DELAWARE GROUP DECATUR FUND INC
N-30D, 1995-08-04
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<PAGE>

                                                           PHOTO OF
                                                       COLONIAL OBJECTS
June 30, 1995

Dear Shareholder:

Since we wrote to you in the 1994 Annual Report, we have seen several 
significant developments in the economy and consequently, the financial 
markets. Following a series of six short-term interest rate increases in 
calendar year 1994, the Federal Reserve raised rates only once in the first 
five months of 1995 amid signs of slowing economic activity. In addition, 
long-term interest rates declined steadily, which prompted a return to the 
stock and bond markets for many investors. Your Fund responded positively to 
this more attractive investing environment. 

  For the six-month period ended May 31, 1995, Decatur Income Fund A 
Class had a total return (capital change plus income) that significantly 
outpaced the return of the Lipper Equity Income Fund Average, which includes 
129 mutual funds with investment objectives similar to those of your Fund. 
The Fund's results were competitive with that of the Standard & Poor's 500 
Stock Index, an unmanaged index comprised of large market capitalization 
stocks. 
- ------------------------------------------------------------------------------
                                                      TOTAL RETURN
                                                    SIX MONTHS ENDED
                                                       MAY 31, 1995
Decatur Income Fund A Class                               +17.34%
Standard & Poor's 500 Stock Index                         +19.20%
Lipper Equity Income Fund Average                         +13.83%

Performance of Decatur and Lipper Equity Income Fund Average is based on net 
asset value without impact of sales charge. Decatur's return reflects the 
reinvestment of six monthly dividend payments from December through May.
Performance information for all classes of the Fund can be found on page 4. 
- -------------------------------------------------------------------------------


  During this recent fiscal period, the Fund's conservative, 
yield-oriented buy and sell disciplines led us to invest in a number of 
market sectors which performed exceptionally well. The Fund's large positions 
and good stock selection in banks, chemicals, energy and health care stocks 
contributed most to our strong performance. Furthermore, Decatur Income Fund 
delivered this return despite having no holdings in technology stocks, the 
top performing stock group of the past six months. We discuss our position on 
technology stocks in greater detail on page 3 of this report.

  As we look toward the rest of the year, we remain optimistic. Though 
earnings growth rates of American companies may slow from their current high 
levels -- in fact, we may see some periodic "corrections" in the stock market 
- -- we believe that the overall market will continue to perform well throughout 
1995. In our opinion, Decatur Income Fund is in a good position to help you 
capture the long-term return potential of this market with an opportunity for 
high current income in the form of monthly dividends.

  This report contains an update from the senior portfolio manager of 
the Fund, who explains the Fund's positioning over the past six months and 
its impact on performance. As always, we thank you for your continued 
confidence.
        
/s/   WAYNE A STORK                     /s/    BRIAN F. WRUBLE
- ----------------------------------      ------------------------------------
Wayne A. Stork                          Brian F. Wruble
Chairman, Board of Directors            President and Chief Executive Officer
Delaware Group Decatur Income Fund      Delaware Group Decatur Income Fund


<PAGE>
                                                           PHOTO OF
                                                       COLONIAL OBJECTS

Portfolio Manager's Market Review

  Over the past six months, two key factors influenced the stock market's 
performance. First, lower long-term interest rates resulted in higher 
valuations for the stock market. You may recall that the yield on the 30-year 
U.S. Treasury bond soared from 6.25% in January 1994 to 8.21% in early 
November 1994, causing severe price setbacks in both bonds and stocks. Since 
then, the 30-year Treasury's yield has moved steadily downward, reaching 
6.60% on May 31, 1995, prompting a significantly brighter investing climate.

  Second, and perhaps more important, world class competitive American 
companies continued to generate much better than expected levels of earnings 
growth. In our view, this earning growth, combined with lower interest rates, 
has been the foundation supporting the stock market's strong gains thus far 
in 1995. 

  As stock prices have risen, however, the dividend yield on the stocks 
comprising the Standard & Poor's 500 Stock Index has declined to historic 
lows. As of May 31, 1995, the average yield of the S&P 500 stocks was 2.58% 
(Decatur Income Fund A Class yielded 3.72%, calculated according to SEC 
guidelines). We disagree with market analysts who see this as an indication 
of a forthcoming bear market as explained in the Market Outlook section on 
the next page.

INSIDE THE DECATUR PORTFOLIO

  Given the decline in the stock market's yield, it is important to 
remember that even though dividends are extremely important to the total 
return equation, it is the combination of capital gains and dividends that 
leads to the strong long-term returns from stocks.

  Decatur Income Fund has a very clear buy/sell discipline for stock 
selection that not only targets above-average up-front dividend yields, but 
offers the opportunity to participate in the capital gains potential the 
equity market offers. To be eligible for purchase or holding by the Fund, a 
stock must have a current dividend yield greater than that of the S&P 500 
Index. When a stock's current yield falls below the average yield of the 
S&P 500, we begin to sell that holding. Thus, stocks in the portfolio have a 
current dividend yield greater than that of the overall market average. 

  We believe the result of this discipline is that Decatur will 
typically buy stocks that are out of favor and unpopular, and whose prices 
have declined to the point that their current dividend yields are above the 
market average. In contrast, we expect to sell those stocks which are popular 
and whose prices have increased to the point where the current dividend 
yields are below average. 

A PROFILE FOR STOCK SELECTION

  More specifically, when it comes to the stocks we select, we look for 
the following characteristics:

               * Above-average dividend yields
               * Potential for better-than-expected earnings growth
               * Less price risk relative to the market

  These might seem like difficult criteria to meet in a market yielding 
only 2.58%, but we have been able to find stocks within this risk/reward 
profile. Although all sectors of the portfolio contributed to your Fund's 
performance over the past six months, significant positions and good stock 
selection in bank, chemical, energy and selected health care stocks 
contributed most to our strong performance. 

<PAGE>
                                                           PHOTO OF
                                                       COLONIAL OBJECTS     

   Even though we were not invested in technology stocks, the market's "hottest"
performing single sector of the past six months, Decatur delivered a return that
was competitive with that of the S&P 500 Index, which does include technology
stocks. Technology companies tend to have little, or no, dividend yield. For
this reason, they have not been eligible for purchase by the Fund's portfolio
which may help mitigate the effects of a market reversal should one occur in the
future.

  Recently, we have moderately increased our equity portfolio holdings 
in the consumer cyclical (automobile, retailing, etc.) area of the market 
where investors have reacted very negatively to near-term earnings weakness. 
Overall, however, we do not see the need for any major changes in the Fund's 
sector allocation or individual stock holdings. All of the Fund's investments 
are under continuous review and where more attractive risk/reward situations 
develop, we will strive to take advantage of them. 

HIGH-YIELD STRATEGY FOCUSES ON HIGHER QUALITY TIERS

  In keeping with its goal of providing high current income, Decatur 
Income Fund maintained approximately 10% of net assets in high-yield 
corporate bonds during the past six months. Our primary focus was on bonds 
rated "BB" and "B", the top two tiers of high-yield credit ratings. Although 
these bonds involve greater investment risk than U.S. Government bonds, 
historically they have provided rates of return similar to common stocks, 
with less volatility. They provide your Fund with the potential for high 
current income and an extra measure of diversification.

  We have continued to upgrade the credit quality of the high-yield 
portfolio, believing that the economy may continue to slow. We believe a 
portfolio of higher credit quality securities will better withstand the 
financial pressures put on lesser quality credits in any economic slowdown.

MARKET OUTLOOK

  While some market analysts believe that the low dividend yield on the 
S&P 500 Index is indicative of a bear market, we hold a different view. In 
our opinion, the current strong level of earnings growth exhibited by 
American companies would have to decline significantly for a bear market to 
occur, and we don't see anything on the horizon that would cause that to 
happen. Unless interest rates rise significantly or corporate profit growth 
falls dramatically, the stock market should continue its upward trend. 

  We do expect the overall stock market's performance to become 
somewhat more volatile in the second half of 1995. The market's rise has been 
virtually straight up since the end of January and we could see a "correction"
at any time, which we expect would have the most impact on technology 
stocks.

  Clearly, economic growth has slowed; however, we believe that the 
stage is set for a worldwide reduction in interest rates that could lead to a 
long and sustained economic growth cycle. This should continue to fuel 
companies' earnings growth, which in turn should provide ongoing support to 
the U.S. stock market and your Decatur Income Fund. 


/s/    JOHN B. FIELDS
- -----------------------------------
John B. Fields
Vice President, Senior Portfolio Manager

<PAGE>
                                                           PHOTO OF
                                                       COLONIAL OBJECTS

Long-term Performance

                              DECATUR INCOME FUND
                        Performance through May 31, 1995

             CLASS A                             CLASS B
 Average Annual Total Returns(1)           Aggregate Total Returns(2)
                                       (Introduced on September 6, 1994)

    10 Years          +11.38%           Lifetime            +10.67%
                                             Excluding Sales Charge

    5 Years            +8.01%                                +6.67%
                                             Including Sales Charge
    1 Year             +8.80%


                        Performance through June 30, 1995

             CLASS A                               CLASS B
 Average Annual Total Returns(1)           Aggregate Total Returns(2)
                                       (Introduced on September 6, 1994)

    10 Years          +11.27%           Lifetime            +11.79%
                                             Excluding Sales Charge

    5 Years            +8.64%                                +7.79%
                                             Including Sales Charge
    1 Year            +11.31%

RETURN AND SHARE VALUE FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH 
MORE OR LESS THAN THE ORIGINAL INVESTMENT. PAST PERFORMANCE IS NOT A 
GUARANTEE OF FUTURE RESULTS.

(1) CLASS A returns reflect the reinvestment of all distributions, the 5.75% 
maximum sales charge and the impact of a 12b-1 fee on performance after May 
2, 1994.

(2) CLASS B returns "including sales charge" reflect the reinvestment of all 
distributions, the impact of the maximum 4% contingent deferred sales charge 
and a 1% annual distribution and service fee, for the period from 
introduction of Class B on September 6, 1994, through May 31, 1995. Class B 
six-month aggregate total returns for the period ended May 31, 1995, were 
+16.84% (excluding sales charge) and +12.84% (including sales charge). 
Returns "excluding sales charge" assume that the investment was not redeemed. 
Performance for this short time period may not be representative of longer 
term performance of this class.

The average annual total returns for Decatur Income Fund's Institutional 
Class, which is available without sales or asset-based distribution charges 
only to certain eligible institutional accounts, were +12.06%, +9.33% and 
+15.60%, respectively, for the 10-, five- and one-year periods ended May 31, 
1995. The aggregate total return for the Institutional Class for the six 
months ended May 31, 1995, was +17.38%. Institutional Class returns were 
+11.88%, +9.96% and +18.24% for the 10-, five- and one-year periods ended 
June 30, 1995. The Institutional Class was initially made available on 
January 13, 1994. Performance for the Institutional Class for periods prior 
to this date are based on Class A performance, adjusted to eliminate the 
impact of the sales charge, but not the Class A asset-based distribution 
charge. 


<PAGE>


Financial Statements
DELAWARE GROUP DECATUR FUND, INC. -
DECATUR INCOME FUND
STATEMENT OF NET ASSETS
Six Months Ended May 31, 1995
(Unaudited)
                                                         NUMBER        MARKET 
                                                       OF SHARES        VALUE  
COMMON STOCK - 81.94%
AEROSPACE & DEFENSE - 1.77%
General Dynamics .............................          294,800     $ 12,897,500
Lockheed Martin ..............................          224,260       13,343,470
                                                                    ------------
                                                                      26,240,970
                                                                    ------------
AUTOMOTIVES & AUTOMOBILE PARTS - 3.48%
Chrysler .....................................          282,300       12,315,338
Dana .........................................          644,300       18,201,475
Ford Motor ...................................          724,400       21,188,700
                                                                    ------------
                                                                      51,705,513
                                                                    ------------
BANKING, FINANCES & INSURANCE - 15.61%
Aetna Life & Casualty ........................          331,600       19,771,650
Aon ..........................................          476,400       17,388,600
Beneficial ...................................          195,100        8,681,950
Chase Manhattan ..............................          399,700       18,486,125
Chemical Bank ................................          398,700       18,390,038
CIGNA ........................................           97,400        7,280,650
CoreStates Financial .........................          199,700        6,640,025
First Union ..................................              500           24,500
Great Western Financial ......................          424,200        9,279,375
Integra Financial ............................          230,500       10,977,563
KeyCorp ......................................          451,900       13,839,438
Marsh & McLennan .............................           81,200        6,465,550
Mellon Bank ..................................          432,700       18,497,925
Meridian Bankcorp ............................          495,200       15,815,450
NationsBank ..................................          147,700        8,363,513
St. Paul .....................................          334,300       17,007,513
Shawmut National .............................          300,700        8,720,300
UJB Financial ................................          519,400       15,322,300
U.S. Bancorp .................................          454,600       11,166,113
                                                                    ------------
                                                                     232,118,578
                                                                    ------------
CHEMICALS - 11.13%
Dow Chemical .................................          344,400       25,270,350
DuPont (E.I.) deNemours ......................          588,600       39,951,225
Grace (W.R.) .................................          112,500        7,228,125
Imperial Chemical ADR ........................          163,400        8,292,550
Monsanto .....................................          367,900       30,627,675
Occidental Petroleum .........................        1,246,000       28,658,000
Witco ........................................          924,300       25,418,250
                                                                    ------------
                                                                     165,446,175
                                                                    ------------
<PAGE>

                                                         NUMBER         MARKET 
                                                       OF SHARES        VALUE  

COMMON STOCK (CONTINUED)
COMPUTERS & ELECTRONICS - 1.93%
General Electric ...........................           494,800     $  28,698,400
                                                                   -------------
                                                                      28,698,400
                                                                   -------------
CONSUMER PRODUCTS - 2.76%
Avon Products ..............................            45,000         3,031,875
Eastman Kodak ..............................           196,000        11,833,500
Minnesota Mining & Manufacturing ...........           435,700        26,087,538
                                                                   -------------
                                                                      40,952,913
                                                                   -------------
ENERGY - 15.38%
Amoco ......................................           380,500        26,016,688
Atlantic Richfield .........................           235,400        27,335,825
Dresser Industries .........................           579,000        13,244,625
Exxon ......................................           503,100        35,908,763
Imperial Oil Limited .......................           395,900        15,390,613
Sonat ......................................           458,900        15,086,338
Sun ........................................           326,100        10,272,150
Tenneco ....................................           578,700        27,777,600
Texaco .....................................           283,200        19,399,200
Ultramar ...................................           631,800        16,821,675
USX-Marathon Group .........................         1,081,300        21,490,838
                                                                   -------------
                                                                     228,744,315
                                                                   -------------
FOOD, BEVERAGE & TOBACCO - 4.71%
General Mills ..............................           264,000        13,695,000
Heinz (H.J.) ...............................            43,300         1,959,325
Philip Morris ..............................           436,200        31,788,075
RJR Nabisco Holdings .......................           795,040        22,658,640
                                                                   -------------
                                                                      70,101,040
                                                                   -------------
HEALTHCARE & PHARMACEUTICALS - 6.02%
Lilly (Eli) ................................           159,800        11,925,075
SmithKline Beecham ADR Unit ................           793,700        31,351,150
Upjohn .....................................           549,100        19,973,513
Warner-Lambert .............................           317,700        26,329,388
                                                                   -------------
                                                                      89,579,126
                                                                   -------------
INDUSTRIAL MACHINERY - 2.36%
Cooper Industries ..........................           301,900        11,170,300
McDermott International ....................           912,600        23,955,750
                                                                   -------------
                                                                      35,126,050
                                                                   -------------
MEDIA, LEISURE & ENTERTAINMENT - 2.79%
Dun & Bradstreet ...........................           165,400         8,766,200
McGraw-Hill ................................           442,700        32,759,800
                                                                   -------------
                                                                      41,526,000
                                                                   -------------

<PAGE>

                                                         NUMBER         MARKET 
                                                       OF SHARES         VALUE  
 COMMON STOCK (CONTINUED)
 PAPER & FOREST PRODUCTS - 2.10%
 Federal Paper Board .........................          300,000    $   9,750,000
 Kimberly-Clark ..............................          127,200        7,632,000
 Union Camp ..................................          265,500       13,772,813
                                                                   -------------
                                                                      31,154,813
                                                                   -------------
 REAL ESTATE - 3.65%
 DeBartolo Realty ............................          989,300       14,221,188
 Liberty Property Trust ......................          818,300       15,854,563
 Simon Property Group ........................          973,400       24,213,325
                                                                   -------------
                                                                      54,289,076
                                                                   -------------
 RETAIL - 3.71%
*Darden Restaurants ..........................          239,000        2,629,000
 Penney (J.C.) ...............................          668,700       31,512,488
 Sears Roebuck ...............................          371,600       20,948,950
                                                                   -------------
                                                                      55,090,438
                                                                   -------------
 UTILITIES - 4.54%
 ALLTEL ......................................          615,000       15,144,375
 Houston Industries ..........................          209,100        9,017,438
 NYNEX .......................................          668,300       27,901,525
 Pacific Telesis Group .......................          575,600       15,397,300
                                                                   -------------
                                                                      67,460,638
                                                                   -------------
 TOTAL COMMON STOCK (COST $1,092,448,632) ....                     1,218,234,045
                                                                   -------------

 PREFERRED STOCK - 4.70%
 AUTOMOBILES - 1.35%
 General Motors $3.25 pfd cv "C" .............          324,200       20,100,400
                                                                   -------------
                                                                      20,100,400
                                                                   -------------
 BANKING, FINANCE & INSURANCE - 1.56%
 American Express 6.25% pfd cv ...............          467,200       23,243,200
                                                                   -------------
                                                                      23,243,200
                                                                   -------------
 COMPUTERS & ELECTRONICS - 0.75%
 Westinghouse $1.30 pfd cv "C" ...............          746,000       11,096,750
                                                                   -------------
                                                                      11,096,750
                                                                   -------------
 METALS & MINING - 1.04%
 Freeport McMoRan Copper & Gold
  7.0% pfd cv ................................          620,900       15,522,500
                                                                   -------------
                                                                      15,522,500
                                                                   -------------
 TOTAL PREFERRED STOCK (COST $64,819,849) ....                        69,962,850
                                                                   -------------


<PAGE>

                                                       PRINCIPAL       MARKET 
                                                         AMOUNT         VALUE  
 CORPORATE BONDS - 10.02%
 AEROSPACE & DEFENSE - 0.49%
 BE Aerospace 9.75% sr notes 2003 ..............     $   960,000     $   945,600
 Fairchild 12.25% sr sec notes 1999 ............       1,500,000       1,515,000
 Interlake 12.125% sr sub deb 2002 .............       1,365,000       1,392,300
 Sequa 9.375% sr sub notes 2003 ................       2,000,000       1,915,000
 Talley Manufacturing and Technology
  10.75% sr notes 2003 .........................       1,500,000       1,477,500
                                                                   -------------
                                                                       7,245,400
                                                                   -------------
 AUTOMOBILES - 0.37%
 JPS Automotive Products 11.125%
  sr notes 2001 ................................       2,000,000       2,005,000
 Penda Industries 10.75% sr notes 2004 .........       1,500,000       1,370,625
 SPX 11.75% sr sub notes 2002 ..................       2,000,000       2,145,000
                                                                   -------------
                                                                       5,520,625
                                                                   -------------
 BANKING, FINANCE & INSURANCE - 0.64%
 AIM Management 9.00% sr notes 2003 ............       1,100,000       1,089,000
 Keystone Group 9.75% sr notes 2003 ............       1,500,000       1,533,750
 PMI Acquisition 10.25% 2003 ...................       3,000,000       3,112,500
 UCC Investors 11.00% notes 2003 ...............       2,500,000       2,625,000
 U.S. Banknote 11.625% 2002 ....................       1,500,000       1,213,125
                                                                   -------------
                                                                       9,573,375
                                                                   -------------
 BUILDING & MATERIALS - 0.30%
 American Standard 10.875% sr notes 1999 .......       2,000,000       2,132,500
 Anchor Glass 9.875% sr sub notes 2008 .........       2,500,000       2,337,500
                                                                   -------------
                                                                       4,470,000
                                                                   -------------
 CHEMICALS - 0.91%
 Atlantis Group 11.00% sr notes 2003 ...........       1,390,000       1,417,800
 Carbide Graphite 11.50% 2003 ..................       2,000,000       2,130,000
 Harris Chemical 10.75% sr sub notes 2003 ......       2,500,000       2,437,500
 Hunstman 11.00% 1st mtg notes 2004 ............       2,500,000       2,787,500
 NL Industries 11.75% sr notes 2003 ............       1,290,000       1,373,850
 OSI Specialties 9.25% sr sub notes 2003 .......       1,300,000       1,304,875
+Polymer Group 12.25% sr notes 2002 ............       2,000,000       2,017,500
                                                                   -------------
                                                                      13,469,025
                                                                   -------------
 COMPUTERS & ELECTRONICS - 0.53%
 Essex Group 10.00% sr notes 2003 ..............       1,450,000       1,428,250
 IMO Industries 12.00% sr sub notes 2001 .......       2,000,000       2,080,000
 Mark IV Industries 8.75% sub notes 2003 .......       1,500,000       1,530,000
 Unisys 13.50% floating rate notes 1997 ........       2,500,000       2,787,500
                                                                   -------------
                                                                       7,825,750
                                                                   -------------

<PAGE>

                                                       PRINCIPAL       MARKET 
                                                         AMOUNT         VALUE  
CORPORATE BONDS (CONTINUED)
CONSUMER PRODUCTS - 0.26%
Revlon 9.50% sr notes 1999 .......................     $1,500,000     $1,488,750
Scotts 9.875% sr sub notes 2004 ..................        950,000      1,004,625
U.S. Leather 10.25% sr notes 2003 ................      1,500,000      1,312,500
                                                                   -------------
                                                                       3,805,875
                                                                   -------------
ENVIRONMENTAL SERVICES - 0.25%
Allied Waste Industrial 10.75% 2004 ..............      1,500,000      1,567,500
Global Marine 12.75% sr sec notes 1999 ...........      2,000,000      2,210,000
                                                                   -------------
                                                                       3,777,500
                                                                   -------------
FARMING & AGRICULTURE - 0.16%
Chiquita Brands 11.50% sub notes 2001 ............      2,250,000      2,317,500
                                                                   -------------
                                                                       2,317,500
                                                                   -------------
FOOD, BEVERAGE & TOBACCO - 0.19%
Mafco 11.875% sr sub notes 2002 ..................      2,800,000      2,842,000
                                                                   -------------
                                                                       2,842,000
                                                                   -------------
HEALTHCARE & PHARMACEUTICALS - 0.58%
HEALTHSOUTH Rehabilitation 9.50%
 sr sub notes 2001 ...............................      1,500,000      1,541,250
Healthtrust 10.75% sub notes 2002 ................      2,000,000      2,225,000
Healthtrust 10.25% sub notes 2004 ................      1,500,000      1,717,500
National Medical 10.125% sr sub notes 2005 .......      2,980,000      3,158,800
                                                                   -------------
                                                                       8,642,550
                                                                   -------------
INDUSTRIAL MACHINERY - 0.06%
Calmar Spraying Systems 14.00%
 sr sub disc notes 1999 ..........................      1,000,000      1,030,000
                                                                   -------------
                                                                       1,030,000
                                                                   -------------
MEDIA, LEISURE & ENTERTAINMENT - 2.39%
ACT III Theatres 11.875%
 sr sub notes 2003 ...............................      2,150,000      2,322,000
AMC Entertainment 11.875%
 sr sub notes 2000 ...............................      3,000,000      3,240,000
Aztar 11.00% sr sub notes 2002 ...................      2,500,000      2,525,000
Bally's Grand 10.375% 2003 .......................      2,000,000      1,970,000
Bally Park Place Fundings
 9.25% 1st mtg notes 2004 ........................      2,000,000      1,860,000
Cablevision Industries 10.75%
 sr sub notes 2004 ...............................      1,500,000      1,582,500
Century Communications 11.875% 2003 ..............      1,500,000      1,578,750
Cinemark U.S.A. 12.00% sr notes 2002 .............      2,000,000      2,165,000
Continental Cablevision 9.00%
 sr sub deb 2008 .................................      1,000,000        995,000
Continental Cablevision 11.00% deb 2008 ..........      2,600,000      2,879,500

<PAGE>

                                                       PRINCIPAL       MARKET 
                                                         AMOUNT         VALUE  
CORPORATE BONDS (CONTINUED)
MEDIA, LEISURE & ENTERTAINMENT (CONTINUED)
Jones Intercable 9.625% sr notes 2002 ..........     $ 2,500,000     $ 2,562,500
K-III Communications 10.625%
 sr sec notes 2002 .............................       2,000,000       2,105,000
Kloster Cruise 13.00% sr notes 2003 ............         360,000         306,000
Lamar Advertising 11.00% sr sec
 notes 2003 ....................................       1,495,000       1,506,213
MGM Grand Hotel Finance 12.00%
 1st mtg notes 2002 ............................       2,000,000       2,235,000
Rogers Cablesystem 10.00% sr notes 2005 ........       2,500,000       2,559,375
Santa Fe Hotels 11.00% 2000 ....................       1,250,000       1,175,000
Sullivan Graphics 15.00% sr sub notes 2000 .....       1,000,000       1,062,500
Universal Outdoor 11.00% 2003 ..................       1,000,000         970,000
                                                                   -------------
                                                                      35,599,338
                                                                   -------------
METALS & MINING - 0.44%
AK Steel 10.75% sr notes 2004 ..................       2,800,000       2,968,000
Armco 11.375% sr notes 1999 ....................       1,250,000       1,306,250
U.S. Can 13.50% sr sub notes 2002 ..............       2,000,000       2,217,500
                                                                   -------------
                                                                       6,491,750
                                                                   -------------
PAPER & FOREST PRODUCTS - 1.19%
Container Corporation of America
 11.25% sr notes 2004 ..........................       2,000,000       2,160,000
Doman Industries 11.75% sr notes 2004 ..........       1,500,000       1,472,265
Domtar 11.75% sr notes 1999 ....................       2,500,000       2,781,250
Gaylord Container 11.50% sr notes 2001 .........       1,500,000       1,601,250
Owens-Illinois 11.00% sr debs 2003 .............       2,000,000       2,222,500
Pacific Lumber 10.50% sr notes 2003 ............       2,000,000       1,900,000
Repapa Wisconsin 9.25% sr notes 2002 ...........         625,000         617,188
Repapa New Brunswick 10.625%
 sr notes 2005 .................................       2,000,000       2,050,000
Stone Container 12.625% sr notes 2098 ..........       1,000,000       1,085,000
Stone Container 10.75% 1st mtg notes 2002 ......         785,000         836,025
Sweetheart Cup 9.625% sr notes 2000 ............       1,000,000         997,500
                                                                   -------------
                                                                      17,722,978
                                                                   -------------
RETAIL - 0.68%
Cort Furniture 12.00% 2000 .....................       2,375,000       2,351,250
DiGiorgio 12.00% sr notes 2003 .................       1,600,000       1,208,000
Fleming 10.625% sr notes 2001 ..................       2,000,000       2,115,000
Food 4 Less Supermarkets 10.45%
 sr unsec notes 2000 ...........................       2,000,000       2,000,000
Penn Traffic 10.25% sr notes 2002 ..............       1,500,000       1,541,250
Specialty Foods 11.25% sr notes 2003 ...........         840,000         838,950
                                                                   -------------
                                                                      10,054,450
                                                                   -------------

<PAGE>

                                                       PRINCIPAL       MARKET 
                                                         AMOUNT         VALUE  
CORPORATE BONDS (CONTINUED)
 TEXTILES & FURNITURE - 0.16%
 Westpoint Stevens 9.375%
  sr sub deb 2005 ..............................    $  2,500,000    $  2,443,750
                                                                   -------------
                                                                       2,443,750
                                                                   -------------
 TRANSPORTATION - 0.04%
 Trans Ocean Container 12.25%
  sr sub notes 2004 ............................         600,000         609,000
                                                                   -------------
                                                                         609,000
                                                                   -------------
 UTILITIES - 0.28%
 Comcast Cellular 0.00% notes 2000 .............       2,000,000       1,470,000
 Midland Funding II 11.75% notes 2005 ..........       2,000,000       2,055,000
 Rogers Cantel Mobile 11.125%
  sr sub notes 2002 ............................         550,000         576,125
                                                                   -------------
                                                                       4,101,125
                                                                   -------------
 MISCELLANEOUS - 0.10%
 Ivex Packaging 12.50% sr sub notes 2002 .......       1,330,000       1,424,763
                                                                   -------------
                                                                       1,424,763
                                                                   -------------
 TOTAL CORPORATE BONDS (COST $146,003,244) .....                     148,966,754
                                                                   -------------

 REPURCHASE AGREEMENTS - 2.10%
 With Chase Manhattan 6.125% 6/1/95
  (dated 5/31/95, collateralized by
  $10,573,000 U.S. Treasury Notes
  6.00% due 6/30/96, market value
  $10,847,889) .................................      10,560,000      10,560,000
 With Deutsche Bank 6.10% 6/1/95
  (dated 5/31/95, collateralized by
  $10,238,000 U.S. Treasury Notes
  6.125% due 7/31/96, market value
  $10,460,658) .................................      10,254,000      10,254,000
 With PaineWebber 6.125% 6/1/95
  (dated 5/31/95, collateralized by
  $2,131,000 U.S. Treasury Notes
  3.875% due 8/31/95, market value
  $2,140,596 and $8,138,000 U.S.
  Treasury Notes 8.50% due 4/15/97,
  market value $8,594,677) .....................      10,416,000      10,416,000
                                                                   -------------
 TOTAL REPURCHASE AGREEMENTS
  (COST $31,230,000) ...........................                      31,230,000
                                                                   -------------
<PAGE>

                                                                        MARKET 
                                                                        VALUE  


TOTAL MARKET VALUE OF SECURITIES
 OWNED - 98.76% (COST $1,334,501,725) .........................   $1,468,393,649
RECEIVABLE AND OTHER ASSETS NET
 OF LIABILITIES - 1.24% .......................................       18,422,401
                                                                   -------------
NET ASSETS APPLICABLE TO 85,441,139
 SHARES ($1 PAR VALUE) OUTSTANDING;
 PER SHARE - 100.00% ..........................................   $1,486,816,050
                                                                   =============
NET ASSET VALUE - DECATUR INCOME
 FUND A CLASS
 ($1,290,593,566 / 74,161,688 SHARES) .........................          $ 17.40
                                                                         =======
NET ASSET VALUE - DECATUR INCOME
 FUND B CLASS
 ($9,242,159 / 531,705 SHARES) ................................          $ 17.38
                                                                         =======
NET ASSET VALUE - DECATUR INCOME
 FUND INSTITUTIONAL CLASS
 ($186,980,325 / 10,747,746 SHARES)  ..........................          $ 17.40
                                                                         =======
- ------------
* Non-income producing for the six months ended May 31, 1995.
+ This security is exempt from registration under Rule 144A of the Securities 
  Act of 1933. This security may be resold in transactions exempt from 
  registration, normally to qualified institutional buyers. 


COMPONENTS OF NET ASSETS AT MAY 31, 1995:
 Common stock, $1 par value, 550,000.000 shares
  authorized to the Fund with 450,000,000 shares
  allocated to Decatur Income Fund A Class,
  50,000,000 shares allocated to Decatur Income
  Fund B Class and 50,000,000 shares allocated
  to Decatur Income Fund Institutional Class ..............       $1,324,117,141
 Accumulated undistributed income:
  Net investment income ...................................            3,105,001
  Net realized gain on investments ........................           25,701,984
  Net unrealized appreciation of investments ..............          133,891,924
                                                                  --------------
Total net assets ..........................................       $1,486,816,050
                                                                  ==============

                             See accompanying notes


<PAGE>

DELAWARE GROUP DECATUR FUND, INC. -     
DECATUR INCOME FUND                     
STATEMENT OF OPERATIONS                  
Six Months Ended May 31, 1995                                   
(Unaudited)


INVESTMENT INCOME:
Dividends ......................................    $ 26,891,347
Interest .......................................       8,720,620    $ 35,611,967
                                                    ------------
EXPENSES:
Management fees ($3,422,111)
 and directors' fees ($14,353) .................       3,436,464
Dividend disbursing and transfer agent
 fees and expenses .............................       1,153,220
Distribution expenses ..........................         787,526
Reports to shareholders ........................         177,420
Salaries .......................................         168,576
Taxes, other than taxes on income ..............          78,875
Federal and state registration fees ............          30,000
Professional fees ..............................          27,886
Custodian fees .................................          25,443
Other ..........................................         123,386       6,008,796
                                                    ------------    ------------
NET INVESTMENT INCOME ..........................                      29,603,171

NET REALIZED AND UNREALIZED
 GAIN ON INVESTMENTS
Net realized gain from security transactions ...................      34,550,634
Net unrealized appreciation of
 investments during the period .................................     159,295,218
                                                                   -------------
NET REALIZED AND UNREALIZED
 GAIN ON INVESTMENTS ...........................................     193,845,852
                                                                   -------------
NET INCREASE IN NET ASSETS
 RESULTING FROM OPERATIONS .....................................   $ 223,449,023
                                                                   =============

                            See accompanying notes


<PAGE>

DELAWARE GROUP DECATUR FUND, INC. -     
DECATUR INCOME FUND                     
STATEMENT OF CHANGES IN NET ASSETS       
                                                    Six Months
                                                  Ended 5/31/95      Year Ended
                                                   (Unaudited)        11/30/94
OPERATIONS:
Net investment income ........................   $  29,603,171    $  57,328,491
Net realized gain from security
 transactions ................................      34,550,634       36,051,478
Net appreciation (depreciation)
 during the period ...........................     159,295,218      (97,720,373)
                                                 -------------     ------------
Net increase (decrease) in net assets
 resulting from operations ...................     223,449,023       (4,340,404)
                                                 -------------     ------------

DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income:
 Decatur Income Fund A Class .................     (26,340,331)     (66,582,316)
 Decatur Income Fund B Class .................         (98,883)         (15,826)
 Decatur Income Fund Institutional Class .....      (4,096,376)      (7,995,057)
Net realized gain from security transactions:
 Decatur Income Fund A Class .................     (30,907,169)    (144,029,198)
 Decatur Income Fund B Class .................         (85,820)            --
 Decatur Income Fund Institutional Class .....      (4,868,512)            --
                                                 -------------     ------------
                                                   (66,397,091)    (218,622,397)
                                                 -------------     ------------

CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold:
 Decatur Income Fund A Class ...................    35,900,258       56,739,570
 Decatur Income Fund B Class ...................     5,912,255        2,858,350
 Decatur Income Fund Institutional Class .......    16,674,529       34,055,194
Net asset value of shares issued upon
 reinvestment of dividends from net investment
 income and realized securities profits:
 Decatur Income Fund A Class ...................    50,080,267      187,326,243
 Decatur Income Fund B Class ...................       138,050           10,142
 Decatur Income Fund Institutional Class .......     8,722,689        7,137,272
                                                 -------------     ------------
                                                   117,428,048      288,126,771
                                                 -------------     ------------
Cost of shares repurchased:
 Decatur Income Fund A Class ...................   (86,815,565)    (174,051,022)
 Decatur Income Fund B Class ...................      (283,388)            (261)
 Decatur Income Fund Institutional Class .......   (39,318,666)     (64,552,660)
                                                 -------------     ------------
                                                  (126,417,619)    (238,603,943)
                                                 -------------     ------------
Increase (decrease) in net assets
 derived from capital share transactions .......    (8,989,571)      49,522,828
                                                 -------------     ------------
NET INCREASE (DECREASE)
 IN NET ASSETS .................................   148,062,361     (173,439,973)

NET ASSETS:
Beginning of period ......................       1,338,753,689    1,512,193,662
                                                 -------------    -------------
End of period (including undistributed
 net investment income of $3,105,001 and
 $4,037,420, respectively)  ..............      $1,486,816,050   $1,338,753,689
                                                ==============    =============

                          See accompanying notes


<PAGE>
DELAWARE GROUP DECATUR FUND, INC. -
DECATUR INCOME FUND
NOTES TO FINANCIAL STATEMENTS
May 31, 1995
(Unaudited)

Delaware Group Decatur Fund, Inc. -  (the "Company"), is registered as a 
diversified open-end investment company under the Investment Company Act of 
1940. The Company currently offers two Series, Decatur Income Fund (the 
"Fund") and Decatur Total Return Fund. The Company is organized as a Maryland 
corporation and the Fund offers three classes of shares.

1.  SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies are in accordance with general accounting 
principles and are consistently followed by the Fund for financial statement 
preparation:

SECURITY VALUATION - Securities listed on an exchange are valued at the last 
quoted sales price as of 4:00 pm on the valuation date. Securities not traded 
are valued at the last quoted bid price. Securities not listed on an exchange 
are valued at the mean of the last quoted bid and asked prices. Money market 
instruments having less than 60 days to maturity are valued at amortized 
cost. 

FEDERAL INCOME TAXES - The Fund intends to continue to qualify as a regulated 
investment company and make the requisite distributions to shareholders. 
Accordingly, no provision for federal income taxes is required in the 
financial statements. 

REPURCHASE AGREEMENTS - The Fund may invest in a pooled cash account along 
with other members of the Delaware Group Family of Funds. The aggregated 
daily balance of the pooled cash account is invested in repurchase agreements 
secured by obligations of the U.S. Government. The respective collateral is 
held by the Fund's custodian bank until the maturity of the respective 
repurchase agreements. Each repurchase agreement is 102% collateralized. 
However, in the event of default or bankruptcy by the counterparty to the 
agreement, realization of the collateral may be subject to legal proceedings.

CLASS ACCOUNTING - Investment income, common expenses and gain(loss) are 
allocated to the various classes of the Fund on the basis of daily net assets 
of each class. Distribution expenses relating to a specific class are charged 
directly to that class.

OTHER - Expenses common to all Funds within the Delaware Group Family of 
Funds are allocated amongst the funds on the basis of average net assets. 
Security transactions are recorded on the date the securities are purchased 
or sold (trade date). Costs used in calculating realized gains and losses on 
the sale of investment securities are those of the specific securities sold. 
Dividend income is recorded on the ex-dividend date and interest income is 
recorded on an accrual basis. Original issue discounts are accreted to 
interest income over the lives of the respective securities. The Fund 
declares and pays dividends from net inestment income on a monthly basis. The 
Fund declared distributions from net investment income in the amount of 
$0.0567, $0.045, and $0.06 per share for the Decatur Income Fund A Class, 
Decatur Income Fund B Class and Decatur Income Fund Institutional Class, 
respectively, payable on July 10, 1995 to shareholders of record on June 29, 
1995. The ex-dividend date was June 30, 1995.

<PAGE>

2.  INVESTMENT MANAGEMENT AND DISTRIBUTION AGREEMENTS
In accordance with the terms of the Investment Management Agreement, the Fund 
pays Delaware Management Company, Inc. (DMC), the Investment Manager of the 
Fund, an annual fee which is calculated daily at the rate of 0.60% on the 
first $100 million of average daily net assets of the Fund, 0.525% on the 
next $150 million, 0.50% on the next $250 million and 0.475% on the average 
daily net assets over $500 million, less fees paid to the independent 
directors. At May 31, 1995, the Fund had a liability for Investment 
Management fees and other expenses payable to DMC for $118,392.

Pursuant to the Distribution Agreement, the Fund pays Delaware Distributors 
L.P. (DDLP), the Distributor and an affiliate of DMC, an annual fee not to 
exceed 0.30% of the average daily net assets of A Class and 1.00% of the 
average daily net assets of the B Class. At May 31, 1995, the Fund had a 
liability for distribution fees and other expenses payable to DDLP for 
$33,706. For the six months ended May 31, 1995, the Fund paid DDLP $135,579 
for commissions earned on sales of Decatur Income Fund A Class shares.

The Fund has engaged Delaware Service Company, Inc. (DSC), an affiliate of 
DMC, to serve as dividend disbursing and transfer agent for the Fund. For the 
period ended May 31, 1995, the Fund has expensed $1,153,220 for these 
services. At May 31, 1995, the Fund had a liability for such fees and other 
expenses payable to DSC for $35,086.

Certain officers of the Investment Manager are officers, directors and/or 
employees of the Fund. These officers, directors and employees are paid no 
compensation by the Fund.   

On April 3, 1995, Delaware Management Holdings, Inc., the indirect parent of 
DMC, DDLP and DSC, through a merger transaction (the "Merger") became a 
wholly-owned subsidiary of Lincoln National Corporation. Other than the 
resulting change in ownership, the Merger will not materially change the 
manner in which DMC, DDLP and DSC have heretofore conducted their 
relationship with the Fund. 

An annual meeting of shareholders was held on March 29, 1995. The matters 
submitted to a vote of shareholders were the election of directors, the 
approval of a new investment management agreement and the ratification of the 
selection of Ernst & Young LLP as independent auditors of the Fund. The new 
investment management agreement was submitted for shareholder approval in 
connection with the Merger noted above because the Investment Company Act of 
1940 requires shareholders to vote on a new investment management agreement 
whenever there is a change in control of an investment manager.

<PAGE>
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The names of each director elected at the meeting along with the final vote 
tabulation with respect to each nominee and each matter were as follows:

                                                     NUMBER OF VOTES
                                        ----------------------------------------
                                            FOR    AGAINST/WITHHELD  ABSTENTIONS
                                        ---------- ----------------  -----------
Election of Directors*:
 Wayne A. Stork ......................  70,402,214     2,124,457          --
 Walter P. Babich ....................  70,396,277     2,130,394          --
 Anthony D. Knerr ....................  70,394,910     2,131,761          --
 Ann R. Leven ........................  70,405,517     2,121,154          --
 W.Thacher Longstreth ................  70,381,788     2,144,883          --
 Charles E. Peck .....................  70,395,020     2,131,651          --

Approval of the New Investment
 Management Agreement ................  49,488,817     1,140,296     2,564,971

Selection of Ernst & Young LLP as
 Independent Auditors* ...............  67,759,636       644,276     4,122,758

* Voted upon by all shareholders of the Company.

3.  INVESTMENTS
During the six months ended May 31, 1995, the Fund made purchases of 
$440,010,218 and sales of $511,422,330 of investment securities other than 
U.S. Government securities and temporary cash investments.

At May 31, 1995, unrealized appreciation for financial reporting and federal 
income tax purposes aggregated $127,865,265 of which $144,107,302 related to 
unrealized appreciation of securities and $16,242,037 related to unrealized 
depreciation of securities.

The realized gain for federal income tax purposes was $33,743,115 for the six 
months ended May 31, 1995.

<PAGE>

4.  CAPITAL STOCK
Transactions in capital stock shares were as follows:

                                                       SIX MONTHS       YEAR
                                                         ENDED         ENDED
                                                        5/31/95       11/30/94

Shares sold:
 Decatur Income Fund A Class .....................     2,229,899      3,434,662
 Decatur Income Fund B Class .....................       362,104        177,186
 Decatur Income Fund Institutional Class .........     1,024,727     15,245,137
Shares issued upon reinvestment of dividends
 from net investment income and distributions
 of realized gain from security transactions:
 Decatur Income Fund A Class .....................     3,194,600     11,415,889
 Decatur Income Fund B Class .....................         8,745            638
 Decatur Income Fund Institutional Class .........       556,921        445,742
                                                       ---------    -----------
                                                       7,376,996     30,719,254
                                                       ---------    -----------
Shares repurchased:
 Decatur Income Fund A Class .....................    (5,351,536)   (23,687,288)
 Decatur Income Fund B Class .....................       (16,951)           (16)
 Decatur Income Fund Institutional Class .........    (2,518,300)    (4,006,482)
                                                       ---------    -----------
                                                      (7,886,787)   (27,693,786)
                                                       ---------    -----------
Net increase (decrease) ..........................      (509,791)     3,025,468
                                                       =========    ===========

5.  SECURITIES LENDING
The market value of securities on loan to broker/dealers at May 31, 1995, was 
$125,797,343 for which the Fund received cash collateral of $127,905,180.

6.  LINES OF CREDIT
The Fund has a committed line of credit $25,000,000. No amount was 
outstanding at May 31, 1995, or at any time during the fiscal period.

7.  CONCENTRATION OF CREDIT RISK
The Fund invests in high yield fixed-income securities which carry ratings of 
CCC or lower by S&P and/or Caa or lower by Moody's. Investments in these 
higher yielding securities maybe accompanied by a greater degree of credit 
risk than higher rated securities. Additionally, lower-rated securities may 
be susceptible to adverse economic and competitive industry conditions more 
than investment grade securities.

The Fund may invest up to 10% of its total net assets in illiquid securities 
which include securities with contractual restrictions on resale, securities 
exempt from registration under Rule 144A of the Securities Act of 1933, as 
amended, and other securities which may not be readily marketable. The 
relative illiquidity of some of these securities may adversely affect the 
Fund's ability to dispose of such securities in a timely manner and at a fair 
price when it is necessary to liquidate such securities. These securities 
have been denoted in the Statement of Net Assets.

<PAGE>
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

8.  FINANCIAL HIGHLIGHTS
Selected data for each share of the Fund outstanding throughout each period 
were as follows:

<TABLE>
<CAPTION>

                                                                                          
                                                                              DECATUR INCOME FUND A CLASS
                                                      --------------------------------------------------------------------------
                                                      SIX MONTHS(2)
                                                         ENDED                        YEAR ENDED NOVEMBER 30, 
                                                        5/31/95        1994        1993         1992         1991          1990

<S>                                                    <C>          <C>          <C>          <C>          <C>          <C>     
Net asset value, beginning of period ...............   $ 15.57      $ 18.24      $ 17.20      $ 15.76      $ 14.53      $  19.07

Income from investment operations:
 Net investment income .............................      0.34         0.67         0.78         0.78         0.83          0.93
 Net realized and unrealized gain (loss) from
  security transactions ............................      2.26        (0.73)        1.79         1.47         1.37         (2.93)
                                                       -------      -------      -------      -------      -------      --------
Total from investment operations ...................      2.60        (0.06)        2.57         2.25         2.20         (2.00)
                                                       -------      -------      -------      -------      -------      --------
Less distributions:
 Dividends from net investment income ..............     (0.35)       (0.86)       (0.68)       (0.81)       (0.97)        (1.05)
 Distributions from net realized gain on
  security transactions ............................     (0.42)       (1.75)       (0.85)        none         none         (1.49)
                                                       -------      -------      -------      -------      -------      --------
Total distributions ................................     (0.77)       (2.61)       (1.53)       (0.81)       (0.97)        (2.54)
                                                       -------      -------      -------      -------      -------      --------
Net asset value, end of period .....................   $ 17.40      $ 15.57      $ 18.24      $ 17.20      $ 15.76      $  14.53
                                                       =======      =======      =======      =======      =======      ========
Total return(1) ....................................     17.34%       (0.57%)      15.85%       14.55%       15.46%       (12.04%)

Ratios/supplemental data:
 Net assets, end of period (000 omitted) ...........$1,290,594   $1,153,884   $1,512,194   $1,508,206   $1,579,521    $1,560,641
 Ratio of expenses to average net assets ...........      0.88%        0.81%        0.71%        0.72%        0.70%         0.70%
 Ratio of net investment income to average
  net assets .......................................      4.25%        3.92%        4.34%        4.55%        5.18%         5.78%
 Portfolio turnover ................................        65%          92%          80%          79%          78%           44%
</TABLE>

- ------------
(1) Does not include maximum sales charge of 5.75% nor the 1% limited contingent
    deferred sales charge that would apply in the event of certain redemptions 
    within 12 months of purchase.
(2) Ratios have been annualized and total return has not been annualized. 

<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

8.  FINANCIAL HIGHLIGHTS
Selected data for each share of the Fund outstanding throughout each period 
were as follows:
<TABLE>
<CAPTION>


                                                                          DECATUR INCOME                  DECATUR INCOME
                                                                           FUND B CLASS             FUND INSTITUTIONAL CLASS 
                                                                  -----------------------------     -------------------------
                                                                   SIX MONTHS(2)      1/13/94(4)      SIX MONTHS(2)     9/6/943
                                                                       ENDED              TO              ENDED            TO
                                                                      5/31/95          11/30/94          5/31/95        11/30/94

<S>                                                                   <C>              <C>              <C>              <C>    
Net asset value, beginning of period ...........................      $ 15.55          $ 16.59          $ 15.59          $ 16.72

Income from investment operations:
 Net investment income .........................................         0.28             0.15             0.35             0.59
 Net realized and unrealized gain (loss) from
  security transactions ........................................         2.25            (1.02)            2.26            (1.10)
                                                                      -------          -------          -------          -------
Total from investment operations ...............................         2.53            (0.87)            2.61            (0.51)

Less distributions:
 Dividends from net investment income ..........................        (0.28)           (0.17)           (0.38)           (0.62)
 Distributions from net realized gain on security
  transactions .................................................        (0.42)            none             0.42)            none
                                                                      -------          -------          -------          -------
Total distributions ............................................        (0.70)           (0.17)           (0.80)           (0.62)
                                                                      -------          -------          -------          -------
Net asset value, end of period .................................      $ 17.38          $ 15.55          $ 17.40          $ 15.59
                                                                      =======          =======          =======          =======

Total return(1) ................................................        16.84%           (5.27%)          17.38%           (0.45%)

Ratios/supplemental data:
 Net assets, end of period (000 omitted) .......................       $9,242           $2,765         $186,980         $182,105
 Ratio of expenses to average net assets .......................         1.75%            1.70%            0.75%            0.70%
 Ratio of net investment income to average net assets ..........         3.38%            3.03%            4.38%            4.03%
 Portfolio turnover ............................................           65%              92%              65%              92%

</TABLE>
- ------------
(1) Does not include the contingent deferred sales charge which varies from
    1%-4% depending upon the holding period for Decatur Income Fund B Class.
(2) Ratios have been annualized and total return has not been annualized.
(3) Date of initial public offering; ratios and total return have been
    annualized.
(4) Date of initial public offering; ratios have been annualized and total
    return has not been annualized.


<PAGE>

Delaware Group of Funds

FOR GROWTH OF CAPITAL               FOR TAX-FREE         
Trend Fund                          CURRENT INCOME         
DelCap Fund                         Tax-Free USA Fund        
Value Fund                          Tax-Free Insured Fund        
                                    Tax-Free USA          
FOR TOTAL RETURN                      Intermediate Fund         
Dividend Growth Fund                Tax-Free Pennsylvania Fund         
Decatur Total Return Fund                    
Decatur Income Fund                 MONEY MARKET FUNDS         
Delaware Fund                       Delaware Cash Reserve         
                                    U.S. Government Money Fund         
FOR GLOBAL                          Tax-Free Money Fund              
DIVERSIFICATION                                                  
International Equity Fund           CLOSED-END EQUITY/INCOME                   
Global Assets Fund                  Dividend and Income Fund                  
Global Bond Fund                    Global Dividend and                         
                                      Income Fund                        
FOR CURRENT INCOME                                
Delchester Fund                                        
U.S. Government Fund                    
Treasury Reserves                            
  Intermediate Fund                



<PAGE>

  
Board Members                             

WAYNE A. STORK                                                             
Chairman                                                                   
Delaware Group of Funds                                                        
Philadelphia, PA                                                             
                                                                      
WALTER P. BABICH                                                           
Board Chairman                                                             
Citadel Constructors, Inc.                                                     
King of Prussia, PA                                                        
                                                                               
ANTHONY D. KNERR                                                           
Consultant                                                                 
Anthony Knerr & Associates                                                      
New York, NY

ANN R. LEVEN
Treasurer
National Gallery of Art
Washington, DC

W. THACHER LONGSTRETH
Vice Chairman
Packquisition Corp.
Philadelphia, PA

CHARLES E. PECK
Secretary of Enterprise Homes, Inc.
Fredericksburg, VA
former Chairman and CEO
The Ryland Group, Inc.
Columbia, MD

Other Affiliated Officers

BRIAN F. WRUBLE
President and CEO
Delaware Group of Funds
Philadelphia, PA

GEORGE M. CHAMBERLAIN, JR.
Secretary
Delaware Group of Funds
Philadelphia, PA

KEITH E. MITCHELL
President and CEO
Delaware Distributors, L.P.
Philadelphia, PA

DAVID K. DOWNES
Chairman
Delaware Management Trust Company
Philadelphia, PA

MINETTE VAN NOPPEN
President and CEO
Delaware Management Trust Company
Philadelphia, PA


This semi-annual report is for the information of Decatur Income Fund 
shareholders, but it may be used with prospective investors when preceded or 
accompanied by a current PROSPECTUS, which gives details about charges, 
expenses, investment objectives and operating policies of the Fund. Summary 
investment results are documented in the current STATEMENT OF ADDITIONAL 
INFORMATION. If used with prospective investors after September 30, 1995, 
this report must also be accompanied by a Decatur Income Fund Performance 
Update for the most recently completed calendar quarter. The figures in this 
report represent past results, which are not a guarantee of future results. 
The return and principal value of an investment in the Fund will fluctuate so 
that shares, when redeemed, may be worth more or less than their original cost.


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  The Delaware Group includes funds with a wide range of investment 
objectives. Stock funds, income funds, tax-free funds, money market funds, 
closed-end equity/income funds and global funds give investors the ability to 
create a portfolio that fits their personal financial goals. For more 
information, including a prospectus of any Delaware Group fund, contact 
your financial adviser or call Delaware Group at 800-523-4640 or 
215-988-1333 in Philadelphia. Read the prospectus carefully before investing.
  BE SURE TO CONSULT YOUR FINANCIAL ADVISER WHEN MAKING INVESTMENTS. MUTUAL 
FUNDS CAN BE A VALUABLE PART OF YOUR FINANCIAL PLAN; HOWEVER, SHARES OF THE 
FUND ARE NOT FDIC OR NCUSIF INSURED, ARE NOT GUARANTEED BY ANY BANK OR ANY 
CREDIT UNION, ARE NOT OBLIGATIONS OF ANY BANK OR ANY CREDIT UNION, AND 
INVOLVE INVESTMENT RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. SHARES OF 
THE FUND ARE NOT BANK OR CREDIT UNION DEPOSITS.
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INVESTMENT MANAGER                         SHAREHOLDER SERVICING,  
Delaware Management Company, Inc.          DIVIDEND DISBURSING       
                                           AND TRANSFER AGENT  
INTERNATIONAL AFFILIATE                    Delaware Service Company, Inc.       
Delaware International Advisers Ltd.                   
                                                  
NATIONAL DISTRIBUTOR                              
Delaware Distributors, L.P.                       

- -------------------------------------------------------------------------------
SA-001 [5/95] PP7/95                                 Printed in the U.S.A.


|-------------------|  
|     BULK RATE     |    
|   U.S. POSTAGE    |    
|      PAID         |    
|  Permit No.145    |    
| Conshohocken, PA  |    
|-------------------| 

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                  DELAWARE GROUP
      A TRADITION OF SOUND INVESTING SINCE 1929






                    PHOTO OF
                COLONIAL OBJECTS                    





                        |   
       1995             |                          
                        | 
       SEMI-            | 
                        |                          
      ANNUAL            | 
                        |      
      REPORT            |   DELAWARE      
                        |   GROUP
                        |   =============
                        |   Decatur 
                        |   Income Fund












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