EXHIBIT 11 Dechert LLP 1775 I Street, N.W. Washington, D.C. 20006 July 29, 2005 Board of Trustees ING Funds Trust 7337 East Doubletree Ranch Road Scottsdale, Arizona 85258-2034 Re: ING Funds Trust, on behalf of ING GNMA Income Fund Dear Ladies and Gentlemen: We have acted as counsel to ING Funds Trust, a Delaware statutory trust (the "Trust"), and we have a general familiarity with the Trust's business operations, practices and procedures. You have asked for our opinion regarding the issuance of shares of beneficial interest by the Trust in connection with the acquisition by ING GNMA Income Fund, a series of the Trust, of the assets of ING Government Fund, a series of ING Series Fund, Inc., which have been registered on a Form N-14 Registration Statement (the "Registration Statement") filed by the Trust with the U.S. Securities and Exchange Commission. We note that as of the date of this opinion, the Board of Trustees of the Trust has authorized for issuance unlimited Class A shares, unlimited Class B shares, unlimited Class C shares and unlimited Class I shares of ING GNMA Income Fund. We have examined originals or certified copies, or copies otherwise identified to our satisfaction as being true copies, of various corporate records of the Trust and such other instruments, documents and records as we have deemed necessary in order to render this opinion. We have assumed the genuineness of all signatures, the authenticity of all documents examined by us and the correctness of all statements of fact contained in those documents. On the basis of, and subject to, the foregoing, it is our opinion that the authorized shares of beneficial interest of ING GNMA Income Fund registered under the Securities Act of 1933, as amended, in the Registration Statement have been duly authorized and will be legally and validly issued, fully paid and non-assessable upon transfer of the assets of ING Government Fund pursuant to the terms of the Agreement and Plan of Reorganization included in this Registration Statement. We hereby consent to use of this opinion as an exhibit to the Registration Statement and to all references to our firm therein. Very truly yours, /s/ Dechert LLP