DELAWARE GROUP INCOME FUNDS, INC.
HIGH-YIELD OPPORTUNITIES FUND
Class A Shares, Class B Shares, Class C Shares
SUPPLEMENT DATED APRIL 12, 1999
TO PROSPECTUS DATED SEPTEMBER 29, 1998
The following revises information under Summary of
Expenses for Class A, Class B and Class C of High-Yield
Opportunities Fund:
Annual Operating Expenses
(as a percentage of average
daily net assets) Class A Class B Class C
Shares Shares Shares
___________________________________________________________
Management Fees(1) 0.31% 0.31% 0.31%
(after voluntary waivers)
12b-1 Plan Expenses 0.30% 1.00% 1.00%
(including service fees)(2)(3)
Other Operating Expenses(1) 0.69% 0.69% 0.69%
----- ----- -----
Total Operating Expenses(1) 1.30% 2.00% 2.00%
(after voluntary waivers) ===== ===== =====
(1) Delaware Management Company (the "Manager") has elected to
voluntarily waive that portion, if any, of the annual
management fees payable by High-Yield Opportunities Fund and to
pay the Fund's expenses to the extent necessary to ensure that
the Fund's total operating expenses (exclusive of 12b-1 plan
expenses, taxes, interest, brokerage commissions and
extraordinary expenses) do not exceed, on an annualized basis,
1.00% of average daily net assets from April 12, 1999, through
September 30, 1999. From the commencement of operations
through April 11, 1999, the Manager's voluntary commitments of
waiver and payment were different from those currently in
effect for the Fund. The expense information in the Prospectus
previously appearing in the Summary of Expenses table for the
Fund has been restated to reflect the current fees and
expenses. If the voluntary expense waivers and payments by the
Manager were not in effect, the Total Operating Expenses, as a
percentage of average daily net assets, would be 1.95% for
Class A Shares, 2.65% for Class B Shares and 2.65% for Class C
Shares, which would include Management Fees of 0.65%.
(2) Class A Shares, Class B Shares and Class C Shares are
subject to separate 12b-1 Plans. Long-term shareholders may
pay more than the economic equivalent of the maximum front-end
sales charges permitted by rules of the National Association of
Securities Dealers, Inc. (the "NASD").
(3)From the commencement of operations through February 16,
1998, the Distributor waived its right to receive 12b-1 fees.
Beginning February 17, 1998, High-Yield Opportunities Fund
commenced paying 12b-1 fees and the expense information in the table has
been restated to reflect these fees.
The following example illustrates the expenses that an
investor would pay on a $1,000 investment over various time
periods, assuming (1) a 5% annual rate of return, (2)
redemption and no redemption at the end of each time period,
and (3) for Class B Shares and Class C Shares, payment of a
CDSC at the time of redemption, if applicable.
Assuming Redemption
1 year 3 years 5 years 10 years
Class A $60(1) $87 $115 $197
Class B $60 $93 $128 $215(2)
Class C $30 $63 $108 $233
Assuming No Redemption
Class A $60 $87 $115 $197
Class B $20 $63 $108 $215(2)
Class C $20 $63 $108 $233
(1) Generally, no redemption charge is assessed upon
redemption of Class A Shares. Under certain
circumstances, however, a Limited CDSC or other CDSC,
which has not been reflected in this calculation, may be
imposed on certain redemptions. See Contingent Deferred
Sales Charge for Certain Redemptions of Class A Shares
Purchased at Net Asset Value under Redemption and Exchange
in the Prospectus.
(2) At the end of approximately eight years after purchase,
Class B Shares of the Fund will be automatically converted
into Class A Shares of the Fund. The example above
assumes conversion of Class B Shares at the end of the
eighth year. However, the conversion may occur as late as
three months after the eighth anniversary of purchase,
during which time the higher 12b-1 Plan fees payable by
Class B Shares will continue to be assessed. The ten year
expense numbers for Class B Shares reflect the expenses of
Class B Shares for years one through eight and the
expenses of Class A Shares for years nine and ten. See
Automatic Conversion of Class B Shares under Classes of
Shares for a description of the automatic conversion
feature in the Prospectus.
DELAWARE GROUP INCOME FUNDS, INC.
HIGH-YIELD OPPORTUNITIES FUND
INSTITUTIONAL CLASS
SUPPLEMENT DATED APRIL 12, 1999
TO PROSPECTUS DATED SEPTEMBER 29, 1998
The following revises information under Summary of
Expenses for the High-Yield Opportunities Fund Institutional
Class:
Annual Operating Expenses
(as a percentage of average
daily net assets)
___________________________________
Management Fees(1) 0.31%
(after voluntary waivers)
12b-1 Plan Expenses None
Other Operating Expenses(1) 0.69%
-----
Total Operating Expenses(1) 1.00%
(after voluntary waivers) =====
(1) Delaware Management Company (the "Manager") has elected to
voluntarily waive that portion, if any, of the annual
management fees payable by High-Yield Opportunities Fund and to
pay the Fund's expenses to the extent necessary to ensure that
the Fund's total operating expenses (exclusive of taxes,
interest, brokerage commissions and extraordinary expenses) do
not exceed, on an annualized basis, 1.00% of average daily net
assets from April 12, 1999, through September 30, 1999. From
the commencement of operations through April 11, 1999, the
Manager's voluntary commitments of waiver and payment were
different from those currently in effect for the Fund. The
expense information in the Prospectus previously appearing in
the Summary of Expenses table for the Fund has been restated to
reflect the current fees and expenses. If the voluntary
expense waivers and payments by the Manager were not in effect,
the Total Operating Expenses, as a percentage of average daily
net assets, would be 1.65%, which would include Management Fees
of 0.65%.
The following example illustrates the expenses that an
investor would pay on a $1,000 investment over various time
periods, assuming (1) a 5% annual rate of return and (2)
redemption at the end of each time period. The Fund charges no
redemption fees.
1 year 3 years 5 years 10 years
$10 $32 $55 $122
