DELAWARE GROUP TAX FREE MONEY FUND INC /
497, 1995-04-25
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<PAGE>


                 Supplement Dated April 15, 1995
                   to the Current Prospectuses
              of the Following Delaware Group Funds

          Delaware Group Delaware Fund, Inc., Delaware
          Group Trend Fund, Inc., Delaware Group Value
          Fund, Inc., Delaware Group Decatur Fund, Inc.,
          Delaware Group DelCap Fund, Inc., Delaware
          Group Delchester High-Yield Bond Fund, Inc.,
          Delaware Group Government Fund, Inc.,
          Delaware Group Tax-Free Fund, Inc., Delaware
          Group Treasury Reserves, Inc.,  Delaware Group
          Tax-Free Money, Inc., Delaware Group Cash
          Reserve, Inc.


     On March 29, 1995, shareholders of each of the above
referenced Funds or, as relevant, the series thereof, approved a new
Investment Management Agreement with Delaware Management
Company, Inc. ("DMC"), an indirect wholly-owned subsidiary of
Delaware Management Holdings, Inc. ("DMH").  The approval of
new Investment Management Agreements was subject to the
completion of the merger (the "Merger") between DMH and a wholly-
owned subsidiary of Lincoln National Corporation ("Lincoln
National") which occurred on April 3, 1995. Accordingly, the
previous Investment Management Agreements terminated and the new
Investment Management Agreements became effective on that date.

     As a result of the Merger, DMC and its two affiliates,
Delaware Service Company, Inc., the Funds' shareholder servicing,
dividend disbursing and transfer agent and Delaware Distributors,
L.P., the Funds' national distributor became indirect wholly-owned
subsidiaries of Lincoln National.  Lincoln National, with headquarters
in Fort Wayne, Indiana, is a diversified organization with operations
in many aspects of the financial services industry, including insurance
and investment management.  

     Under the new Investment Management Agreements, DMC
will be paid at the same annual fee rates and on the same terms as it
was under the previous Investment Management Agreements.  In
addition, the investment approach and operation of each Fund and, as
relevant, each series of a Fund, will remain substantially unchanged.

                                                                     PS-OTH-4/95


<PAGE>

                             NOVEMBER 9, 1994
                          DELAWARE CASH RESERVE
                                 A CLASS
                             (May 30, 1994)
                          DELAWARE CASH RESERVE
                                 B CLASS
                             (May 30, 1994)
                          DELAWARE CASH RESERVE
                            CONSULTANT CLASS
                             (May 30, 1994)
                        U.S. GOVERNMENT MONEY FUND
                                 A CLASS
                             (March 25, 1994)
                        U.S. GOVERNMENT MONEY FUND
                            CONSULTANT CLASS
                             (March 25, 1994)
                           TAX-FREE MONEY FUND
                                 A CLASS
                             (June 29, 1994)
                           TAX-FREE MONEY FUND
                            CONSULTANT CLASS
                            (June 29, 1994)
                Supplement To Prospectuses As Noted Above

  The following supplements the information appearing on the front cover of 
the Prospectus:

Shares of this Fund are not federally insured by the Federal Deposit 
Insurance Corporation, the Federal Reserve Board, or any other agency. Shares 
are not deposits, obligations of, guaranteed or endorsed by any bank and 
involve investment risks including possible loss of principal.

Shares of the Fund are not NCUSIF insured, are not guaranteed by the credit 
union, are not obligations of the credit union, and involve investment risk, 
including the possible loss of principal. Shares of the Fund are not credit 
union deposits.
                                                                      
                                                                      
                                                                      PS-MM

<PAGE> 1
                                                                  PROSPECTUS
                                                               JUNE 29, 1994
 ---------------------------------------------------------------------------
 TAX-FREE MONEY FUND
 ---------------------------------------------------------------------------
 A CLASS
 --------------------------------------------------------------------------- 
  1818 Market Street
  Philadelphia, PA 19103
 --------------------------------------------------------------------------- 
  For Prospectus and Performance:
    Nationwide 800-523-4640
    Philadelphia 988-1333
  Information on Existing Accounts:
    Nationwide 800-523-1918
    Philadelphia 988-1241
- ----------------------------------------------------------------------------  
  TABLE OF CONTENTS
- ----------------------------------------------------------------------------  
  Cover Page                                                               1
- ----------------------------------------------------------------------------  
  Synopsis                                                                 2
- ----------------------------------------------------------------------------  
  Summary of Expenses                                                      3
- ----------------------------------------------------------------------------  
  Financial Highlights                                                     4
- ----------------------------------------------------------------------------  
  Investment Objective and Policies
    Suitability                                                            5
    Investment Strategy                                                    5
- ----------------------------------------------------------------------------  
  The Delaware Difference                                     
    Plans and Service                                                      7
- ----------------------------------------------------------------------------  
  Buying Shares                                                            8
- ----------------------------------------------------------------------------  
  Redemption and Exchange                                                 10
- ----------------------------------------------------------------------------  
  Dividends and Distributions                                             13
- ----------------------------------------------------------------------------  
  Taxes                                                                   13
- ----------------------------------------------------------------------------  
  Net Asset Value Per Share                                               14
- ----------------------------------------------------------------------------  
  Management of the Fund                                                  14  
- ----------------------------------------------------------------------------  
  This Prospectus describes the Tax-Free Money Fund A Class (the "Class") of
shares of Delaware Group Tax-Free Money Fund, Inc. (the "Fund"). The Fund is a
professionally-managed mutual fund of the series type, currently offering two
classes of shares of a single series. The Fund seeks a high level of current
income, exempt from federal income tax, while preserving principal and
maintaining liquidity. The Fund intends to achieve its objective by investing
its assets in a diversified portfolio of municipal money market instruments, the
interest from which is, in the opinion of bond counsel for the issuer, exempt
from federal income tax.
  The Fund is a money market fund. The minimum initial investment is $1,000; 
subsequent investments must be at least $25. There is no front-end or 
contingent deferred sales charge.
  This Prospectus sets forth information that you should read and consider
before you invest. Please retain it for future reference. Part B of the
registration statement, dated June 29, 1994, as it may be amended from time to
time, contains additional information about the Fund and has been filed with the
Securities and Exchange Commission. Part B is incorporated by reference into
this Prospectus and is available, without charge, by writing to Delaware
Distributors, Inc. at the above address or by calling the above numbers. The
Fund's financial statements appear in its Annual Report, which will accompany
any response to requests for Part B.
  The Fund also offers the Tax-Free Money Fund Consultant Class of shares. 
Shares of that class are offered for sale through brokers, financial 
institutions and other entities which have a dealer agreement with the Fund's 
Distributor or a service agreement with the Fund, and shares of that class 
may be subject to 12b-1 Plan distribution expenses. At the present time, no 
distribution fees are being paid under the 12b-1 Plan for the Tax-Free Money 
Fund Consultant Class. A prospectus for the Tax-Free Money Fund Consultant 
Class can be obtained by writing to Delaware Distributors, Inc. at the above 
address or by calling the above numbers. See Tax-Free Money Fund Consultant 
Class.

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND 
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES 
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE 
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY 
IS A CRIMINAL OFFENSE.



                                       1
<PAGE> 2

SYNOPSIS

Capitalization
  The Fund offers the Tax-Free Money Fund A Class and the Tax-Free Money Fund 
Consultant Class. The Fund has a present authorized capitalization of five 
hundred million shares of common stock with a $.001 par value per share. One 
hundred million shares of the Fund have been allocated to each class of 
shares. See Shares under Management of the Fund.

Investment Manager, Distributor and Service Agent
  Delaware Management Company, Inc. (the "Manager") is the investment manager 
for the Fund. The Manager or its affiliate, Delaware International Advisers 
Ltd., manages the other funds in the Delaware Group. Delaware Distributors, 
Inc. (the "Distributor") is the national distributor for the Fund and for all 
of the other mutual funds in the Delaware Group. Delaware Service Company, 
Inc. (the "Transfer Agent") is the shareholder servicing, dividend disbursing 
and transfer agent for the Fund and for all of the other mutual funds in the 
Delaware Group. See Management of the Fund.

Purchase Price
  Shares of the Class offered by this Prospectus are available at net asset 
value, without a sales charge and are not subject to distribution fees under 
a Rule 12b-1 distribution plan. See Buying Shares.

Minimum Investment
  The minimum initial investment is $1,000 and all subsequent investments 
must be at least $25. See Buying Shares.

Investment Objective
  The objective of the Fund is to seek a high level of current income, exempt 
from federal income tax, while preserving principal and maintaining 
liquidity. The Fund intends to achieve its objective by investing its assets 
in a diversified portfolio of municipal money market instruments, the 
interest from which is, in the opinion of bond counsel for the issuer, exempt 
from federal income tax. Although exempt from regular federal income tax, 
interest paid on certain types of municipal obligations is deemed to be a 
preference item under federal tax law and is subject to the federal 
alternative minimum tax. Up to 20% of the Fund's net assets may be invested 
in bonds, the income from which is subject to the federal alternative minimum 
tax. See Investment Objective and Policies.

Open-End Investment Company
  The Fund, which was organized as a Maryland corporation in April 1980, is a 
diversified, open-end management investment company. See Shares under 
Management of the Fund.

Investment Management Fees
  The Manager furnishes investment management services to the Fund, subject 
to the supervision and direction of the Fund's Board of Directors. Under the 
Investment Management Agreement, the annual compensation paid to the Manager 
is equal to 1/2 of 1% of average daily net assets of the Fund, less all 
directors' fees paid to the unaffiliated directors by the Fund. See Management
of the Fund.

Redemption and Exchange
  Shares of the Fund are redeemed or exchanged at the net asset value 
calculated after receipt of the redemption or exchange request. See Redemption
and Exchange.



                                       2
<PAGE> 3


SUMMARY OF EXPENSES
<TABLE>
<CAPTION>
                                                                                            Annual Operating Expenses
                   Shareholder Transaction Expenses                               (as a percentage of average daily net assets)
- ---------------------------------------------------------------------          ---------------------------------------------------
<S>                                                            <C>             <C>                                         <C>  
Maximum Sales Charge Imposed on Purchases                                      Management Fees..........................   0.47%
  (as a percentage of offering price)..................        None            12b-1 Fees...............................   None
Maximum Sales Charge Imposed on Reinvested Dividends                           Other Operating Expenses.................   0.52%
  (as a percentage of offering price)..................        None                                                        -----
Redemption Fees........................................        None*             Total Operating Expenses................  0.99%
Exchange Fees..........................................        None**                                                      =====
</TABLE>

  The purpose of this table is to assist the investor in understanding the 
various costs and expenses that an investor in the Class will bear directly 
or indirectly. *CoreStates Bank, N.A. currently charges $7.50 per redemption 
for redemptions payable by wire. **Exchanges are subject to the requirements 
of each fund and a sales charge may apply. See Redemption and Exchange. Also, 
see Tax-Free Money Fund Consultant Class for expense information about that 
class.
  The following example illustrates the expenses that you 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. As noted in the 
table above, the Fund charges no redemption fees.

  1 year            3 years             5 years             10 years
  ------            -------             -------             --------
   $10                $32                 $55                 $121

This example should not be considered a representation of past or future 
expenses or performance. Actual expenses may be greater or less than those 
shown.

                                       3

<PAGE> 4

FINANCIAL HIGHLIGHTS

The following financial highlights are derived from the financial statements 
of Delaware Group Tax-Free Money Fund and have been audited by Ernst & Young, 
independent auditors. The data should be read in conjunction with the 
financial statements, related notes, and the report of Ernst & Young covering 
such financial information and highlights, all of which are incorporated by 
reference into Part B. Further information about the Fund's performance is 
contained in its Annual Report to shareholders, a copy of which (including 
the report of Ernst & Young) may be obtained from the Fund upon request and 
without charge.

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------------
                                                                           Year Ended
                                       4/30/94         4/30/93         4/30/92         4/25/91          4/26/90           4/27/89  
<S>                                    <C>             <C>             <C>             <C>              <C>               <C>       
Net Asset Value, Beginning of 
  Period(1)........................    $1.0000         $1.0000         $1.0000         $1.0000          $1.0000           $1.0000  

Income From Investment
- ----------------------
Operations
- ----------
Net Investment Income..............     0.0158          0.0201          0.0347          0.0476           0.0530            0.0503 
Net Gains or Losses on Securities 
  (both realized and unrealized)...       none            none            none            none             none              none 
                                       -------         -------         -------         -------          -------           ------- 
  Total From Investment 
      Operations...................     0.0158          0.0201          0.0347          0.0476           0.0530            0.0503 
                                       -------         -------         -------         -------          -------           -------
Less Distributions 
- ------------------
Dividends (from net investment 
  income)..........................    (0.0158)        (0.0201)        (0.0347)        (0.0476)         (0.0530)          (0.0503) 
Distributions (from capital gains).       none            none            none            none             none              none 
Returns of Capital.................       none            none            none            none             none              none 
                                       -------         -------         -------         -------          -------           ------- 
  Total Distributions..............    (0.0158)        (0.0201)        (0.0347)        (0.0476)         (0.0530)          (0.0503)
                                       -------         -------         -------         -------          -------           ------- 
Net Asset Value, End of Period.....    $1.0000         $1.0000         $1.0000         $1.0000          $1.0000           $1.0000 
                                       =======         =======         =======         =======          =======           =======
- ----------------------------------------------------------------------------------------------------------------------------------
Total Return.......................      1.59%           2.03%           3.52%           4.87%            5.43%             5.14% 
- ------------
- ----------------------------------------------------------------------------------------------------------------------------------
Ratios/Supplemental Data
- ------------------------
Net Assets, End of Period 
  (000 omitted)....................    $44,707         $43,886          $53,210        $56,766         $61,860            $60,827 
Ratio of Expenses to Average 
  Daily Net Assets.................      0.99%           0.94%            0.84%          0.83%           0.83%              0.79%
Ratio of Net Investment Income to 
  Average Daily Net Assets.........      1.58%           2.03%            3.43%          4.77%           5.30%              5.04%
</TABLE>



<PAGE> 5



<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------  
                                                               Year Ended
                                         4/28/88       4/30/87         4/24/86           4/25/85
<S>                                      <C>           <C>             <C>               <C>   
Net Asset Value, Beginning of 
  Period(1)........................      $1.0000       $1.0000         $1.0000           $1.0000

Income From Investment
- ----------------------
Operations
- ----------
Net Investment Income..............       0.0407        0.0390          0.0470            0.0533
Net Gains or Losses on Securities 
  (both realized and unrealized)...         none          none            none              none
                                         -------       -------         -------           -------
  Total From Investment 
      Operations...................       0.0407        0.0390          0.0470            0.0533
                                         -------       -------         -------           -------
Less Distributions
- ------------------
Dividends (from net investment 
  income)..........................      (0.0407)      (0.0390)        (0.0470)          (0.0533)
Distributions (from capital gains).         none          none            none              none
Returns of Capital.................         none          none            none              none
                                         -------       -------         -------           -------
  Total Distributions..............      (0.0407)      (0.0390)        (0.0470)          (0.0533)
                                         -------       -------         -------           -------
Net Asset Value, End of Period.....      $1.0000       $1.0000         $1.0000           $1.0000
                                         =======       =======         =======           =======
- -------------------------------------------------------------------------------------------------
Total Return.......................        4.15%         3.97%           4.80%             5.46%
- ------------
- -------------------------------------------------------------------------------------------------
Ratios/Supplemental Data
- ------------------------
Net Assets, End of Period 
  (000 omitted)....................      $79,662       $62,782         $66,762           $52,295
Ratio of Expenses to Average 
  Daily Net Assets.................        0.72%         0.76%           0.79%             0.86%
Ratio of Net Investment Income to 
  Average Daily Net Assets.........        4.05%         3.89%           4.71%             5.32%
</TABLE> 
- --------------
(1) All share and per share figures have been restated to reflect the 
    ten-to-one stock split on January 1, 1991.

                                       4

<PAGE> 6

INVESTMENT OBJECTIVE  
AND POLICIES

  The Fund is a money market fund with the objective of seeking a high level of
current income, free from federal income tax, while preserving principal and
maintaining liquidity. The Fund seeks to do this by investing in a diversified
portfolio of municipal money market instruments, the interest from which is, in
the opinion of bond counsel for the issuer, exempt from federal income tax. The
portfolio of the Fund will be managed to maintain a constant $1.00 per share
value. While the Fund will make every effort to maintain a fixed net asset value
of $1.00 per share, there can be no assurance that this objective will be
achieved.

SUITABILITY
  The Fund is suited for investors seeking current income exempt from federal 
income tax. Investors should be willing to accept the risk of investments in 
municipal bonds. Ownership of Fund shares also reduces the bookkeeping and 
administrative inconveniences of directly purchasing money market securities.

INVESTMENT STRATEGY
  The Fund seeks to attain its objective by investing at least 80% of its 
assets under normal circumstances in short-term municipal money market 
instruments. The Fund may invest up to 20% of its net assets in securities 
the income from which is subject to the federal alternative minimum tax. 
Although exempt from regular federal income tax, interest paid on certain 
municipal obligations (commonly referred to as "private activity" or "private 
purpose" bonds) is deemed to be a preference item under federal tax law and 
is subject to the federal alternative minimum tax. While there is no 
assurance its objective can be achieved, the Fund must follow certain 
policies that can only be changed by shareholder approval.

Quality Restrictions
  The Fund limits its investments to those which the Board of Directors has 
determined present minimal credit risk and which are of high quality and 
otherwise will meet the conditions with which tax-exempt money market funds 
must comply.
  The Fund's investments include municipal bonds, tax-free commercial paper 
and short-term tax-free notes. They will also include construction loan 
notes, project notes, tax anticipation notes, bond anticipation notes and 
revenue anticipation notes issued by states, territories and possessions of 
the United States, the District of Columbia, political subdivisions of the 
above and duly constituted authorities and corporations, the interest from 
which is wholly-exempt from federal income tax.
  If a security or, as relevant, its issuer is considered to be rated at the
time of a proposed purchase it or, as relevant, its issuer must be so rated in
one of the two highest rating categories (e.g. for municipal bonds, AA or better
by Standard & Poor's Corporation ("S&P") or Aa or better by Moody's Investors
Service, Inc. ("Moody's"); for tax-free commercial paper and short-term 
tax-free notes, A-2 or better by S&P or P-2 or better by Moody's; and for
state or municipal notes, MIG-2 or better by Moody's) by at least two
nationally-recognized statistical rating organizations (or if rated by only one
such organization, so rated by such organization) or, if the security or, as
relevant, its issuer has not been rated, to be comparable to securities that are
so rated in accordance with the conditions with which tax-exempt money market
funds must comply. The Fund may also invest in U.S. government securities (as
defined by the Investment Company Act of 1940).
  Consistent with the above, the Fund may also invest in short-term municipal 
obligations. "Municipal obligations" include "general obligation" and 
"revenue" issues. General obligation issues are secured by the issuer's 
pledge of its full faith, credit and taxing power for the payment of 
principal and interest. Revenue issues are payable only from the revenues 
derived from a particular facility or class of facilities.
  The Fund may also invest in variable or floating rate demand obligation 
instruments and other municipal securities with a maturity in excess of 13 
months, but which have a demand feature whereby the Fund may tender the 
instrument or security back to the issuer or another entity as described 
below, consistent with the conditions with which tax-exempt money market 
funds must comply. Such obligations may be backed by a Letter of Credit or 
other guarantee. The Fund will consider the rating of the guarantor and the 
nature of the guarantee in evaluating the quality of the obligation.

                                       5
<PAGE> 7

  Generally, a demand feature entitles the Fund to require the provider of the
demand feature to purchase the securities from the Fund at their principal
amount (usually with accrued interest) within a fixed period (generally seven
days, but the period may be longer) following a demand by the Fund. Certain
securities with a demand feature permit the Fund to tender the security only
at the time of an interest rate adjustment or at other fixed intervals. The
demand feature may be provided by the issuer of the underlying security, a
bank, a dealer in the securities or by another third party, and may not be
transferred separately from the underlying security. Certain demand features
are conditional which means that they may not be exercised or may terminate
under certain limited circumstances. The bankruptcy or receivership of, or
default by, the provider of the demand feature, or a default on the
underlying security or other event that terminates the demand feature before
its exercise will adversely affect the liquidity of the underlying security.
  The Fund may not, at the time of purchase, invest more than 25% of its 
assets in securities of governmental subdivisions located in any one state, 
territory or U.S. possession. It may invest up to 25% of its assets in 
short-term, tax-exempt project notes guaranteed by the U.S. government, 
regardless of the location of the issuing municipality.
  Appendix A of Part B describes Moody's and S&P's ratings.

Maturity Restrictions
  The Fund maintains an average maturity of not more than 90 days. Also, it 
does not purchase any instruments with an effective remaining maturity of 
more than 13 months.

Investment Techniques
  The Fund intends to hold its investments until maturity, but may sell them 
prior to maturity for a number of reasons. These reasons include: to shorten 
or lengthen the average maturity, to increase the yield, to maintain the 
quality of the portfolio or to maintain a stable share value.
  Up to 20% of the Fund's portfolio may be invested in issues which are not 
exempt from federal income tax such as commercial paper, corporate notes, 
certificates of deposit of U.S. commercial banks and domestic savings and 
loan associations, obligations of the U.S. government, its agencies or 
instrumentalities, certificates of deposit, when-issued securities and 
repurchase agreements of the above issuers. Any such investments will meet 
the conditions with which tax-exempt money market funds must comply when 
purchasing such instruments.
  The Fund may invest in "when-issued securities." When-issued securities 
involve commitments to buy a new issue with settlement up to 45 days later. 
During the time between the commitment and settlement the Fund does not 
accrue interest, but the market value may fluctuate. This can result in the 
Fund's share value increasing or decreasing. If the Fund invests in 
securities of this type, it will maintain a segregated account to pay for 
them and mark it to market daily.
  The Tax Reform Act of 1986 (the "Act") limits the amount of new "private 
purpose" bonds that each state can issue and subjects interest income from 
these bonds to the federal alternative minimum tax. "Private purpose" bonds 
are issues the proceeds of which are used to finance certain nongovernment 
activities, and could include some types of industrial revenue bonds such as 
privately-owned sports and convention facilities. The Act also makes the 
tax-exempt status of certain bonds depend on the issuer's compliance with 
specific requirements after the bonds are issued. The Fund intends to seek to 
achieve a high level of tax-exempt income. However, if the Fund invests in 
newly-issued private purpose bonds, a portion of its distributions would be 
subject to the federal alternative minimum tax. The Fund may invest up to 20% 
of its assets in bonds the income from which is subject to the federal 
alternative minimum tax.
  The Fund may also use repurchase agreements which are at least 100% 
collateralized by securities in which the Fund can invest directly. 
Repurchase agreements help the Fund to invest cash on a temporary basis. 
Under a repurchase agreement, the Fund acquires ownership and possession of a 
security, and the seller agrees to buy the security back at a specified time 
and higher price. If the seller is unable to repurchase the security, the 
Fund could experience delays and losses in liquidating the securities. To 
minimize this possibility, the Fund considers the creditworthiness of banks 
and dealers when entering into repurchase agreements. Earnings on repurchase 
agreements are not tax-exempt.
  The Fund may borrow money as a temporary measure for extraordinary purposes 
or to facilitate redemptions, but it does not presently intend to do so.

                                       6

<PAGE> 8

Asset-Backed Securities
  The Fund may also invest in securities which are backed by assets such as 
receivables on home equity and credit card loans, and receivables regarding 
automobile, mobile home and recreational vehicle loans, wholesale dealer 
floor plans and leases. All such securities must be rated in the highest 
rating category by a reputable credit rating agency (e.g., AAA by S&P or Aaa 
by Moody's). Such receivables are securitized in either a pass-through or a 
pay-through structure. Pass-through securities provide investors with an 
income stream consisting of both principal and interest payments in respect 
of the receivables in the underlying pool. Pay-through asset-backed 
securities are debt obligations issued usually by a special purpose entity, 
which are collateralized by the various receivables and in which the payments 
on the underlying receivables provide the funds to pay the debt service on 
the debt obligations issued. The Fund may invest in these and other types of 
asset-backed securities that may be developed in the future. It is the Fund's 
current policy to limit asset-backed investments to those represented by 
interests in credit card receivables, wholesale dealer floor plans, home 
equity loans and automobile loans.
  The rate of principal payment on asset-backed securities generally depends 
upon the rate of principal payments received on the underlying assets. Such 
rate of payments may be affected by economic and various other factors such 
as changes in interest rates. Therefore, the yield may be difficult to 
predict and actual yield to maturity may be more or less than the anticipated 
yield to maturity. Such asset-backed securities involve other risks, 
including the risk that security interests cannot be adequately or in many 
cases, ever, established. In addition, with respect to credit card 
receivables, a number of state and federal consumer credit laws give debtors 
the right to set off certain amounts owed on the credit cards, thereby 
reducing the outstanding balance. In the case of automobile receivables, 
there is a risk that the holders may not have either a proper or first 
security interest in all of the obligations backing such receivables due to 
the large number of vehicles involved in a typical issuance and technical 
requirements under state laws. Therefore, recoveries on repossessed 
collateral may not always be available to support payments on the securities. 
For further discussion concerning the risks of investing in such asset-backed 
securities, see Part B.
  Part B provides more information on the Fund's investment policies and 
restrictions.

THE DELAWARE DIFFERENCE
 
PLANS AND SERVICES
  The Delaware Difference is our commitment to provide you with superior 
information and quality service on your investments in the Delaware Group of 
funds.

SHAREHOLDER PHONE DIRECTORY

Investor Information Center
  800-523-4640
  (Philadelphia 988-1333)
    Fund Information
    Literature
    Price, Yield and Performance Figures

Shareholder Service Center
  800-523-1918
  (Philadelphia 988-1241)
    Information on Existing Regular Investment
      Accounts and Retirement Plan Accounts
    Wire Investments
    Wire Liquidations
    Telephone Liquidations
    Telephone Exchanges

Delaphone
  800-362-FUND
  (800-362-3863)

Performance Information
  You can call the Investor Information Center anytime to get current yield 
information. Yield information is updated each weekday and is based on the 
annualized yield over the past seven-day or longer period.

Shareholder Services
  During business hours, you can call the Fund's Shareholder Service Center. 
The representatives can answer any of your questions about your account, the 
Fund, the various service features and other funds in the Delaware Group.

Delaphone Service
  Delaphone is an account inquiry service for investors with Touch-Tone(R) 
phone service. It enables you to get information on your account faster  
than the mailed statements and confirmations seven days a week, 24 hours a  
day.

                                       7

<PAGE> 9

Account Statements
  A statement of account will be mailed each quarter summarizing all 
transactions during the period. However, accounts in which there has been 
activity, other than regular investment programs such as Automatic Investing 
or Direct Deposit Plans, will receive monthly statements reflecting 
transactions for that period. You should examine statements and confirmations 
immediately and promptly report any discrepancy by calling the Shareholder 
Service Center.

Duplicate Confirmations
  If your investment dealer is noted on your investment application, we will 
send your dealer a duplicate confirmation. This makes it easier for your 
investment dealer to help you manage your investments.

Dividend Reinvestment Plan
  You can elect to have your distributions (capital gains and/or dividend 
income) paid to you by check or reinvested in your account without a sales 
charge or you may be permitted to reinvest your distributions in other funds 
in the Delaware Group without a sales charge, subject to eligibility and 
minimum purchase requirements set forth in each fund's prospectus. Dividends 
on shares of the Class may not be invested in the Class B Shares that are 
offered by certain other funds in the Delaware Group ("Class B Funds"). For 
more information about reinvestments in shares of other funds in the Delaware 
Group, call the Shareholder Service Center.

Exchange Privilege
  The Exchange Privilege permits shareholders to exchange all or part of 
their Class shares into shares of the other funds in the Delaware Group, 
subject to the eligibility and minimum purchase requirements set forth in 
each fund's prospectus, including any applicable front-end sales charges. 
Exchanges are not permitted between Class shares and the Class B Shares of 
the Class B Funds. See Redemption and Exchange.
  The exchange feature is available only in states where shares of the fund 
being acquired can be sold. The Fund reserves the right to suspend or 
terminate, or amend the terms of, the exchange privilege upon 60 days' 
written notice to shareholders. See Redemption and Exchange.

Wealth Builder Option
  You may be permitted to elect to have amounts in your account automatically 
invested in other funds in the Delaware Group. Investments under this feature 
are exchanges and are therefore subject to the same conditions and 
limitations as other exchanges of Class shares. See Redemption and Exchange.

Financial Information about the Fund
  Each fiscal year, you will receive an annual report containing financial 
statements audited by Ernst & Young (the Fund's independent auditors), and an 
unaudited semi-annual report. These reports provide detailed information 
about the Fund's investments and performance. The Fund's fiscal year ends on 
April 30.

The Delaware Digest
  You will receive newsletters covering topics of interest about your 
investment alternatives and services from the Delaware Group.

BUYING SHARES

  The Distributor serves as the national distributor for the Fund.
  The minimum for initial investments is $1,000 and all subsequent 
investments must be at least $25. All purchases are at net asset value. There 
is no sales charge.
  The Fund makes it easy to invest by mail, by wire, by exchange and by 
arrangement with your investment dealer.

Investing through Your Investment Dealer
  You can make a purchase through most investment dealers who, as part of the 
service they provide, must transmit orders promptly. They may charge for this 
service. If you want a dealer but do not have one, we can refer you to one.

Investing by Mail 
1. Initial Purchases--An Investment Application must be
completed, signed and sent with a check payable to Tax-Free Money Fund A
Class, to P.O. Box 7977, Philadelphia, PA 19101. 

2. Subsequent Purchases--Additional purchases may be made at any time by 
mailing a check payable to Tax-Free Money Fund A Class. Your check should 
be identified with your name(s) and account number. An investment slip 
(similar to a deposit slip) is provided at the bottom of transaction 
confirmations and dividend statements that you will receive from the Fund, 
and should be used when you are making additional purchases. You can 
expedite processing by including an investment slip with your check when  
making additional purchases. Your investment may be delayed if you send  
additional purchases by certified mail.

                                       8

<PAGE> 10

Investing by Wire
  You may purchase shares by requesting your bank to transmit funds by wire 
to CoreStates Bank, N.A., ABA #031000011, account number 0114-2596 (include 
your name(s) and your account number for the Class in which you are 
investing). 

1. Initial Purchases--Before you invest, telephone the Fund's Shareholder 
Service Center to get an account number. If you do not call first, it may 
delay processing your investment. In addition, you must promptly send your 
Investment Application to Tax-Free Money Fund A Class, New Accounts, P.O. 
Box 7977, Philadelphia, PA 19101. 

2. Subsequent Purchases--You may make additional investments anytime by 
wiring funds to CoreStates Bank, N.A., as described above. You should advise 
the Fund's Shareholder Service Center by telephone of each wire you send.

Investing by Exchange
  If you have an investment in another mutual fund in the Delaware Group, you 
may write and authorize an exchange of part or all of your investment into 
the Class. The Class B Shares of the Class B Funds may not be exchanged into 
the Class. If you wish to open an account by exchange, call the Shareholder 
Service Center for more information.

Additional Methods of Adding to Your Investment
  Call the Shareholder Service Center for more information if you wish to use 
the following services: 

1. Direct Deposit
  You may wish your employer or bank to make regular investments directly to 
your account for you (for example: payroll deduction, pay by phone, annuity 
payments). The Fund also accepts preauthorized recurring government and 
private payments by Electronic Fund Transfer, which avoids mail time and 
check clearing holds on payments such as social security, federal salaries,
Railroad Retirement benefits, etc. 

2. Automatic Investing Plan
  The Automatic Investing Plan enables you to make regular monthly 
investments without writing or mailing checks. You may authorize the Fund to 
transfer a designated amount monthly from your checking account to your Class 
account. Shareholders should allow a reasonable amount of time for initial 
purchases and changes to these plans to become effective.

                                     * * *

  Should investments by these two methods be reclaimed or returned for some 
reason, the Fund has the right to liquidate your shares to reimburse the 
government or transmitting bank. If there are insufficient funds in your 
Class account, you are obligated to reimburse the Fund.

Dividend Orders
  Some shareholders want the dividends earned in one fund automatically 
invested in another Delaware Group fund with a different investment 
objective. For more information on the requirements of the other funds, 
please call the Shareholder Service Center.

Purchase Price and Effective Date
  The offering price (net asset value) of the Class is determined as of the 
close of regular trading on the New York Stock Exchange (ordinarily, 4 p.m., 
Eastern time) on days when such exchange is open.
  Investments by Federal Funds wire will be effective upon receipt. If the 
wire is received after the time the offering price of shares is determined, 
as noted above, it will be effective the next business day. If the investment 
is made by check, the check must be converted to Federal Funds before your 
purchase can be effective (normally one business day after receipt).
  Your purchase begins earning dividends the next business day after becoming 
effective. See Dividends and Distributions for additional information.

The Conditions of Your Purchase
  The Fund reserves the right to reject any purchase or exchange. If a 
purchase is cancelled because your check is returned unpaid, you are 
responsible for any loss incurred. The Fund can redeem shares from your 
account(s) to reimburse itself for any loss, and you may be restricted from 
making future purchases in any of the funds in the Delaware Group. The Fund 
reserves the right, upon 60 days' written notice, to redeem accounts that 
remain under $1,000 as a result of redemptions. An investor making the 
minimum initial investment will be subject to involuntary redemption if he or 
she redeems any portion of his or her account.



                                       9
<PAGE> 11

Tax-Free Money Fund Consultant Class
  In addition to offering the Tax-Free Money Fund A Class shares, the Series 
offers Tax-Free Money Fund Consultant Class shares, which are described in a 
separate prospectus. The Tax-Free Money Fund Consultant Class shares are 
available for sale through brokers, financial institutions and other entities 
which have a dealer agreement with the Fund's Distributor or a service 
agreement with the Fund. The Tax-Free Money Fund Consultant Class shares have
no front-end or contingent deferred sales charge; such class has a 12b-1 Plan 
whereby the Fund is permitted to pay the Distributor annual fees payable 
monthly up to a maximum of .30% of the average daily net assets of such 
shares in order to compensate the Distributor for providing distribution and 
related services and bearing certain distribution-related expenses. There are 
no payments under the 12b-1 Plan being made at this time. However, in the 
event such payments are reinstituted, sales or service compensation available 
in respect of such class may differ from that available to the Tax-Free Money 
Fund A Class shares. Both classes of the Series' shares have a proportionate 
interest in the underlying portfolio of securities of the Series. For the 
fiscal year ended April 30, 1994, the Total Operating Expenses for the 
Tax-Free Money Fund Consultant Class shares were 0.99%. To obtain a 
prospectus which describes the Tax-Free Money Fund Consultant Class, contact
the Distributor. 

REDEMPTION AND EXCHANGE

  You can redeem or exchange your shares in a number of different ways. The
exchange service is useful if your investment requirements change and you
want an easy way to invest in other tax-advantaged funds, equity funds or
more aggressive bond funds. Exchanges are subject to the eligibility and
minimum purchase requirements set forth in each fund's prospectus. Any
applicable front-end sales charge will apply to exchanges from money market
funds, like the Fund, to other funds, except for exchanges from money market
funds involving assets that were previously invested in a fund with a
front-end sales charge and exchanges from a money market fund involving the
reinvestment of dividends. Class shares may not be exchanged for the Class B
Shares of the Class B Funds. Shares acquired in an exchange must be
registered in the state where they are so purchased. You may want to call us
for more information or consult your financial adviser or investment dealer
to discuss which funds in the Delaware Group will best meet your changing
objectives.
  Your shares will be redeemed or exchanged out of the Class based on the net 
asset value next determined after we receive your request in good order. 
Redemption or exchange requests received in good order after the time the 
offering price of shares is determined, as noted above, will be processed the 
next business day. See Purchase Price and Effective Date under Buying Shares. 
Except as otherwise noted below, for a redemption request to be in "good 
order," you must provide your Class account number, account registration, and 
the total number of shares or dollar amount of the transaction. Exchange 
instructions and redemption requests must be signed by the record owner(s)
exactly as the shares are registered. With regard to exchanges, you must also
provide the name of the fund you want to receive the proceeds. You may
request a redemption or an exchange by calling the Fund at 800-523-1918 (in
Philadelphia, 988-1241).
  The Fund will not honor check, telephone or wire redemptions for Class 
shares recently purchased by check unless it is reasonably satisfied that the 
purchase check has cleared, which may take up to 15 days from the purchase 
date. The Fund may honor written redemption requests, but will not mail the 
proceeds until it is reasonably satisfied the purchase check has cleared. You 
can avoid this potential delay if you purchase shares by wiring Federal 
Funds. You may call the Shareholder Service Center to determine if your funds 
are available for redemption. The Fund reserves the right to reject a written 
or telephone redemption request or delay payment of redemption proceeds if 
there has been a recent change to the shareholder's address of record.
  Different redemption and exchange methods are outlined below. There is no 
fee charged by the Fund or the Distributor for redeeming or exchanging your 
shares, but such fees could be charged in the future. You may also have your 
investment dealer arrange to have your shares redeemed or exchanged. Your 
investment dealer may charge for this service.
  All authorizations given by shareholders with respect to an account, 
including selection of any of the features described below, shall continue in 
effect until revoked or modified in writing and until such time as such 
written revocation or modification has been received by the Fund or its 
agent.
  All exchanges involve a purchase of shares of the fund into which the 
exchange is made. As with any purchase, an investor should obtain and 
carefully read that fund's prospectus before buying shares in an exchange. 
The prospectus contains more complete information about the fund, including 
charges and expenses.

                                       10

<PAGE> 12

  The Class A Shares of the Delaware Group funds that carry a front-end sales 
charge will be subject to a contingent deferred sales charge ("Limited CDSC") 
upon redemption if the shares were purchased at net asset value without 
payment of a front-end sales charge and if a dealer's commission was paid to 
a financial adviser, except in certain limited instances. Such shares may be 
exchanged for shares of the Class without the imposition of the Limited CDSC 
at the time of the exchange. However, upon subsequent redemption from the 
Class or after a subsequent exchange into a fund that is subject to the 
Limited CDSC, such shares will be subject to the Limited CDSC imposed by the 
original fund whose shares were initially exchanged into the Class. 
Shareholders will be given credit for the period during which the Class 
shares were held.

Checkwriting Feature
  Checkwriting is a convenient access feature that allows you to earn 
dividends until your check is presented to the Fund.
  You can request special checks by marking the box on the Investment 
Application. There is a one-time $5 charge for this service.
  Checks must be drawn for $500 or more and, unless otherwise indicated on 
the Investment Application or your checkwriting authorization form, must be 
signed by all owners of the account.
  You will be subject to CoreStates Bank, N.A.'s rules and regulations 
governing similar accounts. If the amount of the check is greater than the 
value of the shares in your account, the check will be returned and you may 
be subject to a charge.
  You may request a stop payment on checks by providing the Fund with a 
written authorization (oral requests will be accepted only if followed 
promptly with a written authorization). Such requests will remain in effect 
for six months unless renewed or cancelled. There will be a $5 charge per 
check for each six-month period.
  Checks paid will be returned to you semi-annually (January and July). If 
you need a copy of a check prior to the regular mailing you may call the 
Shareholder Service Center.
  Since dividends are declared daily, you may not use the Checkwriting 
Feature to close your account. (See Part B for additional information.)

Written Redemption
  You can write to the Fund at 1818 Market Street, Philadelphia, PA 19103 to 
redeem some or all of your Class shares. The request must be signed by all 
owners of the account or your investment dealer of record. For redemptions of 
more than $50,000, or when the proceeds are not sent to the shareholder(s)
at the address of record, the Fund requires a signature by all owners of the
account and a signature guarantee for each owner. Each signature guarantee
must be supplied by an eligible guarantor institution. The Fund reserves the
right to reject a signature guarantee supplied by an eligible institution
based on its creditworthiness. The Fund may require further documentation
from corporations, executors, retirement plans, administrators, trustees or
guardians.
  The redemption request is effective when it is received in good order. 
Payment is normally mailed the next business day, but no later than seven 
days, after receipt of the request. The Fund does not issue certificates for 
shares unless you submit a specific request. If your shares are in 
certificate form, the certificate must accompany your request and also be in 
good order.

Written Exchange
  You can also write to the Fund (at 1818 Market Street, Philadelphia, PA 
19103) to request an exchange of any or all of your Class shares into another 
mutual fund in the Delaware Group. Written exchanges are subject to the same 
conditions and limitations as other exchanges noted above.

Telephone Redemption and Exchange
  To get the added convenience of the telephone redemption and exchange 
methods, you must have the Transfer Agent hold your shares (without charge) 
for you. If you choose to have your shares in certificate form, you can only 
redeem or exchange by written request and you must return your certificates.
  The Telephone Redemption service enabling you to have redemption proceeds 
mailed to your address of record and the Telephone Exchange service, both of 
which are described below, are automatically provided unless the Fund 
receives written notice from the shareholder to the contrary. The Fund 
reserves the right to modify, terminate or suspend these procedures upon 60 
days' written notice to shareholders. It may be difficult to reach the Fund 
by telephone during periods when market or economic conditions lead to an 
unusually large volume of telephone requests.

                                       11
<PAGE> 13

  Neither the Fund nor the Transfer Agent is responsible for any shareholder 
loss incurred in acting upon written or telephone instructions for redemption 
or exchange of Class shares which are reasonably believed to be genuine. With 
respect to such telephone transactions, the Fund will follow reasonable 
procedures to confirm that instructions communicated by telephone are genuine 
(including verification of a form of personal identification) as, if it does 
not, the Fund or the Transfer Agent may be liable for any losses due to 
unauthorized or fraudulent transactions. Instructions received by telephone 
are generally tape recorded, and a written confirmation will be provided for 
all purchase, exchange and redemption transactions initiated by telephone. By 
exchanging shares by telephone, the shareholder is acknowledging prior 
receipt of a prospectus for the fund into which shares are being exchanged.

Telephone Redemption--Check to Your Address of Record
  The Telephone Redemption feature is a quick and easy method to redeem 
shares. You or your investment dealer of record can have redemption proceeds 
of $50,000 or less mailed to you at your record address. Checks will be 
payable to the shareholder(s) of record, and will normally be sent the next 
business day, but no later than seven days, after receipt of the request. 
This service is only available to individual, joint and individual 
fiduciary-type accounts.

Telephone Redemption--Proceeds to Your Bank
  Redemption proceeds of $1,000 or more can be transferred to your 
predesignated bank account by wire or by check. You should authorize this 
service when you open your account. If you change your predesignated bank
account, the Fund requires an Authorization Form with your signature
guaranteed. For your protection, your authorization must be on file. If you
request a wire, your funds will normally be sent the next business day.
CoreStates Bank, N.A.'s fee (currently $7.50) will be deducted from your
redemption. If you ask for a check, it will normally be mailed the next
business day, but no later than seven days after receipt of your request, to
your predesignated bank account. There are no fees for this method, but the
mail time may delay getting funds into your bank account. Simply call the
Fund's Shareholder Service Center prior to the time the offering price of
shares is determined, as noted above.

Telephone Exchange
  The Telephone Exchange feature is a convenient and efficient way to adjust 
your investment holdings as your liquidity requirements and investment 
objectives change.
  You or your investment dealer of record can authorize an exchange of shares 
into any fund in the Delaware Group under the same registration. Any such 
exchange is subject to the same conditions and limitations as other exchanges 
noted above. Telephone exchanges may be subject to limitations as to amounts 
or frequency.

Systematic Withdrawal Plan
  This plan provides shareholders with a consistent monthly (or quarterly) 
payment. This is particularly useful to shareholders living on fixed incomes, 
since it provides them with a stable supplemental amount. With accounts of at
least $5,000, you may elect monthly withdrawals of $25 (quarterly $75) or
more. The Fund does not recommend any particular monthly amount, as each
shareholder's situation and needs vary.

Wealth Builder Option
  Shareholders may elect to invest in other mutual funds in the Delaware 
Group through our Wealth Builder Option. Under this automatic exchange 
program, shareholders can authorize regular monthly amounts (minimum of $100 
per fund) to be liquidated from their Class account and invested 
automatically into one or more funds in the Delaware Group, subject to the 
same conditions and limitations as other exchanges noted above. Shareholders 
can also use the Wealth Builder Option to invest in the Class through regular 
liquidations of shares in their accounts in other funds in the Delaware 
Group, subject to the same conditions and limitations as other exchanges 
noted above. See Investing by Exchange under Buying Shares. Shareholders can 
terminate their participation at any time by written notice to the Fund.

                                       12
<PAGE> 14

DIVIDENDS AND DISTRIBUTIONS

  The Fund declares a dividend to all Class shareholders of record at the
time the offering price of shares is determined. See Purchase Price and
Effective Date under Buying Shares. Thus, when redeeming shares, dividends
continue to accrue up to and including the date of redemption.
  Purchases of Fund shares by wire begin earning dividends when converted 
into Federal Funds and available for investment, normally the next business 
day after receipt. However, if the Fund is given prior notice of Federal 
Funds wire and an acceptable written guarantee of timely receipt from an 
investor satisfying the Fund's credit policies, the purchase will start 
earning dividends on the date the wire is received. Purchases by check earn 
dividends upon conversion to Federal Funds, normally one business day after 
receipt.
  Each class of shares of the Fund will share proportionately in the 
investment income and expenses of the Fund, except that the Class will not 
incur any distribution fee under the Distribution Plan under Rule 12b-1 for 
the Tax-Free Money Fund Consultant Class. No distribution fee under the 12b-1
Plan for the Tax-Free Money Fund Consultant Class is currently being paid.
  The Fund's dividends are declared daily and paid monthly on the last day of 
each month. Payment by check of cash dividends will ordinarily be mailed
within three business days after the payable date. Short-term realized
securities profits, if any, may be paid with the daily dividend; otherwise,
they will be distributed annually during the first quarter following the
close of the fiscal year.
  Both dividends and distributions will be automatically reinvested in your 
account unless you elect otherwise. Any check in payment of dividends or 
other distributions which cannot be delivered by the Post Office or which 
remains uncashed for a period of more than one year may be reinvested in the 
shareholder's account at the then-current net asset value and the dividend 
option may be changed from cash to reinvest. Information as to the tax status 
of dividends will be provided annually. (See The Delaware Difference for 
additional information.)

TAXES

  The Fund has qualified as a regulated investment company under Subchapter M
of the Internal Revenue Code (the "Code"). As such, the Fund will not be
subject to federal income tax, or to any excise tax, to the extent its
earnings are distributed as provided in the Code.
  The Fund intends to distribute substantially all of its net investment 
income and net capital gains.

Federal Income Tax
  Distributions of tax-exempt interest income are not includable in the 
shareholder's gross income for federal income tax purposes. Distributions of 
net investment income received by the Fund from investments in securities 
other than municipal obligations, and any net short-term capital gains 
realized by the Fund, will be taxable to the shareholder as ordinary income 
whether received in cash or reinvested in additional shares. Distributions of 
taxable net interest income, if any, will not qualify for the deduction for 
dividends received by corporations. For the fiscal year 1994, all of the 
Fund's net income was exempt from federal income taxes.

State and Local Taxes
  The exemption of distributions for federal income tax purposes may not 
result in similar exemptions under the laws of a particular state or local 
taxing authority. It is recommended that shareholders consult their tax 
advisers in this regard.
  Shares of the Fund will be exempt from Pennsylvania county personal 
property taxes. The Fund will report annually the percentage of interest 
income earned on municipal obligations on a state-by-state basis during the 
preceding calendar year.

                                       13

<PAGE> 15

NET ASSET VALUE PER SHARE

  The purchase and redemption price of the Fund's shares is equal to the net
asset value ("NAV") per share that is next computed after the order is
received. The NAV is computed as of the close of regular trading on the New
York Stock Exchange (ordinarily, 4 p.m., Eastern time) on days when such
exchange is open.
  The NAV per share is computed by adding the value of all securities and 
other assets in the portfolio, deducting any liabilities (expenses and fees 
are accrued daily) and dividing by the number of shares outstanding.
  The Fund's total net assets are determined by valuing the portfolio 
securities at amortized cost. Under the direction of the Board of Directors, 
certain procedures have been adopted to monitor the value of the Fund's 
securities and stabilize the price per share at $1.00. Prior to January 1, 
1991, the portfolio of the Fund was managed to maintain a fixed net asset 
value of $10 per share. The Fund accomplished this change by effecting a 
ten-to-one stock split for shareholders of record on January 1, 1991.
  See Part B for additional information.

MANAGEMENT OF THE FUND
 
Directors
  The business and affairs of the Fund are managed under the direction of its 
Board of Directors. Part B contains additional information regarding the 
directors and officers.

Investment Manager
  The Manager furnishes investment management services to the Fund.
  The Manager and its predecessors have been managing the funds in the
Delaware Group since 1938. On April 30, 1994, the Manager and its affiliate,
Delaware International Advisers Ltd., were supervising in the aggregate more 
than $26 billion in various institutional (approximately $16,540,034,000) and 
investment company (approximately $9,648,317,000) accounts.
  The Manager is an indirect, wholly-owned subsidiary of Delaware Management 
Holdings, Inc. ("DMH"). By reason of its percentage ownership of DMH common 
stock and through a Voting Trust Agreement with certain other DMH 
shareholders, Legend Capital Group, L.P. ("Legend") controls DMH and the 
Manager. As General Partners of Legend, Leonard M. Harlan and John K. Castle 
have the ability to direct the voting of more than a majority of the shares 
of DMH common stock and thereby control the Manager.
  The Manager manages the Fund's portfolio and makes investment decisions 
which are implemented by the Fund's Trading Department. The Manager also pays 
the salaries of all the directors, officers and employees of the Fund who are 
affiliated with the Manager. The annual compensation paid by the Fund for 
investment management services is equal to 1/2 of 1% of average daily net 
assets of the Fund, less all directors' fees paid to the unaffiliated 
directors by the Fund. Investment management fees paid by the Fund were 0.47% 
of average daily net assets for the fiscal year ended April 30, 1994.

                                       14
<PAGE> 16

Portfolio Trading Practices
  Portfolio trades are generally made on a net basis without brokerage 
commissions. However, the price may include a mark-up or mark-down.
  Banks, brokers or dealers are selected to execute the Fund's portfolio 
transactions.
  The Fund uses its best efforts to obtain the best available price and most 
favorable execution for portfolio transactions. Orders may be placed with 
brokers or dealers who provide brokerage and research services to the Manager 
or its advisory clients. These services may be used by the Manager in 
servicing any of its accounts. Subject to best price and execution, the Fund 
may consider a broker/dealer's sales of Fund shares in placing portfolio 
orders, and may place orders with broker/dealers that have agreed to defray 
certain Fund expenses such as custodian fees.

Performance Information
  From time to time, the Fund may publish the "yield" and "effective yield" 
for the Class. Both yield figures are based on historical earnings and are 
not intended to indicate future performance. The "yield" of the Class refers 
to the income generated by an investment in the Class over a specified 
seven-day period. This income is then "annualized," which means the amount of 
income generated by the investment during that week is assumed to be 
generated each week over a 52-week period and is shown as a percentage of the 
investment. The "effective yield" is calculated in a similar manner but, when 
annualized, the income earned by an investment in the Class is assumed to be 
reinvested. The "effective yield" will be slightly higher than the "yield" 
because of the compounding effect of this assumed reinvestment. The Fund may 
also publish aggregate and average annual total return information concerning 
the Class, which will reflect the compounded rate of return of an investment 
in the Class over a specified period of time and will assume the investment 
of all distributions at net asset value. The Fund may also publish a 
tax-equivalent yield based on federal and, if applicable, state tax rates, 
which demonstrates the taxable yield necessary to produce an after-tax yield 
equivalent to the Class' yield. Yield fluctuates and is not guaranteed. Past 
performance is not an indication of future results.

Distribution and Service
  The Distributor, Delaware Distributors, Inc., serves as the national 
distributor for the Fund under a Distribution Agreement dated June 1, 1992. 
It bears all of the costs of promotion and distribution.
  The Transfer Agent, Delaware Service Company, Inc., serves as the 
shareholder servicing, dividend disbursing and transfer agent for the Fund 
under an Agreement dated June 29, 1988. The directors annually review service 
fees paid to the Transfer Agent. Certain recordkeeping and other shareholder 
services that otherwise would be performed by the Transfer Agent may be 
performed by certain other entities and the Transfer Agent may elect to enter 
into an agreement to pay such other entities for these services.
  The Distributor and the Transfer Agent are also indirect, wholly-owned 
subsidiaries of DMH.

Expenses
  The Fund is responsible for all of its own expenses other than those borne 
by the Manager under the Investment Management Agreement and those borne by 
the Distributor under the Distribution Agreement. The ratio of expenses to 
average daily net assets of the Class for the fiscal year ended April 30, 
1994 was 0.99%.

Shares
  The Fund is a diversified, open-end management investment company. Commonly 
known as a mutual fund, the Fund was organized as a Maryland corporation in 
April 1980. The Fund's shares have a par value of $.001, equal voting rights 
and are equal in all other respects.
  The Fund also offers the Tax-Free Money Fund Consultant Class of shares 
which represents a proportionate interest in the assets of the Fund and has 
the same voting and other rights and preferences as the Class, except that 
shares of the Class are not subject to, and may not vote on matters 
affecting, the Distribution Plan under Rule 12b-1 relating to the Tax-Free 
Money Fund Consultant Class. While the Fund's Board of Directors has 
authority to create additional series and classes of shares, there is
currently only one such series, which consists of two classes of shares.
  All Fund shares have noncumulative voting rights which means that the 
holders of more than 50% of the Fund's shares voting for the election of 
directors can elect 100% of the directors if they choose to do so. Under 
Maryland law, the Fund is not required, and does not intend, to hold annual 
meetings of shareholders unless, under certain circumstances, it is required 
to do so under the Investment Company Act of 1940. Shareholders of 10% or 
more of the Fund's shares may request that a special meeting be called to 
consider the removal of a director.
  Prior to January 1992, the Tax-Free Money Fund A Class was known as the 
original class and between January 1992 and February 1994, it was known as 
the Tax-Free Money Fund class. In addition, prior to January 1992, the 
Tax-Free Money Fund Consultant Class was known as the consultant class, 
between January 1992 and November 1992, it was known as the Tax-Free Money 
Fund (Insitutional) class and between November 1992 and February 1994, it was 
known as the Tax-Free Money Fund Consultant class.

                                       15
<PAGE> 17

  SHARES OF THIS FUND ARE NOT                                    Tax-Free       
FEDERALLY INSURED BY THE FEDERAL DEPOSIT                        Money Fund
INSURANCE CORPORATION, THE FEDERAL RESERVE                    ---------------
BOARD, OR ANY OTHER AGENCY. SHARES ARE NOT                       A Class
DEPOSITS, OBLIGATIONS OF, GUARANTEED OR                       
ENDORSED BY ANY BANK.                                           
                                                               
- ------------------------------------------
                                                              NO SALES CHARGE
   The Delaware Group includes 20 different 
funds with a wide range of investment                           PROSPECTUS
objectives. Stock funds, income funds, 
tax-free funds, money market funds and                         JUNE 29, 1994 
closed-end equity funds give investors the 
ability to create a portfolio that fits 
their personal financial goals. For more 
information contact your financial adviser 
or call the Delaware Group at 800-523-4640, 
in Philadelphia 215-988-1333.

Investment Manager
Delaware Management Company, Inc.
One Commerce Square
Philadelphia, PA 19103

National Distributor                              (Photo of George Washington)
Delaware Distributors, Inc.                       Crossing the Delaware River)
1818 Market Street                                
Philadelphia, PA 19103

Shareholder Servicing,
Dividend Disbursing
and Transfer Agent
Delaware Service Company, Inc.
1818 Market Street
Philadelphia, PA 19103

Legal Counsel                                   THE SHARES OF THE FUND ARE 
Stradley, Ronon, Stevens & Young              NEITHER INSURED NOR GUARANTEED 
One Commerce Square                           BY THE U.S. GOVERNMENT. WHILE 
Philadelphia, PA 19103                        THE FUND WILL MAKE EVERY EFFORT
                                              TO MAINTAIN A STABLE NET ASSET 
Independent Auditors                          VALUE OF $1 PER SHARE, THERE IS
Ernst & Young                                 NO ASSURANCE THAT THE FUND WILL
Two Commerce Square                           BE ABLE TO DO SO.
Philadelphia, PA 19103

Custodian
Morgan Guaranty Trust Company of New York
60 Wall Street
New York, NY 10260

                                                                     DELAWARE
P-006-6/94-RRD                                                       GROUP
Printed in the U.S.A.                                                ========




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