-issued or forward commitment basis. The price of the securities and date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The market value of these securities is identified in each Fund’s Portfolio of Investments. Losses may arise due to changes in the market value of the securities or from the inability of counterparties to meet the terms of


	Q shares, respectively. If, after March 1, 2008, ING Investments elects not to renew the side agreement, the expense limits will revert to the limits listed in the table above. There is no guarantee that this side agreement will continue after that date. The side agreement will only renew if ING Investments elects to renew it.
⁽⁴⁾	The operating expense limits for Diversified International set out above apply only at the fund level and do not limit the fees payable by the underlying investment companies in which the fund invests. Effective July 23, 2007, the total expense limits including the underlying investment companies are 1.47%, 2.22%, 2.22% 1.22% and 1.72% for Class A, B, C, I and R shares, respectively. Prior to July 23, 2007, the total expense limits were 1.65%, 2.40% 2.40% 1.40% and 1.90% for Class A, B, C, I and R shares, respectively.


(1)	Composition of dividends and distributions presented herein is based on the Fund’s tax year-end of December 31, 2006.


*	Utilization of these capital losses is subject to annual limitations under Section 382 of the Internal Revenue Code.


⁽¹⁾	As of the Fund’s tax year ended December 31, 2006.


•	ING has agreed with the ING Funds to indemnify and hold harmless the ING Funds from all damages resulting from wrongful conduct by ING or its employees or from ING’s internal investigation, any investigations conducted by any governmental or self-regulatory agencies, litigation or other formal proceedings, including any proceedings by the SEC. ING Investments reported to the Boards that ING management believes that the total amount of any indemnification obligations will not be material to ING or its U.S. business.

•	ING updated its Code of Conduct for employees reinforcing its employees’ obligation to conduct personal trading activity consistent with the law, disclosed limits, and other requirements.


1	To approve a “Manager-of-Managers” arrangement for certain Funds to permit the Funds’ investment adviser, subject to prior approval by the Board, to enter into and materially amend agreements with unaffiliated sub-advisers without obtaining the approval of the Funds’ shareholders.


*	The Shareholder Meeting for ING Global Real Estate Fund was adjourned to November 21, 2007.


*	The Shareholder Meeting for ING Global Equity Dividend Fund was adjourned to November 21, 2007.


1	To approve a “Manager-of-Managers” arrangement for certain Funds to permit the Funds’ investment adviser, subject to prior approval by the Board, to enter into and materially amend agreements with unaffiliated sub-advisers without obtaining the approval of the Funds’ shareholders.

2	To approve the conversion of certain Funds’ investment objectives from fundamental to non-fundamental.


*	The Shareholder Meeting for ING International Growth Opportunities Fund was adjourned to November 21, 2007.


*	The Shareholder Meeting for ING Russia Fund was adjourned to November 21, 2007.


*	The Shareholder Meeting for ING Emerging Countries Fund was adjourned to November 21, 2007.


1	To approve an Agreement and Plan of Reorganization by and among ING International Equity Fund and ING Index Plus International Equity Fund providing for the reorganization of ING International Equity Fund with and into ING Index Plus International Equity Fund.


	Number of
	Funds
	in Fund
	Complex
	Overseen	Other Directorships
Name, Address and Age	by Trustee	held by Trustee





Independent Trustees:
Colleen D. Baldwin⁽²⁾7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 47	181	None
John V. Boyer 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 54	181	None
Patricia W. Chadwick⁽⁴⁾7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 59	181	Wisconsin Energy (June 2006 — Present).
Peter S. Drotch⁽²⁾7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 65	181	First Marblehead Corporation (October 2003 — Present); BlackRock Funds/State Street Research Funds, Trustee (February 2004 — January 2007); Tufts Health Plan, Director (June 2006 — Present); and University of Connecticut, Trustee (November 2004 — Present).
J. Michael Earley 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 62	181	Midamerica Financial Corporation (December 2002 — Present).
Patrick W. Kenny 7337 E. Doubletree Ranch Rd. Scottsdale, Arizona 85258 Age: 64	181	Assured Guaranty Ltd. (April 2004 — Present); and Odyssey Reinsurance Holdings (November 2006 — Present).


⁽¹⁾	Trustees serve until their successors are duly elected and qualified, subject to the Board’s retirement policy which states that each duly elected or appointed Trustee who is not an “interested person” of the Fund, as defined in the 1940 Act (“Independent Trustees”), shall retire from service as a Trustee at the conclusion of the first regularly scheduled meeting of the Board that is held after the Trustee reaches the age of 70. A unanimous vote of the Board may extend the retirement date of a Trustee for up to one year. An extension may be permitted if the retirement would trigger a requirement to hold a meeting of shareholders of the Fund under applicable law, whether for purposes of appointing a successor to the Trustee or if otherwise necessary under applicable law, in which case the extension would apply until such time as the shareholder meeting can be held or is no longer needed.

⁽²⁾	Ms. Baldwin and Messrs. Drotch, Crispin and Mathews each commenced services as Trustees of ING Mutual Funds on November 27, 2007. Ms. Baldwin and Messrs. Drotch, Crispin and Mathews each commenced services as Trustee of ING Mayflower Trust on November 27, 2007.

⁽³⁾	Shaun Mathews, President, ING USFS Mutual Funds and Investment Products, has held a seat on the Board of Directors of The Mark Twain House & Museum since September 19, 2002. ING Groep N.V. makes non-material, charitable contributions to The Mark Twain House & Museum.

⁽⁴⁾	Mses. Chadwick and Pressler each commenced services as Trustee on January 18, 2006.

⁽⁵⁾	Messrs. Crispin and Mathews are deemed to be “interested persons” of the Registrants as defined in the 1940 Act because of their relationship with ING Groep, N.V., the parent corporation of the Adviser, ING Investments, LLC and the Distributor, ING Funds Distributor, LLC.


⁽¹⁾	The officers hold office until the next annual meeting of the Trustees and until their successors have been elected and qualified.

⁽²⁾	ING Investments, LLC was previously named ING Pilgrim Investments, LLC. ING Pilgrim Investments, LLC is the successor in interest to ING Pilgrim Investments, Inc., which was previously known as Pilgrim Investments, Inc. and before that was known as Pilgrim America Investments, Inc.

⁽³⁾	ING Funds Services, LLC was previously named ING Pilgrim Group, LLC. ING Pilgrim Group, LLC is the successor in interest to ING Pilgrim Group, Inc., which was previously known as Pilgrim Group, Inc. and before that was known as Pilgrim America Group, Inc.

⁽⁴⁾	Directed Services, LLC is the successor in interest to Directed Services, Inc.

⁽⁵⁾	ING Funds Distributor, LLC is the successor in interest to ING Funds Distributor, Inc., which was previously known as ING Pilgrim Securities, Inc., and before that was known as Pilgrim Securities, Inc., and before that was known as Pilgrim America Securities, Inc.


	ING Balanced Fund ING Growth and Income Fund ING Real Estate Fund