DELAWARE GROUP TAX FREE FUND INC
N-30B-2, 1995-05-03
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<PAGE> 1
                                                                       PHOTO OF
                                                                COLONIAL OBJECT
                                                           

March 28, 1995

Dear Shareholder:

  Higher interest rates continued to influence the financial markets during 
the first half of our 1995 fiscal year, September 1, 1994, through February 
28, 1995. Over the past 12 months, the Federal Reserve, our nation's central 
bank, raised interest rates seven separate times as it "tightened" its 
previously relaxed monetary policy in an effort to slow economic growth and 
control the pace of inflation.
  The brunt of the Fed's actions was felt in 1994, as six rate 
increases caused short- and long-term bond prices to decline sharply. So far 
in 1995, the Fed has raised rates only once and confidence in the bond 
markets has risen. Bond prices have responded nicely, helping to recover some 
of last year's losses.
  For the six month period ended February 28, 1995, Tax-Free USA 
Intermediate Fund A Class had a total return of +1.40% based on net asset 
value (capital change plus reinvested dividends of $.267 per share). By 
comparison, the unmanaged Merrill Lynch Three- to Seven-Year Municipal Bond 
Index, which has an average  maturity similar to the Fund, returned +1.11%.
- ------------------------------------------------------------------------------
                                                       TOTAL RETURN
                                                     SIX MONTHS ENDED
                                                     FEBRUARY 28, 1995
Tax-Free USA Intermediate Fund A                          +1.40%
Merrill Lynch Three- to Seven-Year 
   Municipal Bond Index                                   +1.11%

Tax-Free USA Intermediate Fund's performance is based on net asset value. 
Performance information for all classes of the Funds can be found on page 4. 
- ------------------------------------------------------------------------------  
  One of the key aims of Tax-Free USA Intermediate's conservative 
philosophy is relative price stability. Its strategy of investing primarily 
in intermediate maturity bonds places emphasis on capital preservation and 
that is what helped the Fund provide a positive return despite 1994's      
difficult market conditions. In fact, in the down markets of 1994, your Fund 
performed relatively better than its peers with similar investment 
objectives, based on the average total return of the 86 funds in the Lipper 
Intermediate Municipal Bond Average.
  Though we believe Tax-Free USA Intermediate will benefit from market 
rallies like the present one, our relatively conservative strategy might
underperform more aggressive municipal funds in rising markets. However, we
believe through rising and falling interest rate environments, our strategy is
preferable for income-oriented investors.
  Amid signs that economic growth has slowed and inflation has remained 
relatively low, the Fed appears to have assumed a "hold steady" position with 
regard to further rate increases. While concerns about higher inflation have 
momentarily subsided, the fall of the U.S. dollar relative to other 
currencies has raised the specter of Fed intervention to boost rates to 
support the dollar. Despite this possible action, we believe that the vast 
majority of rate increases are behind us and we do not anticipate a bond 
market as difficult as we saw in 1994. 
  The remainder of this report contains an update from Patrick Coyne, 
Senior Portfolio Manager of the Fund, on how Tax-Free USA Intermediate Fund 
is positioned in the bond market environment we see ahead. He also discusses 
the prospect for a favorable balance of supply and demand of municipal bonds 
in 1995. 
Sincerely,

Wayne A. Stork                                  Brian F. Wruble
- ---------------------                           -----------------------------
Wayne A. Stork                                  Brian F. Wruble
Chairman, Board of Directors                    President and Chief Executive
Delaware Group Tax-Free USA Intermediate         Officer
 Fund                                           Delaware Group Tax-Free
                                                 USA Intermediate Fund

 
                                       1

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                                                                       PHOTO OF
                                                                COLONIAL OBJECT


Portfolio Manager's Market Review                    


  
  Overall investment returns in 1994 were dramatically affected by the 
resurgent strength in the U.S. economy and the fear of impending inflation. 
In response to these influences, on February 4, 1994, the Federal Reserve 
Board began the process of raising short-term interest rates in what was to 
be a series of seven increases over the next 12 months. 
  As rates rose, prices on intermediate and long-term U.S. Treasury and 
municipal bonds fell. Prices tend to fall as interest rates increase so that 
yields on existing bonds will remain in line with the yields on new bonds 
being issued. Since short-term interest rates rose more than long-term rates, 
the municipal yield curve has "flattened" significantly. (See chart.) This 
means that investors no longer gain as much extra income for choosing bonds 
with longer maturities over shorter maturities even though they are taking on 
additional risk.
  Even as higher interest rates forced bond prices lower, they helped 
to create a more favorable balance of supply and demand for municipal bonds. 
When interest rates climb, it becomes less attractive for municipalities to 
refinance debt, which causes a decline in the supply of new bonds. For the 
whole of 1994, the level of tax-exempt new issues decreased 44% from the 
previous year. More significant is that in just the first two months of 1995, 
the amount of new issues was down 57% from 1994's meager issuance. This lack 
of municipal supply has helped the tax-exempt market outperform taxable 
fixed-income investments over the past six months. 
  In spite of the attention focused on losses in Orange County, California's 
bond portfolio, the overall credit quality of the municipal market actually 
improved in 1994. According to Standard and Poor's, a leading rating agency, 
excluding Orange County, more municipal bonds rose in credit quality than 
declined as the growing domestic economy played an important role in upgrading 
credit qualities in the municipal market. During the last six months, your 
Fund, which had no exposure to Orange County, slightly upgraded its average 
rating quality from "Aa3" to "Aa2", one of the highest ratings issued by 
Moody's Investors Service.

THE YIELD CURVE IS SIMPLY A DEPICTION OF INTEREST RATES ON BONDS AT VARIOUS 
STAGES OF MATURITY, IN EFFECT SHOWING THE COST OF BORROWING MONEY FOR 
MUNICIPALITIES FOR DIFFERENT LENGTHS OF TIME.

- --------------------------------------
Chart: YIELD CURVE 2/28/94 TO 2/28/95     
         2/28/94 2/28/95 8/31/94
1 year     2.78    4.48    3.72
2 year     3.19    4.69    4.12
3 year     3.57    4.81    4.34
4 year     3.8     4.91    4.54
5 year     4.02    5.01    4.71
7 year     4.34    5.15    4.96
10 year    4.63    5.33    5.27
15 year    5.09    5.63    5.76
20 year    5.26    5.78    5.96
25 year    5.28    5.86    5.98
30 year    5.31    5.88    6.01

Source: Bloomberg.


                                       2
<PAGE> 3
                                                                       PHOTO OF
                                                                COLONIAL OBJECT

YOUR FUND'S INVESTMENT STRATEGY
  Tax-Free USA Intermediate Fund's objective is to provide as high a 
level of current interest income exempt from federal taxes as is consistent 
with prudent investment management and preservation of capital. In the last 
six months, in addition to improving credit quality, we have responded to 
changes in the interest rate environment by reducing both our average 
maturity and average "duration." Duration is the most common measure of a 
bond's sensitivity to interest rates. It indicates the approximate percentage 
movement in a bond's price given a 1% change in interest rates. When interest 
rates rise, bond prices generally decline; when rates fall, bond prices 
generally rise. The shorter the duration, generally the less the price will 
be affected when interest rates rise or fall and the more defensive the Fund. 
Thus, by shortening Tax-Free USA Intermediate Fund's duration, we hope to 
decrease the Fund's sensitivity to rising rates. 
  With the rise in rates over the last six months, we were able to 
purchase higher coupon bonds -- bonds that pay a higher level of income -- 
further increasing the fund's income bias while reducing average maturity.

LOOKING AHEAD
  The Public Securities Association (PSA) has estimated that new bond 
issuance in 1995 will total just $157 billion, compared to the high of $292 
billion in 1993. In addition, Wall Street analysts have estimated that over 
$300 billion of municipal debt will be retired this year through bonds being 
called, maturing and being refunded or refinanced. Generally, when supply 
decreases and demand stays steady or increases, prices tend to rise. Though 
the demand side of the equation is more difficult to gauge, if the Federal 
Reserve ceases its monetary tightening policies during the second half of 
1995, we believe investors will return to the market, which would bode well 
for prices.
  Tax-Free USA Intermediate Fund continues to focus on income and 
relative price stability. We do not use any of the exotic derivative 
securities that have received a great deal of attention lately. And, while we 
carefully monitor interest rate movements in an effort to increase tax-free 
income for shareholders, our strategy was designed to work over a full 
interest rate cycle, so we do not dramatically shift our positioning just to 
take advantage of short-term interest rate trends. 
  We are optimistic about the current outlook for Tax-Free USA 
Intermediate Fund because we believe its strategy is particularly well-suited 
to stable and rising interest rate environments. We do not foresee an 
environment, in the near future, where interest rates would return to 1993's 
historically low levels. Given a favorable scenario, we believe that funds 
with a high income bias, like your Fund, should prove rewarding.



                                       3
<PAGE> 4
                                                                       PHOTO OF
                                                                COLONIAL OBJECT

LONG-TERM PERFORMANCE

  The chart below is designed to give you a perspective on the lifetime 
performance of Tax-Free USA Intermediate Fund. As you can see, it has 
outperformed the unmanaged Merrill Lynch Three-to Seven-Year Municipal Bond 
Index during this period, even though the performance of the unmanaged index 
does not include the expenses associated with a mutual fund such as 
administration, research, professional management and the cost of buying and 
selling securities.  
  Delaware remains committed to providing Tax-Free USA Intermediate Fund 
shareholders with high current tax-free income and relative stability of 
principal through a nationally diversified, professionally managed portfolio. 
We believe that over the course of full market cycles, our defensive strategy 
will lead to attractive long-term total return.

- ------------------------------------------------------------------------------
Chart: TAX-FREE USA INTERMEDIATE FUND PERFORMANCE 

                        Tax-Free USA                   Merrill Lynch
                      Intermediate Fund            Three- to Seven-Year
                       Class A Returns         Municipal Bond Index Returns
                      -----------------        ----------------------------
1/7/93                       9699                         10000
12/31/93                    10906                         10798
12/31/94                    10620                         10611
2/28/95                     11019                         10905

Chart assumes $10,000 was invested in Tax-Free USA Intermediate Fund A Class 
on January 7, 1993, and includes the impact of the 3% maximum sales charge and 
the reinvestment of all dividends. Tax-Free USA Intermediate Fund's return is 
compared to the unmanaged Merrill Lynch Three- to Seven-Year Municipal Bond 
Index with all distributions reinvested. 

                   CLASS A                          CLASS B
      Average Annual Total Returns(1)      Aggregate Total Returns(2)

      Lifetime              4.63%          Lifetime            3.31%
                                           Excluding Sales Charge

      1 Year               -1.32%          Lifetime            1.32%
                                           Including Sales Charge
                          Through February 28, 1995

RETURN AND SHARE VALUE WILL FLUCTUATE WITH RISING AND FALLING INTEREST RATES 
SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL 
COST. PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE RESULTS.

(1) CLASS A returns reflect the reinvestment of all distributions, the maximum 
sales charge of 3%, the impact of a 0.30% 12b-1 fee and the reinvestment of 
all distributions. 

(2) CLASS B returns, including the deferred sales charge, reflect the 
reinvestment of all distributions, the impact of the maximum 2% contingent 
deferred sales charge and a 1% annual distribution and service fee, for the 
period from introduction of the B Class on May 2, 1994, through February 28, 
1995. Returns excluding the deferred 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. 

                     Performance through March 31, 1995
                    Class A                           Class B
       Average Annual Total Returns(1)        Aggregate Total Returns(2)

        Lifetime            4.66%             Lifetime            3.72%
                                              Excluding Sales Charge

          1 Year            1.70%             Lifetime            1.72%
                                              Including Sales Charge


                                       4
<PAGE> 5
          
FINANCIAL STATEMENTS
DELAWARE GROUP TAX-FREE USA INTERMEDIATE FUND
STATEMENT OF NET ASSETS
February 28, 1995
(Unaudited)
                                                    PRINCIPAL         MARKET
                                                      AMOUNT          VALUE 
 MUNICIPAL BONDS-97.75%
 CITY AND STATE AGENCY BONDS-19.62%
 Indiana Bond Bank (State Revolving Fund 
    Project) 6.00% 2/1/01........................  $  500,000       $  510,000
 Michigan Municipal Bond Authority
    (Local Government Loan Project)
    5.85% 5/1/01 (AMBAC).........................   2,195,000        2,269,081
 Pennsylvania State Industrial Development
    Authority 6.00% 7/1/99 (AMBAC)...............   1,400,000        1,463,000
                                                                     ---------
                                                                     4,242,081
                                                                     ---------

 GENERAL OBLIGATION BONDS-19.48%
 Kansas City, Missouri Municipal Assistance
    Corp. 5.50% 3/1/00 (CGIC)....................   1,250,000        1,279,688
 Philadelphia, Pennsylvania Municipal Authority
    5.25% 7/15/98................................     965,000          950,525
 Philadelphia, Pennsylvania School District
    6.25% 5/15/01 (AMBAC)........................   1,875,000        1,980,469
                                                                     ---------
                                                                     4,210,682
                                                                     ---------

 HIGHER EDUCATION REVENUE BONDS-9.53%
*Student Loan Finance Corp.
    (South Dakota Student Loan Revenue)
    5.30% 8/1/97.................................   1,000,000        1,002,500
 Virginia College Building Authority
    (University of Richmond Project)
    6.40% 11/1/22................................   1,000,000        1,057,500
                                                                     ---------
                                                                     2,060,000
                                                                     ---------
 HOSPITAL REVENUE BONDS-4.03%
 Michigan State Hospital Finance Authority
    (Genesys Health System) 
    Series 95A 6.10% 10/1/96.....................     515,000          518,219
    Series 95A 6.40% 10/1/97.....................     350,000          353,500
                                                                       -------
                                                                       871,719
                                                                       -------
 HOUSING REVENUE BONDS-13.55%
 Maryland State Community Development
    Administration (Single Family Program)
    6th Series 5.90% 4/1/01......................   1,000,000        1,032,500
 Montgomery County, Pennsylvania 
    Redevelopment Authority Multifamily Housing 
    Revenue (KBF Associates) 6.00% 7/1/04........   2,000,000        1,897,500
                                                                     ---------
                                                                     2,930,000
                                                                     ---------
 Industrial Development Revenue Bonds-3.40%
 Philadelphia Industrial Development Authority
    (Gallery II Parking Garage Project)
    6.125% 2/15/03...............................     750,000          734,063
                                                                       -------
                                                                       734,063
                                                                       -------
<PAGE> 6

                                                    PRINCIPAL         MARKET
                                                      AMOUNT          VALUE 
                                                                      
 MUNICIPAL BONDS (CONTINUED)
 POWER AUTHORITY REVENUE BONDS-7.77%
 New Madrid, Missouri Power Plant 
    5.65% 6/1/03 (AMBAC)......................... $ 1,000,000      $ 1,013,750
 Utah Associated Municipal Power Systems
    5.30% 6/1/00 (MBIA)..........................     660,000          666,600
                                                                   -----------  
                                                                     1,680,350
                                                                   -----------
 TRANSPORTATION REVENUE BONDS-9.73%
*Rhode Island Port Authority and Economic 
   Development Corp. Airport Revenue 
   5.80% 7/1/02 (FSA)............................     565,000          578,419
   5.90% 7/1/03 (FSA)............................     490,000          502,863
 Southeastern Pennsylvania Transportation 
   Authority 6.00% 6/1/99........................   1,000,000        1,022,500
                                                                     ---------
                                                                     2,103,782
                                                                     ---------
 
 WATER & SEWER REVENUE BONDS-1.88%
 Easton, Pennsylvania Joint Sewer Authority
    5.60% 4/1/03 (ASSET GTY).....................     200,000          204,250 
 Marysville, Washington Water and Sewer                                
    Revenue 5.50% 12/1/02 (MBIA).................     200,000          202,750 
                                                                       -------
                                                                       407,000 
                                                                       -------
 OTHER REVENUE BONDS-8.76%
 Charleston County, South Carolina
    (Charleston Public Facilities Corp.)
    5.20% 12/1/99 (MBIA).........................     860,000          866,450 
 West Virginia School Building Authority                          
    Capital Improvement 
    5.625% 7/1/02 (MBIA).........................   1,000,000        1,026,250 
                                                                    ----------
                                                                     1,892,700 
                                                                    ----------

 TOTAL MUNICIPAL BONDS (COST $20,796,391)........                   21,132,377 
                                                                    ----------



                                       5
<PAGE> 7

STATEMENT OF NET ASSETS (CONTINUED)
                                                    PRINCIPAL         MARKET
                                                      AMOUNT           VALUE

 VARIABLE RATE DEMAND NOTES-2.31%
 Montgomery, Alabama BMC Special Care 
    Facilities Financing Authority Series E 
    4.05% 12/1/30 (AMBAC)........................  $  200,000       $  200,000 
 New York, New York Series B
    4.05% 10/1/20 (FGIC).........................     100,000          100,000 
 New York, New York Series B-2
    4.05% 8/15/21................................     200,000          200,000 
                                                                    ----------
 TOTAL VARIABLE RATE DEMAND NOTES
    (COST $500,000).................................                   500,000
                                                                    ----------
 
 TOTAL MARKET VALUE OF SECURITIES 
    OWNED-100.06% (COST $21,296,391).............                   21,632,377 
 LIABILITIES NET OF RECEIVABLES 
    AND OTHER ASSETS-(0.06%).....................                      (13,909)
                                                                    ----------
 NET ASSETS APPLICABLE TO 2,059,663 TAX-FREE 
 USA INTERMEDIATE FUND A CLASS SHARES AND 
 62,562 TAX-FREE USA INTERMEDIATE FUND 
 B CLASS SHARES ($.01 PAR VALUE OUTSTANDING) 
 EQUIVALENT TO $10.19 PER SHARE-100.00%..........                  $21,618,468
                                                                   ===========

- ------------
*This security is subject to the federal alternative minimum tax.
 AMBAC-Insured by the AMBAC Indemnity Corporation.
 ASSET GTY-Insured by the Asset Guaranty Insurance Company.
 CGIC-Insured by the Capital Guaranty Insurance Company.
 FGIC-Insured by the Financial Guaranty Insurance Company.
 FSA-Insured by Financial Security Assurance.
 MBIA-Insured by the Municipal Bond Insurance Association.

 COMPONENTS OF NET ASSETS AT FEBRUARY 28, 1995:
 Common stock, $.01 par value, 500,000,000 shares
    authorized to the Tax-Free USA Intermediate Fund.............  $22,426,024 
 Accumulated undistributed income (loss):
    Net realized loss on investments.............................   (1,143,542)
    Net unrealized appreciation of investments...................      335,986 
                                                                   -----------
 Total net assets................................................  $21,618,468 
                                                                   ===========

                                       See accompanying notes


                                    
<PAGE> 8

 Delaware Group Tax-Free USA Intermediate Fund
 Statement of Operations
 Six Months Ended February 28, 1995
 (Unaudiated)


 INVESTMENT INCOME:
 Interest.........................................................    $654,276 

 EXPENSES: 
 Management fees ($54,675) and directors' fees ($3,999)...........      58,674 
 Distribution expenses............................................      20,064 
 Dividend disbursing and transfer agent 
    fees and expenses.............................................      13,177 
 Registration fees ...............................................      12,475 
 Reports and statements to shareholders...........................       8,260 
 Professional fees................................................       7,800 
 Organization expenses............................................       4,316 
 Custodian fees...................................................       2,950 
 Salaries expenses................................................       2,919 
 Taxes (other than taxes on income)...............................       1,080 
 Other............................................................       5,522 
                                                                      --------
 Total Expenses...................................................     137,237 
 Less expense absorbed by Delaware                                   
    Management Company, Inc.......................................    (105,458) 
                                                                      --------
                                                                        31,779 

 NET INVESTMENT INCOME............................................     622,497 
                                                                       -------

 NET REALIZED LOSS AND UNREALIZED 
    GAIN ON INVESTMENTS:
 Net realized loss from security transactions.....................    (700,255)
 Net unrealized appreciation on investments during the period.....     174,534 
                                                                      --------
 NET REALIZED AND UNREALIZED
   LOSS ON INVESTMENTS............................................    (525,721)
                                                                      --------
 NET INCREASE IN NET ASSETS
    RESULTING FROM OPERATIONS.....................................     $96,776 
                                                                      ========


                                  See accompanying notes



                                       6
<PAGE> 9

Delaware Group Tax-Free USA Intermediate Fund
Statement of Changes in Net Assets
                                                       SIX
                                                      MONTHS 
                                                      ENDED            YEAR
                                                     2/28/95          ENDED
                                                   (UNAUDITED)       8/31/94

OPERATIONS:
Net investment income........................     $   622,497     $  1,110,760 
Net realized loss from security transactions.        (700,255)        (443,287)
Net unrealized appreciation (depreciation) 
 during the period...........................         174,534         (221,229)
                                                  -----------      -----------
Net increase in net assets resulting
 from operations.............................          96,776          446,244 
                                                  -----------      -----------
DISTRIBUTIONS TO SHAREHOLDERS 
 FROM NET INVESTMENT INCOME:
Tax-Free USA Intermediate Fund A Class.......        (608,938)      (1,111,341)
Tax-Free USA Intermediate Fund B Class.......         (13,559)          (3,182)
                                                  -----------      -----------
                                                     (622,497)      (1,114,523)
                                                  -----------      -----------
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold:
Tax-Free USA Intermediate Fund A Class.......       2,883,491       21,139,526 
Tax-Free USA Intermediate Fund B Class.......         219,564          591,990 
Net asset value of shares issued upon reinvestment
 of dividends from net investment income:
Tax-Free USA Intermediate Fund A Class.......         437,903          867,862 
Tax-Free USA Intermediate Fund B Class.......          11,192            2,550 
                                                  -----------      -----------
                                                    3,552,150       22,601,928 
Cost of shares repurchased:                      
Tax-Free USA Intermediate Fund A Class.......     (10,018,156)      (7,827,573)
Tax-Free USA Intermediate Fund B Class.......        (179,956)          ---    
                                                  -----------      -----------
                                                  (10,198,112)      (7,827,573)
                                                  -----------      -----------
Increase (decrease) in net assets derived
 from capital share transactions.............      (6,645,962)      14,774,355 
                                                  -----------      -----------
NET INCREASE (DECREASE) 
 IN NET ASSETS...............................      (7,171,683)      14,106,076 

NET ASSETS:
Beginning of period..........................      28,790,151       14,684,075 
                                                 ------------     ------------
End of period................................     $21,618,468      $28,790,151 
                                                 ============     ============

                             See accompanying notes
<PAGE> 10

DELAWARE GROUP TAX-FREE USA INTERMEDIATE FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1995
(Unaudited)                                    

Delaware Group Tax-Free Fund, Inc. ("the Company") is registered as a 
diversified open-end investment company under the Investment Company Act of 
1940. The Company is organized as a Maryland Corporation and offers three 
portfolios, the Tax-Free USA Intermediate Fund (the "Fund"), the Tax-Free USA 
Fund and the Tax-Free Insured Fund. Each portfolio offers two classes of 
shares.

1. SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies are in accordance with generally accepted 
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. Long-term 
debt securities are valued by an independent pricing service when such prices 
are believed to reflect the fair value of such securities. 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.

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. 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. Interest 
income is recorded on the accrual basis. Original issue discounts are accreted 
and premiums are amortized to interest income over the lives of the respective 
securities. The Fund declares dividends daily from net investment income and 
pays such dividends monthly. 


                                       7
<PAGE> 11

NOTES TO FINANCIAL STATEMENTS (CONTINUED)



2. INVESTMENT MANAGEMENT AND DISTRIBUTION AGREEMENTS
In accordance with the terms of the Investment Management Agreement, the Fund 
pays Delaware Management Company, Inc., the Investment Manager of the Fund, 
an annual fee which is calculated daily at the rate of 0.50% of the net 
assets of the Fund less fees paid to the Independent Directors.

On April 3, 1995, Delaware Management Company, Inc. was acquired (the 
"Acquisition") by Lincoln National Corporation. Other than the resulting 
change in ownership, the Acquisition will not materially change the manner in 
which Delaware Management Company, Inc. has heretofore conducted its 
relationship with the Fund. The same personnel who managed the operations and 
affairs of the Fund before the Acquisition have continued to manage its 
operations and affairs since the Acquisition.

Pursuant to the Distribution Agreement, the Fund pays Delaware Distributors 
L.P., the Distributor and an affiliate of Delaware Management Company, an 
annual fee of 0.15% of the average daily net assets of Class A and 1.00% of 
the average daily net assets of Class B. For the six months ended February 
28, 1995, the Fund paid Delaware Distributors $2,528 for commissions earned 
on sales of Tax-Free USA Intermediate Fund Class A shares.

Certain officers of the Investment Manager are officers, directors, and or 
employees of the Fund. These officers, directors, and shareholders are paid 
no compensation by the Fund. The Fund has engaged Delaware Service Company, 
Inc. (DSC), an affiliate of Delaware Management Company, to serve as Dividend 
Disbursing and Transfer Agent for the Fund. For the six months ended February 
28, 1995, the amounts expensed for these services were $10,661.

3. INVESTMENTS
During the six months ended February 28, 1995, the Fund had purchases of 
$12,196,846 and sales of $18,911,550 of investment securities other than U.S. 
government securities and temporary cash investments.

At February 28, 1995, unrealized appreciation for financial reporting and 
federal income tax purposes aggregated $335,986 of which $464,795 related to 
unrealized appreciation of securities and $128,809 related to unrealized 
depreciation of securities.

For federal income tax purposes, the Fund had accumulated capital losses at 
August 31, 1994, of $443,287, which may be carried forward and applied 
against future capital gains. The capital loss carryforward expires in 2002. 
The realized loss for federal income tax purposes was $700,255 for the six 
months ended February 28, 1995.

<PAGE> 12

4. CAPITAL STOCK
Transactions in capital stock shares were as follows:
                                                       SIX 
                                                      MONTHS         YEAR
                                                       ENDED         ENDED
                                                      2/28/95       8/31/94
Shares Sold:
 Tax-Free USA Intermediate Fund A Class.......        287,877      2,020,577 
 Tax-Free USA Intermediate Fund B Class.......         21,657         57,606 
Shares issued upon reinvestment
 of dividends from net investment income:
 Tax-Free USA Intermediate Fund A Class.......         43,585         83,219 
 Tax-Free USA Intermediate Fund B Class.......          1,115            248 
                                                     --------      ---------
                                                      354,234      2,161,650 
Shares repurchased:
 Tax-Free USA Intermediate Fund A Class.......     (1,004,686)      (752,231)
 Tax-Free USA Intermediate Fund B Class.......        (18,064)          --
                                                   ----------     ----------
                                                   (1,022,750)      (752,231)
Net Increase (decrease)......................        (668,516)     1,409,419 
                                                   ==========     ==========
5. LINES OF CREDIT
The Fund has a committed line of credit for $1,000,000. No amount was 
outstanding at February 28, 1995, or at any time during the last fiscal 
period.

6. CONCENTRATION OF CREDIT RISK
The Fund concentrates its investments in securities issued by municipalities. 
The value of these investments may be adversely affected by new legislation 
within the states, regional or local economic conditions, and differing 
levels of supply and demand for municipal bonds. Many municipalities insure 
repayment for their obligations. Although bond insurance reduces the risk of 
loss due to default by an issuer, such bonds remain subject to the risk that 
market value may fluctuate for other reasons and there is no assurance that 
the insurance company will meet its obligations. These securities have been 
identified in the statement of net assets.


                                       8
<PAGE> 13

NOTES TO FINANCIAL STATEMENTS (CONTINUED)



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

                                                       TAX-FREE USA INTERMEDIATE               TAX-FREE USA INTERMEDIATE
                                                              FUND A CLASS                          FUND B CLASS
                                                    --------------------------------------  | -----------------------------
                                                       SIX(7)                    PERIOD     |      SIX(7)      PERIOD
                                                      MONTHS         YEAR       1/7/93(1)   |      MONTHS     5/2/94(1)
                                                       ENDED         ENDED         TO       |       ENDED         TO
                                                      2/28/95       8/31/94      8/31/93    |      2/28/95     8/31/94

<S>                                                    <C>          <C>         <C>              <C>         <C>    
Net asset value, beginning of period.......            $10.32       $10.63      $10.00      |      $10.32      $10.23 
                                                                                            |
Income from investment operations:                                                          |
 Net investment income.....................              0.27         0.53        0.33      |        0.23        0.15 
 Net realized and unrealized gain (loss)                                                    |
  from security transactions ..............             (0.13)       (0.31)       0.63      |       (0.13)       0.09 
                                                       ------       ------      ------      |      ------      ------
 Total from investment operations..........              0.14         0.22        0.96      |        0.10        0.24 
                                                                                            |
Less distributions:                                                                         |
 Dividends from net investment income......             (0.27)       (0.53)      (0.33)     |       (0.23)      (0.15)
 Distributions from net realized gain                                                       | 
  on security transactions.................              none         none        none      |        none        none 
                                                       ------       ------      ------      |      ------      ------
 Total distributions.......................             (0.27)       (0.53)      (0.33)     |       (0.23)      (0.15)
                                                       ------       ------      ------      |      ------      ------
Net asset value, end of period.............            $10.19       $10.32      $10.63      |      $10.19      $10.32 
                                                       ======       ======      ======      |      ======      ======
                                                                                            |
Total return(2)............................             2.82%        2.09%       9.75%      |       1.96%       2.31%
                                                                                            |
Ratios/supplemental data:                                                                   |
 Net assets, end of period (000 omitted)...           $20,981      $28,193     $14,684      |        $637        $597 
 Ratio of expenses to average net assets...             0.25%(3)     0.25%(3)    0.25%(3)   |       1.10%(5)    1.10%(5)
 Ratio of net investment income to average                                                  |
  daily net assets.........................             5.38%(4)     5.00%(4)    4.84%(4)   |       4.53%(6)    4.15%(6)
 Portfolio turnover rate....................             104%          81%         53%      |        104%         81% 

</TABLE>

- ------------------------
(1)Date of initial public offering; ratios have been annualized and total 
   return has not been annualized.
(2)Does not reflect maximum sales charge of 3.00% nor the 1.00% limited 
   contingent deferred sales charge that would apply in the event of certain 
   redemptions within 12 months of purchase for the Tax-Free USA Intermediate 
   Fund A Class and the contingent deferred sales charge which varies from 
   1%-2% depending upon the holding period for the Tax-Free USA Intermediate 
   Fund B Class.
(3)Ratio of expenses to average net assets prior to expense limitation was 
   1.16% for the six months ended February 28, 1995, 1.19% for 1994 and 1.94% 
   for 1993.
(4)Ratio of net investment income to average net assets prior to expense 
   limitation was 4.47% for the six months ended February 28, 1995, 4.06% for 
   1994 and 3.15% for 1993.
(5)Ratio of expenses to average net assets prior to expense limitation was 
   2.01% for the six months ended February 28, 1995, and 2.04% for 1994.
(6)Ratio of net investment income to average net assets prior to expense 
   limitation was 3.62% for the six months ended February 28, 1995, and 3.21% 
   for 1994.
(7)Ratios and total return have been annualized.



                                       9
<PAGE> 14

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                        Delaware Group Dividend and
Global Bond Fund                           Income Fund
                                          Delaware Group Global Dividend
FOR CURRENT INCOME                         and Income Fund
Delchester Fund
U.S. Government Fund
Treasury Reserves
 Intermediate Fund

<PAGE> 15
 
BOARD MEMBERS                                         OTHER AFFILIATED OFFICERS

<TABLE>
<S>                             <C>                                     <C>
MR. WAYNE A. STORK              MS. ANN R. LEVEN                        MR. KEITH E. MITCHELL
Chairman                        Treasurer                               President and CEO
Delaware Group of Funds         National Gallery of Art                 Delaware Distributors, L.P.
Philadelphia, PA                Washington, DC
                                                                        MR. DAVID K. DOWNES
MR. WALTER P. BABICH            MR. W. THACHER LONGSTRETH               President
Board Chairman                  Vice Chairman                           Delaware Management Trust Company
Citadel Constructors, Inc.      Packquisition Corp.
King of Prussia, PA             Philadelphia, PA                        MR. GEORGE M. CHAMBERLAIN, JR.
                                                                        Secretary
MR. ANTHONY D. KNERR            MR. CHARLES E. PECK                     Delaware Group of Funds
Consultant                      Secretary of Enterprise Homes, Inc.
Anthony Knerr & Associates      Fredericksburg, VA
New York, NY                    former Chairman and CEO
                                The Ryland Group, Inc.
                                Columbia, MD
</TABLE>




This semi-annual report is for the information of Delaware Group Tax-Free USA 
Intermediate 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 June 30, 
1995, this report must also be accompanied by a Delaware Group Tax-Free USA 
Intermediate 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.

<PAGE> 16

   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 POSSIBLE LOSS OF PRINCIPAL. SHARES OF THE FUND ARE
NOT BANK OR CREDIT UNION DEPOSITS.

INVESTMENT MANAGER                                  DELAWARE GROUP
Delaware Management Company, Inc.      A TRADITION OF SOUND INVESTING SINCE 1929
Philadelphia

INTERNATIONAL AFFILIATE
Delaware International Advisers Ltd.
London
                                            (PHOTO OF VARIOUS COLONIAL OBJECTS)
NATIONAL DISTRIBUTOR
Delaware Distributors, L.P.
Philadelphia

SHAREHOLDER SERVICING,
DIVIDEND DISBURSING
AND TRANSFER AGENT
Delaware Service Company, Inc.
Philadelphia
      
4/95-PP-SA-037
      


      
                                   1995
                                   SEMI-
                                   ANNUAL
                                   REPORT
     
                                                             DELAWARE 
                                                             GROUP
                                                             ============
                                                             Tax-Free USA
                                                             Intermediate Fund


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