VOYAGEUR MUTUAL FUNDS III INC /MN/
N-30D, 1995-06-13
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                             AGGRESSIVE GROWTH FUND

                               GROWTH STOCK FUND

                           INTERNATIONAL EQUITY FUND



                                 ANNUAL REPORT




                              Dated April 30, 1995



Voyageur offers a family of mutual funds, each with an individual objective
stated in its prospectus. Investment objectives of the funds range from high
current income to long-term capital appreciation. Exchange privileges allow you
to change your investment between Voyageur Funds as your objectives or market
conditions change.

VOYAGEUR TAX FREE FUNDS seek high current income free from both Federal income
taxes and state income taxes (where applicable). The Funds invest in investment
grade municipal bonds.

Voyageur ARIZONA Tax Free Fund               Voyageur KANSAS Tax Free Fund
Voyageur CALIFORNIA Tax Free Fund            Voyageur MINNESOTA Tax Free Fund
Voyageur COLORADO Tax Free Fund              Voyageur NEW MEXICO Tax Free Fund
Voyageur FLORIDA Tax Free Fund               Voyageur NORTH DAKOTA Tax Free Fund
Voyageur IDAHO Tax Free Fund                 Voyageur UTAH Tax Free Fund
Voyageur IOWA Tax Free Fund                  Voyageur WISCONSIN Tax Free Fund

VOYAGEUR INSURED TAX FREE FUNDS seek high current income free from both Federal
income taxes and state income taxes (where applicable) with the added safety of
an insured portfolio. The Funds invest in insured municipal bonds.

<TABLE>
<CAPTION>

<S>                                         <C>
Voyageur ARIZONA Insured Tax Free Fund       Voyageur MISSOURI Insured Tax Free Fund
Voyageur CALIFORNIA Insured Tax Free Fund    Voyageur NATIONAL Insured Tax Free Fund
Voyageur FLORIDA Insured Tax Free Fund       Voyageur OREGON Insured Tax Free Fund
Voyageur MINNESOTA Insured Fund              Voyageur WASHINGTON Insured Tax Free Fund

</TABLE>

VOYAGEUR LIMITED TERM FUNDS seek to preserve original investment principal while
providing income free from both Federal income taxes and state income taxes
(where applicable). The Funds invest in intermediate term investment grade
municipal bonds.

<TABLE>
<CAPTION>

<S>                                            <C>
Voyageur FLORIDA Limited Term Tax Free Fund     Voyageur MINNESOTA Limited Term Tax Free Fund

</TABLE>

VOYAGEUR EQUITY FUNDS seek long term capital appreciation by investing in common
stocks.

Voyageur AGGRESSIVE GROWTH Fund               Voyageur INTERNATIONAL Equity Fund
Voyageur GROWTH Stock Fund

VOYAGEUR INCOME FUNDS seek high current income from investments issued,
guaranteed or otherwise backed by the full faith and credit of the U.S.
Government.

Voyageur U.S. GOVERNMENT SECURITIES Fund

VOYAGEUR CASH TRUST SERIES MONEY MARKET FUNDS seek high current income,
principal protection and liquidity by investing in money market instruments.

Voyageur CALIFORNIA MUNICIPAL CASH Series    Voyageur MUNICIPAL CASH Series
Voyageur FLORIDA MUNICIPAL CASH Series       Voyageur OHIO MUNICIPAL CASH Series
Voyageur GOVERNMENT CASH Series              Voyageur PRIME CASH Series
Voyageur MINNESOTA MUNICIPAL CASH Series     Voyageur TREASURY CASH Series

For more complete information regarding the investment objectives, fees and
expenses of the Funds, please obtain a prospectus from your Investment
Representative or from Voyageur, 90 South Seventh Street, Suite 4400,
Minneapolis, MN 55402-4115; (612) 376-7044 (local); 800-525-6584 (MKTG).


Dear Shareholder:

One of the reasons we expanded our equity offerings last year was to provide
investors with some "global" opportunities. The Voyageur International Equity
Fund is an obvious global opportunity with investment positions in approximately
19 countries. However, Voyageur's two other equity funds, although not
considered international, have some indirect global connections. Many of the
quality stocks contained in these portfolios are issued by American companies
that are operating in or expanding into foreign markets. As the global economy
continues to connect countries, businesses, and people, we believe your Voyageur
equity funds are positioned to perform well.

Our veteran equity fund, the Growth Stock Fund, had an exceptional year and
demonstrated successful performance during this reporting period. The other
funds, the Aggressive Growth Fund and the International Equity Fund
significantly underperformed their respective indices, the Standard and Poor's
500 Index and the Morgan Stanley EAFE Index. We have taken into account that
these two funds have been in existence less than one year, and believe that we
shall see stronger performance in the future. See the attached charts for
specific performance information about each Fund.

At the close of this reporting period, we took advantage of an opportunity to
leverage the talents and track record of Tony Elavia, a portfolio manager who
joined Voyageur in February, to manage the Aggressive Growth Fund. Tony brings
12 years of investment and research expertise to his new role at Voyageur.


Sincerely,


/s/ John G. Taft
John G. Taft
President
Voyageur Aggressive Growth Fund
Voyageur Growth Stock Fund
Voyageur International Equity Fund



Voyageur Aggressive Growth Fund

It would be an understatement to say that last year was a difficult and
frustrating year. The Voyageur Aggressive Growth Fund underperformed its
comparable index, the S&P 500, by 12.43%.

Our quantitative models and industry analysis pointed us to sectors experiencing
rapid growth at reasonable prices. However, within a non-indexed small cap
portfolio, the possibility existed that one or two issues could dramatically
affect a sector or the whole portfolio when viewing short term performance
despite broad diversification efforts.

We were disadvantaged by our lack of exposure to Financial Services and
Utilities; however, our style and logic constraints did not allow us to
contribute "growth" funds to sectors that did not exhibit real growth and that
rose and fell with short term fluctuations in commodity (including interest
rates or money as a commodity) prices.

In closing, we remain committed to the belief that earnings, growth, good
relative value, industry attractiveness, and good company fundamentals are the
cornerstones of a long term investment process in any equity market.

GEORGE D. BJURMAN & ASSOCIATES, SUB-ADVISER

George D. Bjurman & Associates, a leading equity manager with over 20 years of
experience, was the Sub-Adviser to the Fund for this reporting period.

*****
Note to Shareholders:  On May 1, 1995, the Fund changed portfolio managers. 
Moving forward,  the strategy outlined by the new manager for the Fund includes
the following:

*   Buying undervalued stocks which show strong promise of future profitability.

*   Underweight or overweight certain sectors, as the market climate warrants.

*   Incorporate long- and medium-term "themes" into the portfolio.

            Long term:  overweighting  in electronics,  communication
            equipment, and computer hardware and software.
            Medium term: health care, HMOs, and medical devices.

By instituting these and other strategies, the Voyageur Aggressive Growth Fund's
management hopes to bring the Fund's performance in greater alignment with the
S&P 500.



                        VOYAGEUR AGGRESSIVE GROWTH FUND
                             INVESTMENT PERFORMANCE
                             THROUGH APRIL 30, 1995

Class A Shares

           Voyageur Aggressive   Voyageur Aggressive
           Growth Fund Without    Growth Fund With  Standard and Poor's
              Sales Charge          Sales Charge     500 Index - Ending
          Ending Value  $10,400  Ending Value $9,906    Value $11,643
May-94             $10,000             $ 9,525             $10,000
May-94             $ 9,920             $ 9,449             $10,079
Jun-94             $ 9,920             $ 8,782             $ 9,830
Jul-94             $ 9,270             $ 8,830             $10,155
Aug-94             $10,240             $ 9,754             $10,568
Sep-94             $10,130             $ 9,649             $10,313
Oct-94             $10,520             $10,020             $10,549
Nov-94             $10,020             $ 9,544             $10,162
Dec-94             $ 9,900             $ 9,430             $10,310
Jan-95             $ 9,510             $ 9,058             $10,578
Feb-95             $ 9,880             $ 9,411             $10,989
Mar-95             $10,340             $ 9,849             $11,314
Apr-95             $10,400             $ 9,906             $11,643


Class C Shares


           Voyageur Aggressive   Standard and Poor's
           Growth Fund - Ending  500 Index - Ending
               Value $10,330        Value $11,643

May-94             $10,000             $10,000
May-94             $ 9,920             $10,079
Jun-94             $ 9,210             $ 9,830
Jul-94             $ 9,250             $10,155
Aug-94             $10,220             $10,568
Sep-94             $10,100             $10,313
Oct-94             $10,480             $10,549
Nov-94             $ 9,980             $10,162
Dec-94             $ 9,850             $10,310
Jan-95             $ 9,460             $10,578
Feb-95             $ 9,820             $10,989
Mar-95             $10,280             $11,314
Apr-95             $10,330             $11,643


                        Voyageur Aggressive Growth Fund
                                 Total Returns
                                (Class A Shares)

                                    Since
                                   5/16/94**

Without Sales                       4.00%
Charge

With Sales                         (0.94)%
Charge


                        Voyageur Aggressive Growth Fund
                                 Total Returns
                                (Class C Shares)

                                    Since
                                   5/20/94**

Without                             3.30%
Contingent
Deferred Sales
Charge

With Contingent                     2.30%
Deferred Sales
Charge***


The performance of seperate classes will vary based on the differences in sales
loads and distribution fees paid by shareholders investing in the different
classes. Performance quoted represents past performance and is not indicative of
future results.

*   Total return includes the maximum 4.75% sales charge.
**  Commencement of operations.
*** Assumes redemption on April 30, 1995.

The Standard and Poor's 500 Index is an unmanaged, market value weighted index
of 500 widely held common stocks. The index includes industrial, utility,
financial and transportation stocks primarily, but not exclusively, traded on
the New York Stock Exchange. The S & P 500 represents approximately 77% of the
NYSE market capitalization. The index assumes that no operating expenses,
transaction fees or sales charges are incurred by a hypothetical investor who
directly owns the securities maintained in the index. In order to outperform the
index over any specific time frame, a fund must return to investors an amount
greater than that provided by the index plus total operating expenses.


Voyageur Growth Stock Fund

Throughout the year, the fund did well. There has been a fundamental shift in
equity markets which favors quality securities. Since this Fund invests in high
quality securities, we were in good position for the flight to quality trend.

We buy companies for the long term in order to participate in their earnings and
dividend growth, and we generally hold companies for an average of five years.
Despite this commitment to holding companies for the long term, we will sell a
company if we see signs of overvalue or fundamental problems. In this reporting
period, for example, we sold our WMX Technologies (Waste Management) holdings
because the company's rating was being downgraded. Instead we purchased
Motorola, Inc., a higher quality stock in a different sector that was less
sensitive to the domestic economy and in alignment with our current strategy of
global diversification.

Our approach with this Fund is to select stocks from a relatively narrow segment
of quality stocks within the market (a universe of approximately 240 companies
rated A+ or A), concentrate our portfolio in 30 of these high quality companies,
and buy companies for the long term.

For the remainder of the year, we see the market looking pricey and ensuing
volatility will, most likely, lead people to seek quality investments. We have
assumed a defensive, quality posture by positioning the portfolio in large cap,
multinational companies. The market will likely adjust downward making the
second half of the year a more difficult environment for capital appreciation
than was the first half. All in all, we anticipate continued good relative
performance for the Fund.

JAMES C. KING

Mr. King is an Executive Vice President of Voyageur Fund Managers, Inc. and
portfolio manager for the Growth Stock Fund. He has managed the Fund since
January 1992 and has over 28 years of investment experience.



                           VOYAGEUR GROWTH STOCK FUND
                             INVESTMENT PERFORMANCE
                             THROUGH APRIL 30, 1995

          VOYAGEUR GROWTH     VOYAGEUR GROWTH   
            STOCK FUND          STOCK FUND       
 WILSHIRE LARGE
           WITHOUT SALES        WITH SALES        COMPANY GROWTH
          CHARGE - ENDING     CHARGE - ENDING     INDEX - ENDING
           VALUE $37,961       VALUE $36,158       VALUE $38,149

Jul-85        $10,000             $ 9,525             $10,000
              $10,054             $ 9,576             $ 9,898
              $10,094             $ 9,614             $ 9,536
              $10,234             $ 9,748             $ 9,951
              $10,653             $10,147             $10,763
              $11,025             $10,502             $11,313
              $11,483             $10,937             $11,326
              $12,262             $11,680             $12,147
              $13,123             $12,500             $12,876
Apr-86        $13,528             $12,886             $12,882
              $14,490             $13,802             $13,604
              $15,105             $14,388             $13,884
              $13,812             $13,156             $13,023
              $14,596             $13,903             $13,671
              $13,456             $12,817             $12,268
              $14,525             $13,835             $13,110
              $14,393             $13,709             $13,368
              $14,759             $14,058             $13,062
              $16,703             $15,910             $14,922
              $16,723             $15,929             $15,862
              $17,904             $17,054             $16,077
Apr-87        $17,772             $16,928             $15,663
              $18,087             $17,228             $15,816
              $18,617             $17,732             $16,737
              $18,871             $17,975             $17,579
              $19,858             $18,915             $18,419
              $19,533             $18,605             $17,944
              $15,064             $14,349             $13,822
              $14,006             $13,340             $12,603
              $15,916             $15,160             $13,680
              $15,686             $14,941             $14,148
              $16,386             $15,608             $15,001
              $16,501             $15,717             $14,529
Apr-88        $16,825             $16,026             $14,468
              $16,365             $15,588             $14,401
              $17,442             $16,613             $15,144
              $16,971             $16,165             $15,023
              $16,313             $15,538             $14,609
              $17,128             $16,314             $15,475
              $17,065             $16,255             $15,722
              $16,574             $15,787             $15,432
              $17,607             $16,770             $15,760
              $18,593             $17,710             $16,800
              $18,352             $17,480             $16,399
              $18,855             $17,960             $16,940
Apr-89        $20,345             $19,379             $17,909
              $21,080             $20,079             $18,903
              $20,125             $19,169             $18,733
              $21,227             $20,218             $20,814
              $21,993             $20,948             $21,016
              $22,832             $21,748             $20,972
              $22,339             $21,278             $20,645
              $22,906             $21,818             $21,089
              $22,741             $21,661             $21,310
              $20,777             $19,790             $19,731
              $21,588             $20,562             $19,774
              $22,421             $21,356             $20,577
Apr-90        $21,519             $20,497             $20,297
              $24,243             $23,091             $22,528
              $24,714             $23,540             $22,762
              $23,028             $21,934             $22,496
              $20,463             $19,491             $20,312
              $19,223             $18,310             $18,957
              $18,975             $18,074             $18,843
              $20,363             $19,396             $20,415
              $21,231             $20,223             $21,382
              $22,651             $21,575             $22,836
              $24,848             $23,667             $24,759
              $25,973             $24,739             $25,853
Apr-91        $25,933             $24,701             $25,797
              $27,607             $26,296             $27,068
              $26,535             $25,275             $25,772
              $28,290             $26,946             $27,102
              $29,536             $28,133             $28,113
              $29,322             $27,929             $27,446
              $30,608             $29,154             $27,740
              $29,656             $28,248             $27,260
              $33,536             $31,943             $31,352
              $32,403             $30,864             $30,834
              $32,443             $30,902             $31,121
              $31,850             $30,337             $30,296
Apr-92        $32,120             $30,594             $30,369
              $32,119             $30,593             $30,548
              $31,844             $30,332             $29,681
              $32,667             $31,115             $30,883
              $32,210             $30,680             $30,481
              $32,886             $31,324             $30,997
              $33,618             $32,021             $31,616
              $35,245             $33,570             $33,014
              $35,478             $33,793             $33,212
              $35,057             $33,148             $32,860
              $34,490             $32,851             $32,370
              $34,563             $32,921             $32,785
Apr-93        $32,604             $31,055             $30,952
              $33,355             $31,770             $32,085
              $32,512             $30,968             $31,671
              $32,165             $30,637             $30,803
              $33,098             $31,526             $31,924
              $32,897             $31,334             $31,717
              $33,446             $31,857             $32,589
              $33,794             $32,189             $32,697
              $33,805             $32,199             $33,033
              $34,286             $32,658             $33,694
              $33,434             $31,846             $33,344
              $32,156             $30,629             $31,770
Apr-94        $32,434             $30,893             $32,014
              $32,786             $31,228             $32,421
              $31,711             $30,205             $31,377
              $32,397             $30,858             $32,284
              $33,619             $32,022             $34,089
              $33,175             $31,599             $33,478
              $33,767             $32,164             $34,422
              $33,082             $31,511             $33,576
              $33,729             $32,127             $34,016
              $35,102             $33,434             $34,982
              $36,284             $34,560             $36,251
              $37,085             $35,323             $37,310
Apr-95        $37,962             $36,158             $38,149


                                    Voyageur
                               Growth Stock Fund
                          Average Annual Total Returns

                                                             Since
                               1 Year         5 Year         8/1/85**

Without Sales Charge           17.04%         12.02%         14.66%

With Sales Charge              11.48%         10.94%         14.09%


Performance quoted represents past performance and is not indicative of future
results.

*  Average annual total returns include the maximum 4.75% sales charge.
** Commencement of operations.

Wilshire Large Company Growth Index

The Wilshire Large Company Growth Index includes equity securities that fit the
"growth stock" characteristics established from the largest 750 stocks in the
Wilshire 5000 index. These companies have market capitalization of at least $725
million and account for 99 percent of the total market capitalization of the
Wilshire 5000. The index assumes that no operating expenses, transaction fees or
sales charges are incurred by a hypothetical investor who directly owns the
securities maintained in the index. In order to outperform the index over any
specific time frame, a fund must return to investors an amount greater than that
provided by the index plus total operating expenses.


Voyageur International Equity Fund

Throughout much of 1994, global markets continued to focus on the United States,
where strong growth lead to worries over the emergence of inflation and
precautionary interest rate hikes. An overreaction to economic events in the
United States translated into an unimpressive 1994 for international markets. As
the year ended, bond markets showed traces of stability and strength. This
translated into short-term improvement in most markets, with some impressive
movements recorded in Southeast Asia and Europe.

In the first quarter of 1995, international markets were unsettled by three
factors: the confusion over the state of the U.S. economy and the direction of
interest rates, the continuing slide in Mexico and its impact on other emerging
markets, and world-wide currency volatility, stemming from both of these
situations.

For the balance of 1995, we believe the progress in the U.S. market will be
modest. When it becomes clear that earnings have peaked for this cycle, stock
prices will begin to retreat. Other markets, however, are behind the United
States in the industrial and stock market cycle. In Europe, economic recovery is
strengthening earnings and improving valuations which stock markets are
beginning to respond to. In Southeast Asia, we see great potential, especially
in Hong Kong.

The outlook for Japan, however, remains mixed. The domestic recovery has been
growing after the long recession, but progress is likely to be stalled by an
inexorable rise of the Yen which will likely lead to another round of cuts to
profit forecasts for 1995, taking the gloss off what would otherwise be an
economy seeing a sound recovery.

Therefore, we will continue with a well underweighted exposure to Japan while
the focus of the portfolio will remain on Europe and the smaller markets in the
Far East.

MURRAY JOHNSTONE INTERNATIONAL LTD.

Murray Johnstone International serves as the Sub-Adviser to the Fund. Based in
Glasgow, Scotland, Murray Johnstone is a leading international money manager
whose origins date back to 1907.


                       VOYAGEUR INTERNATIONAL EQUITY FUND
                             INVESTMENT PERFORMANCE
                             THROUGH APRIL 30, 1995

Class A Shares

           Voyageur International Voyageur International 
            Equity Fund Without    Equity Fund With     Morgan Stanley
               Sales Charge          Sales Charge     EAFE Index - Ending
            Ending Value $9,420    Ending Value $8,973  Value $10,590
May-94             $10,000             $ 9,525             $10,000
May-94             $ 9,840             $ 9,373             $ 9,972
Jun-94             $ 9,660             $ 9,201             $10,113
Jul-94             $ 9,840             $ 9,373             $10,210
Aug-94             $10,130             $ 9,649             $10,452
Sep-94             $ 9,900             $ 9,430             $10,123
Oct-94             $ 9,980             $ 9,506             $10,460
Nov-94             $ 9,430             $ 8,982             $ 9,957
Dec-94             $ 9,100             $ 8,668             $10,020
Jan-95             $ 8,740             $ 8,325             $ 9,635
Feb-95             $ 8,730             $ 8,315             $ 9,607
Mar-95             $ 9,150             $ 8,715             $10,206
Apr-95             $ 9,420             $ 8,973             $10,590

Class C Shares


             
           Voyageur International    Morgan Stanley
                 Equity Fund      EAFE Index - Ending
            Ending Value $9,369      Value $10,590
May-94             $10,000             $10,000
May-94             $ 9,830             $ 9,972
Jun-94             $ 9,640             $10,113
Jul-94             $ 9,810             $10,210
Aug-94             $10,100             $10,452
Sep-94             $ 9,880             $10,123
Oct-94             $ 9,950             $10,460
Nov-94             $ 9,379             $ 9,957
Dec-94             $ 9,049             $10,020
Jan-95             $ 8,679             $ 9,635
Feb-95             $ 8,659             $ 9,607
Mar-95             $ 9,089             $10,206
Apr-95             $ 9,369             $10,590


                       Voyageur International Equity Fund
                                 Total Returns
                                (Class A Shares)

                                    Since
                                   5/16/94**

Without Sales                      (5.80)%
Charge

With Sales                        (10.27)%
Charge


                       Voyageur International Equity Fund
                                 Total Returns
                                (Class C Shares)

                                    Since
                                   5/20/94**

Without                            (6.31)%
Contingent
Deferred Sales
Charge

With Contingent                    (7.24)%
Deferred Sales
Charge***


The performance of seperate classes will vary based on the differences in sales
loads and distribution fees paid by shareholders investing in the different
classes. Performance quoted represents past performance and is not indicative of
future results.

*   Total return includes the maximum 4.75% sales charge.
**  Commencement of operations.
*** Assumes redemption on April 30, 1995.

The Morgan Stanley EAFE Index is an unmanaged index of approximately 1,000
stocks representing the markets of 18 countries in Europe, Australia, New
Zealand and the Far East. The index is in U.S. dollars with net dividends. The
index assumes no operating expenses, transaction fees or sales charges are
incurred by a hypothetical investor who directly owns the securities maintained
in the index. In order to outperform the index over any specific time frame, a
fund must return to investors an amount greater than that provided by the index
plus total operating expenses.


INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
Voyageur Mutual Funds III, Inc.


     We have audited the accompanying statements of assets and liabilities,
including the schedules of investments in securities, of Voyageur Aggressive
Growth Fund, Voyageur Growth Stock Fund and Voyageur International Equity Fund
(funds within Voyageur Mutual Funds III, Inc.) as of April 30, 1995, and the
related statements of operations for the year then ended (period from May 16,
1994, commencement of operations, to April 30, 1995 for Voyageur Aggressive
Growth Fund and Voyageur International Equity Fund), the statements of changes
in net assets for each of the years in the two-year period ended April 30, 1995
for Voyageur Growth Stock Fund (period from May 16, 1994 to April 30, 1995 for
Voyageur Aggressive Growth Fund and Voyageur International Equity Fund) and the
financial highlights for each of the years in the five-year period ended April
30, 1995 for Voyageur Growth Stock Fund (period from May 16, 1994 to April 30,
1995 for Voyageur Aggressive Growth Fund and Voyageur International Equity
Fund). These financial statements and the financial highlights are the
responsibility of Fund management. Our responsibility is to express an opinion
on these financial statements and the financial highlights based on our audits.

     We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements and the financial
highlights. Investment securities held in custody are confirmed to us by the
custodian. As to securities purchased and sold but not received or delivered, we
request confirmations from brokers, and where replies are not received, we carry
out other appropriate auditing procedures. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Voyageur Aggressive Growth
Fund, Voyageur Growth Stock Fund and Voyageur International Equity Fund, at
April 30, 1995 and the results of their operations, changes in their net assets
and the financial highlights for the periods stated in the first paragraph
above, in conformity with generally accepted accounting principles.


                                                  KPMG Peat Marwick LLP

Minneapolis, Minnesota
June 2, 1995



THE VOYAGEUR FUNDS
STATEMENTS OF ASSETS AND LIABILITIES                              APRIL 30, 1995


<TABLE>
<CAPTION>

                                                                       VOYAGEUR       VOYAGEUR         VOYAGEUR
                                                                      AGGRESSIVE       GROWTH        INTERNATIONAL
         ASSETS                                                       GROWTH FUND    STOCK FUND       EQUITY FUND

<S>                                                                   <C>           <C>               <C>       
Investments in securities, at market value (note 1) (identified
   costs: $1,783,487, $20,044,410 and $1,685,485, respectively)...     $2,047,641    $23,043,352       $1,686,075
Cash in bank on demand deposit (including foreign currency of
   $13,836 for the International Equity Fund).....................        277,308        640,512          288,763
Dividends and interest receivable.................................            713         32,818            4,667
Receivable for investment securities sold.........................             --             --           89,346
Receivable for Fund shares sold...................................             --         29,059               --
Organizational costs (note 1).....................................         17,127                  --       25,193
   Total assets...................................................      2,342,789     23,745,741        2,094,044

         LIABILITIES

Payable for investment securities purchased.......................             --             --           43,680
Payable for Fund shares redeemed..................................             --         53,373               --
Accrued expenses..................................................         25,769          40,964          21,414
   Total liabilities..............................................         25,769          94,337          65,094
NET ASSETS APPLICABLE TO OUTSTANDING CAPITAL STOCK................     $2,317,020    $23,651,404       $2,028,950

Represented by:
   Capital Stock -  $.01 par value (note 1).......................     $    2,228    $    11,881       $    2,154
   Additional paid-in capital.....................................      2,170,996     20,661,055        2,082,558
   Undistributed net investment income............................          2,815         37,219            4,141
   Accumulated net realized loss on investments and foreign
      currency transactions.......................................       (123,173)       (57,693)         (60,774)
   Unrealized appreciation on investments and translation of assets
      and liabilities in foreign currencies.......................        264,154      2,998,942              871

      TOTAL NET ASSETS............................................     $2,317,020    $23,651,404       $2,028,950

Net assets applicable to outstanding Class A shares...............     $2,189,491    $23,651,404       $2,008,747
Net assets applicable to outstanding Class C shares...............     $  127,529            N/A       $   20,203

SHARES OUTSTANDING AND NET ASSET VALUE PER SHARE
   Class A - Shares of capital stock outstanding:  210,454, 1,188,057
      and 213,245, respectively (note 4)..........................         $10.40         $19.91            $9.42
   Class C - Shares of capital stock outstanding:  12,341, N/A and
       2,159, respectively (note 4)...............................         $10.33            N/A            $9.36

</TABLE>

See accompanying notes to financial statements.


<TABLE>
<CAPTION>

THE VOYAGEUR FUNDS
STATEMENTS OF OPERATIONS                             PERIOD ENDED APRIL 30, 1995


                                                                     VOYAGEUR         VOYAGEUR         VOYAGEUR
                                                                    AGGRESSIVE         GROWTH        INTERNATIONAL
                                                                   GROWTH FUND*      STOCK FUND      EQUITY FUND*
<S>                                                                  <C>             <C>                <C>      
Investment income:
   Dividends (net of foreign taxes withheld of $3,351 for the
      International Equity Fund)................................     $    8,614      $  600,690         $  23,109
   Interest . . . ..............................................             --          51,997                --
      Total investment income...................................          8,614         652,687            23,109

Expenses (note 2):
   Investment advisory and management fee.....................           16,102         123,185            15,991
   Dividend disbursing, administrative and accounting services fees      21,447          74,127            41,580
   Distribution fee - Class A.................................            3,885         246,598             3,979
   Distribution fee - Class C.................................              562             N/A                83
   Printing, postage and supplies.............................            2,101           1,707             3,233
   Legal fees ................................................            2,051           4,378             1,938
   Custodian fees.............................................            7,126          11,952            11,397
   Compensation of directors..................................              642           2,129             1,067
   Audit and accounting fees..................................            6,188          11,779            11,312
   Registration fees..........................................            6,550          13,452             4,700
   Amortization of organizational costs.......................              763              --             1,122
   Other expenses.............................................            1,182             665               644
      Total expenses..........................................           68,599         489,972            97,046
Less (note 2):
   Expenses waived or absorbed................................         (40,000)          (2,621)          (65,000)
   Expense reductions.........................................               --         (19,775)               --
      Total net expenses......................................           28,599         467,576            32,046
      Investment income (loss) - net..........................          (19,985)        185,111            (8,937)

Realized and unrealized gain (loss) on investments and foreign
  currency - net:
   Net realized gain (loss) from:
      Investments ............................................         (123,173)         451,561          (60,774)
      Foreign currency transactions...........................               --               --             (341)
   Net increase in unrealized appreciation on:
      Investments.............................................          264,154        3,009,595              590
      Translation of other assets and liabilities in foreign currencies      --               --              281
   Net gain (loss) on investments and foreign currency........          140,981        3,461,156          (60,244)

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS.       $120,996       $3,646,267         $(69,181)

</TABLE>

*Period from May 16, 1994 (commencement of operations) to April 30, 1995.

See accompanying notes to financial statements.


THE VOYAGEUR FUNDS
STATEMENTS OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>

                                                           VOYAGEUR AGGRESSIVE      VOYAGEUR GROWTH STOCK FUND
                                                              GROWTH FUND
                                                           PERIOD FROM MAY 16,      YEAR ENDED        YEAR ENDED
                                                               1994* TO              APRIL 30,         APRIL 30,
                                                            APRIL 30, 1995             1995              1994

<S>                                                         <C>                    <C>              <C>          
Operations:
   Investment income (loss) - net.....................      $    (19,985)          $    185,111     $     123,620
   Realized gain (loss) on investments - net..........          (123,173)               451,561           (19,075)
   Net change in unrealized appreciation or depreciation
     of investments...................................           264,154              3,009,595          (142,837)
   Net increase (decrease) in net assets resulting
     from operations..................................           120,996              3,646,267           (38,292)

Distributions to shareholders from:
   Investment income - net............................               --                (160,212)         (111,300)
   Net realized gain on investments...................               --                (475,478)         (273,621)
     Total distributions..............................               --                (635,690)         (384,921)

Capital share transactions (note 4): Proceeds from sale
 of shares (note 2):
     Class A..........................................         3,249,711              3,412,884         11,111,093
     Class C..........................................           124,305                    N/A                N/A
   Net asset value of shares issued in reinvestment of 
    net investment income and net realized gain 
    distributions:
     Class A..........................................                --                607,335           373,726
     Class C..........................................                --                    N/A                N/A
   Payments for redemption of shares:
     Class A..........................................        (1,176,908)           (11,897,870)       (9,327,002)
     Class C..........................................            (1,084)                   N/A                N/A
   Increase (decrease) in net assets
     from capital share transactions..................         2,196,024             (7,877,651)        2,157,817
     Total increase (decrease) in net assets..........         2,317,020            (4,867,074)         1,734,604
Net assets at beginning of period.....................                --             28,518,478        26,783,874
Net assets at end of period (including undistributed net
   investment income of $2,815, $37,219 and
     $12,320, respectively)...........................        $2,317,020            $23,651,404       $28,518,478

</TABLE>

*  Commencement of operations

See accompanying notes to financial statements.


THE VOYAGEUR FUNDS
STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)

<TABLE>
<CAPTION>

                                                                                    VOYAGEUR
                                                                            INTERNATIONAL EQUITY FUND
                                                                                   PERIOD FROM
                                                                                MAY 16, 1994* TO
                                                                                 APRIL 30, 1995
<S>                                                                            <C>             
Operations:
   Investment loss - net..........................................             $        (8,937)
   Net realized loss on investments and foreign currency..........
     transactions.................................................                     (61,115)
   Net change in unrealized appreciation on investments and
     translation of other assets and liabilities in foreign currencies                     871
   Net decrease in net assets
     resulting from operations....................................                     (69,181)

Capital share transactions (note 4): Proceeds from sale of shares (note 2):
     Class A......................................................                   3,189,630
     Class C......................................................                      20,034
   Payments for redemption of shares:
     Class A......................................................                  (1,111,533)
     Class C......................................................                          --
   Increase in net assets from capital share transactions.........                   2,098,131
   Total increase in net assets...................................                   2,028,950
Net assets at beginning of period.................................                          --
Net assets at end of period (including undistributed net
   investment income of $4,141)...................................                  $2,028,950

</TABLE>

*Commencement of operations

See accompanying notes to financial statements.




NOTES TO FINANCIAL STATEMENTS

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   The Voyageur Aggressive Growth Fund (Aggressive Growth Fund), Voyageur Growth
Stock Fund (Growth Stock Fund) and Voyageur International Equity Fund
(International Equity Fund), funds within Voyageur Mutual Funds III, Inc., are
registered under the Investment Company Act of 1940 (as amended) as diversified
open-end management investment companies. The Aggressive Growth Fund and
International Equity Fund offer Class A and Class C Shares. Class A Shares are
sold with a front-end sales charge. Class C Shares may be subject to a
contingent deferred sales charge and have no conversion feature. Each class of
shares has identical voting, dividend, liquidation and other rights and the same
terms and conditions, except that the level of distribution fees charged differs
between classes. Income, expenses (other than expenses incurred under each
class' Distribution Agreement) and realized and unrealized gains or losses on
investments and foreign currency transactions are allocated to each class of
shares based upon its relative net assets. Pursuant to its articles of
incorporation, Voyageur Mutual Funds III, Inc. has 10 trillion shares of
authorized capital stock that may be issued.

   The significant accounting policies followed by the Funds are summarized as
follows:

Investments in Securities

   Investments in securities traded on national or international securities
exchanges are valued at the last sales price on that exchange; securities traded
in the over-the-counter market and listed securities for which no sale was
reported on the valuation date are valued on the basis of the last current bid
price. Bonds and all other securities are valued at fair value using methods
determined in good faith by the Board of Directors. Such fair values are
determined using pricing services or prices quoted by independent brokers.
Investments in short-term securities with maturities of more than 60 days from
the valuation date are valued at the last bid price or at fair value as
determined by a pricing service approved by the Board of Directors. Short-term
securities with maturities of less than 60 days are valued at amortized cost.

   Security transactions are accounted for on trade date. Realized gains and
losses are calculated on the identified cost basis. Dividend income is
recognized on the ex-dividend date or upon receipt of ex-dividend notification
in the case of foreign securities and interest income, including level-yield
amortization of premium and discount, is accrued daily.

Foreign Currency Translations and Forward Foreign Currency Contracts

   The market value of securities and other assets and liabilities denominated
in foreign currencies is translated daily into U.S. dollars at the closing rate
of exchange. Purchases and sales of securities, and the related income and
expenses are translated at the exchange rate on the transaction date. Exchange
gains (losses) may also be realized between the trade and settlement dates on
security and forward contract transactions.

   The International Equity Fund does not isolate that portion of the results of
operations resulting from changes in foreign exchange rates on investments from
the fluctuations arising from changes in market prices of securities held. Such
fluctuations are included with the net realized and unrealized gain or loss from
investments.

   The International Equity Fund may enter into forward foreign currency
exchange contracts for operational purposes and to protect against adverse
exchange rate fluctuation. The net U.S. dollar value of foreign currency
underlying all contractual commitments held by the International Equity Fund and
the resulting unrealized appreciation or depreciation would be determined using
foreign currency exchange rates from an independent pricing service. The
International Equity Fund would be subject to the credit risk that the other
party would not complete the obligations of the contract.

Federal Taxes

   The Funds' policy is to comply with the requirements of the Internal Revenue
Code applicable to regulated investment companies and to distribute all of its
taxable income to shareholders in amounts that will avoid or minimize federal
income or excise taxes for the Funds.

   Net investment income (loss) and net realized gains (losses) may differ for
financial statement and tax purposes primarily because of the recognition of
certain foreign currency gains (losses) as ordinary income (loss) for tax
purposes and losses deferred for tax purposes due to "wash sale" transactions.
The character of distributions made during the year from net investment income
or net realized gains may differ from their ultimate characterization for
federal income tax purposes. Also, due to the timing of dividend distributions,
the fiscal year in which amounts are distributed may differ from the year that
the income or realized gains (losses) were recorded by the Fund.

   On the statement of assets and liabilities, as a result of permanent
book-to-tax differences, reclassification adjustments have been made to increase
undistributed net investment income and decrease additional paid-in capital by
$22,800 for the Aggressive Growth Fund and to increase undistributed net
investment income by $13,078, decrease accumulated net realized loss on
investments by $341 and decrease additional paid-in capital by $13,419 for the
International Equity Fund.

   For federal income tax purposes, the Aggressive Growth Fund, Growth Stock
Fund and International Equity Fund had capital loss carryovers of $123,173,
$57,693 and $60,774, respectively, at April 30, 1995, that will expire in 2003
through 2004 if not offset by subsequent capital gains. It is unlikely the Board
of Directors will authorize a distribution of any net realized capital gains
until the available capital loss carryovers have been offset or expire.

Distributions to Shareholders

   Distributions to shareholders from net investment income, if any, are
declared and paid annually. Net realized capital gains, if any, are also
distributed annually. All distributions are payable in cash or reinvested in
additional shares of each Fund.

Organizational Costs

   Organizational costs of the Aggressive Growth Fund and International Equity
Fund are being amortized over 60 months on an inverse acceleration (sum of the
years' digits) basis.

(2) EXPENSES AND SALES CHARGES

   Each Fund has an investment advisory agreement with Voyageur Fund Managers,
Inc. (Voyageur). Under the investment advisory agreements, Voyageur executes
investment decisions for the Growth Stock Fund and provides all the Funds with
office facilities, equipment and personnel, and monitors the performance of
various organizations performing services for the Funds. The investment advisory
agreements provide for the payment on a monthly basis of a fee equal to an
annual rate of .50% of Growth Stock Fund's average daily net assets, and 1.0% of
Aggressive Growth Fund's and International Equity Fund's average daily net
assets. Investment decisions for the Aggressive Growth Fund were executed by
George D. Bjurman & Associates. Voyageur paid George D. Bjurman & Associates for
their services a fee equal to an annualized percentage of average daily net
assets at reducing rates from .75% to .40%. Investment decisions for the
International Equity Fund are executed by Murray Johnstone International, Ltd.
Voyageur pays Murray Johnstone International, Ltd. for their service a fee equal
to .50% of average daily net assets. The Funds paid no direct fees to the
sub-advisors. Effective May 1, 1995, the service of George D. Bjurman &
Associates was terminated for the Aggressive Growth Fund and Voyageur began
executing the investment decisions.

   Each Fund will also pay a fee to Voyageur for acting as the Funds' transfer
agent, dividend-disbursing and accounting services agent. The fee for Aggressive
Growth Fund and Growth Stock Fund is equal to the sum of $1.25 per shareholder
account per month, a fixed monthly fee ranging from $1,000 to $1,500 based on
the level of the Fund's average daily net assets and an annualized percentage of
average daily net assets at reducing rates from .11% to .035%. The fee for
International Equity is equal to the sum of $1.33 per shareholder account per
month, a fixed monthly fee ranging from $3,000 to $5,000 based on the level of
the Fund's average daily net assets and an annualized percentage of average
daily net assets at reducing rates from .11% to .02%. Each Fund is also
responsible for reimbursing Voyageur's out-of-pocket expenses in connection with
the performance of transfer agency, dividend disbursing and accounting services.

   In addition to the advisory fee and the transfer agency, dividend disbursing
and accounting services fees, each Fund is responsible for paying most other
operating expenses including outside directors' fees and expenses, custodian
fees, registration fees, printing and shareholder reports, legal and auditing
fees and other miscellaneous expenses.

   Each Fund has a distribution agreement under Rule 12b-1 of the Investment
Company Act of 1940 with Voyageur Fund Distributors, Inc. (Fund Distributors).
Under these plans, each Fund pays Fund Distributors a monthly fee equal to an
annual rate of 1% of average daily net assets for Growth Stock Fund. The
distribution fee for Aggressive Growth Fund and International Equity Fund is
equal to .25% for Class A Shares and 1.00% for Class C Shares.

   The laws of certain states in which each Fund's shares
may be offered for sale also require that each Fund be reimbursed to the extent
such Fund's total expenses exceed certain percentages of average daily net
assets. The most restrictive state limitation to which the funds are currently
subject provides that total expenses (excluding certain distribution plan
expenses) cannot exceed 2.5% of the first $30 million of average daily net
assets, 2.0% of the next $70 million, and 1.50% of the average daily net assets
in excess of $100 million. Also Voyageur has voluntarily agreed to pay all
expenses (excluding stock transfer fees, taxes, interest and brokerage
commissions) which exceed 1.75% of average daily Class A net assets and 2.50% of
average daily Class C net assets for Aggressive Growth Fund, 1.90% for Growth
Stock Fund and 2.00% of average daily Class A net assets and 2.75% of average
daily Class C net assets for International Equity Fund, on an annual basis.
During the periods ended April 30, 1995, Voyageur absorbed $20,030 for
Aggressive Growth Fund and $49,311 for International Equity Fund pursuant to the
most restrictive state limitation and voluntarily absorbed $19,970 for
Aggressive Growth Fund, $2,621 for Growth Stock Fund and $15,689 for
International Equity Fund. Growth Stock Fund earned $19,775 in credits on
uninvested cash balances held at the custodian which were used to reduce certain
fees for various custodial, pricing and accounting services provided by the
custodian bank.

   Sales charges paid by shareholders during the periods ended April 30, 1995
were $8,965, $34,138, and $6,234 for Aggressive Growth Fund, Growth Stock Fund
and International Equity Fund, respectively. Of these amounts, Fund Distributors
received $1,297, $5,137, and $979, respectively.

(3)  INVESTMENT SECURITIES TRANSACTIONS

   Cost of purchases and proceeds from sales of investment securities (other
than short-term securities) aggregated $3,155,196 and $1,248,536 for Aggressive
Growth Fund, $5,013,103 and $12,737,509 for Growth Stock Fund and $2,990,563 and
$1,244,304 for International Equity Fund during the periods ended April 30,
1995.

(4)  CAPITAL STOCK

   Transactions in shares of capital stock during the periods ended April 30,
1995 and the year ended April 30, 1994 were as follows:

<TABLE>
<CAPTION>

                                                       AGGRESSIVE GROWTH FUND            GROWTH STOCK FUND
                                                    CLASS A            CLASS C
                                                  PERIOD FROM        PERIOD FROM        YEAR            YEAR
                                                 MAY 16, 1994*      MAY 20, 1994*       ENDED           ENDED
                                                 TO APRIL 30,       TO APRIL 30,       APRIL 30,       APRIL 30,
                                                     1995              1995             1995             1994

<S>                                                  <C>               <C>             <C>              <C>    
Shares sold....................................      335,020           12,449          187,945          621,079
Shares issued for reinvested distributions.....           --              --            34,332           20,478
Shares redeemed................................     (124,566)           (108)         (662,562)        (516,982)
Increase (decrease) in shares outstanding......      210,454          12,341          (440,285)         124,575

</TABLE>

<TABLE>
<CAPTION>

                                                     INTERNATIONAL EQUITY FUND
                                                   CLASS A                CLASS C
                                                 PERIOD FROM            PERIOD FROM
                                                 MAY 16, 1994*          MAY 20, 1994*
                                                  TO APRIL 30,           TO APRIL 30,
                                                     1995                   1995
<S>                                                  <C>                     <C>  
Shares sold....................................      327,714                 2,159
Shares redeemed................................     (114,469)                   --
Increase in shares outstanding.................      213,245                 2,159

</TABLE>

*Commencement of operations



(5)  FINANCIAL HIGHLIGHTS

     Per share data (rounded to the nearest cent) for a share of capital stock
outstanding and selected information for each period are as follows:

<TABLE>
<CAPTION>

                                                                         AGGRESSIVE GROWTH FUND
                                                                    CLASS A                   CLASS C
                                                                  PERIOD FROM               PERIOD FROM
                                                               MAY 16, 1994* TO          MAY 20, 1994* TO
                                                                   APRIL 30,                 APRIL 30,
                                                                     1995                      1995
<S>                                                                <C>                        <C>   
Net asset value:
   Beginning of period...............................              $10.00                     $10.00

Operations:
   Net investment loss...............................                (.09)                     (.16)
   Net realized and unrealized
     gain on investments.............................                 .49                       .49
     Total from operations...........................                 .40                       .33

Net asset value:
   End of period.....................................              $10.40                    $10.33

Total investment return (c)..........................                4.00%                     3.30%

Net assets at end of
   period (000's omitted)............................              $2,189                      $128

Ratios:
   Expenses to average net assets ...................                1.74%(a)                  2.40%(a)
   Net investment loss to average net assets.........               (1.21)%(a)                (1.80)%(a)
     Assuming no voluntary waivers and
       reimbursements, up to the most restrictive
        state limitation in effect:..................
           Expenses..................................                2.97%(a)                  3.50%(a)
           Net investment loss.......................               (2.44)%(a)                (2.90)%(a)
Portfolio turnover rate (excluding
     short-term securities)..........................                88.3%                     88.3%

</TABLE>

Per share amounts are presented based upon average fund shares outstanding.
*  Commencement of operations

See accompanying notes to Financial Highlights.

<TABLE>
<CAPTION>

                                                                            GROWTH STOCK FUND

                                                                           YEAR ENDED APRIL 30,
                                                       1995           1994         1993          1992        1991(B)
<S>                                                   <C>            <C>          <C>           <C>          <C>   
Net asset value:
  Beginning of year..............................     $17.51         $17.81       $23.81        $19.36       $18.85

Operations:
  Net investment income (loss)...................        .15            .07          .05          (.18)        (.11)
  Net realized and unrealized
     gain (loss) on investments..................       2.77           (.16)         .22          4.81         3.40
Total from operations............................       2.92           (.09)         .27          4.63         3.29
Distributions to shareholders:
  From net investment income.....................       (.13)          (.06)          --            --           --
  From net realized gains........................       (.39)          (.15)       (6.27)         (.18)       (2.78)
     Total distributions.........................       (.52)          (.21)       (6.27)         (.18)       (2.78)

Net asset value:
  End of year....................................     $19.91         $17.51       $17.81        $23.81       $19.36

Total investment return (c)......................      17.04%          (.52)%       1.51%        23.86%       20.51%
Net assets at end of
  year (000's omitted)...........................    $23,651        $28,518      $26,784       $19,351      $11,400

Ratios:
  Expenses to average net assets.................       1.90%          1.90%        1.90%         2.25%        2.36%
  Net investment income (loss) to average net assets     .75%           .40%         .26%         (.76)%       (.67)%
     Assuming no voluntary waivers, reimbursements 
       and expense reductions:
           Expenses..............................       1.99%          2.13%        2.70%         2.86%        2.86%
           Net investment income (loss)..........        .66%           .17%        (.54)%       (1.37)%      (1.17)%
Portfolio turnover rate
     (excluding short-term securities)...........       21.8%          34.2%        16.5%        142.6%       128.2%

</TABLE>


<TABLE>
<CAPTION>

                                                                        INTERNATIONAL EQUITY FUND
                                                                    CLASS A                   CLASS C
                                                                  PERIOD FROM               PERIOD FROM
                                                                 MAY 16, 1994*             MAY 20, 1994*
                                                                 TO APRIL 30,              TO APRIL 30,
                                                                     1995                      1995
<S>                                                                 <C>                        <C>  
Net asset value:
   Beginning of period...............................              $10.00                      $9.99

Operations:
   Net investment loss...............................                (.05)                      (.11)
   Net realized and unrealized loss on
     investments and translation of assets
     and liabilities in  foreign currencies..........                (.53)                      (.52)
       Total from operations.........................                (.58)                      (.63)

Net asset value:
   End of period.....................................               $9.42                      $9.36

Total investment return (c)..........................               (5.80)%                    (6.31)%

Net assets at end of
   period (000's omitted)............................              $2,009                        $20

Ratios:
   Expenses to average net assets....................                1.99%(a)                   2.74%(a)
   Net investment loss to average net assets.........                (.55)%(a)                 (1.36)%(a)
     Assuming no voluntary waivers and
       reimbursements, up to the most restrictive
       state limitation in effect:
           Expenses .................................                2.97%(a)                   3.50%(a)
           Net investment loss.......................               (1.53)%(a)                 (2.12)%(a)
Portfolio turnover rate (excluding
     short-term securities)..........................                92.1%                      92.1%

</TABLE>

Per share amounts are presented based upon average fund shares outstanding.
*  Commencement of operations

See accompanying notes to Financial Highlights.


Notes to Financial Highlights

(a) Adjusted to an annual basis.

(b) Effective September 1, 1990, Voyageur replaced Investment Advisers, Inc. as
    the investment adviser and Wilke/Thompson Capital Management began acting as
    the Growth Stock Fund's sub-investment adviser until January 1, 1992 when
    Voyageur became the sole investment adviser to the Fund.

(c) Total investment return is based on the change in net asset value of a share
    during the period and assumes reinvestment of distributions at net asset
    value.


VOYAGEUR AGGRESSIVE GROWTH FUND
INVESTMENTS IN SECURITIES                                         APRIL 30, 1995

                                                                    MARKET
        ISSUER                       NUMBER OF SHARES               VALUE(A)

(Percentages of each investment category relate to total net assets)

COMMON STOCKS (88.4%):
AUTOMOTIVE (.8%):

     Breed Technologies                    900                      $  18,113

BANKING (3.4%):

     Baybanks                              800                         50,000
     Wells Fargo & Company                 175                         29,028
                                                                       79,028

BASIC INDUSTRIES (2.4%):

     Dow Chemical                          800                         55,600

CAPITAL GOODS - TECHNOLOGY (2.0%):

     International Business Machines       500                         47,375

CONSUMER GROWTH (1.7%):

     Humana                              2,000                         39,000

CONSUMER DEFENSIVE (2.1%):

     Safeway                             1,300(c)                      48,750

COMPUTERS/OFFICE EQUIPMENT (14.5%):

     Cabletron Systems                   1,050(c)                      49,875
     Cisco Systems                       1,400(c)                      55,825
     EMC                                 4,000(c)                      79,000
     Oracle Systems                      1,500(c)                      45,750
     Silicon Graphics                    1,600(c)                      60,000
     3COM                                  800(c)                      44,800
                                                                      335,250

DRUG/HOSPITAL SUPPLIES (5.5%):

     Health Management Associates        1,500(c)                    $ 43,500
     Mylan Laboratories                  2,000                         61,500
     United Healthcare                     600                         21,750
                                                                      126,750

ELECTRONICS (18.6%):

     General Instrument                  1,000(c)                      34,125
     Lam Research                        1,400(c)                      70,700
     Micron Technology                   1,000                         82,250
     Oak Industries                      1,600(c)                      46,800
     Philips Electronics                 1,800                         69,300
     Tellabs                               600(c)                      41,400
     Tencor Instruments                  1,000(c)                      67,750
     Wall Data                           1,000(c)                      19,250
                                                                      431,575

ENTERTAINMENT/LEISURE (2.6%):

     Callaway Golf                       2,600                         32,175
     Cobra Golf                          1,300(c)                      28,275
                                                                       60,450

MACHINERY (6.0%):

     Agco                                2,200                         78,375
     Novellus Systems                    1,000(c)                      60,750
                                                                      139,125

MISCELLANEOUS INDUSTRIALS (1.2%):

     Airgas                              1,200(c)                      26,850

RETAILING (2.4%):

     Eckerd                              1,900(c)                      55,338

SERVICES (10.8%):

     First USA                           1,300                       $ 55,250
     Foothill Group                      1,500                         32,625
     Mid Atlantic Medical Services       2,400(c)                      41,400
     Paychex                               500                         23,812
     Reynolds & Reynolds                 1,100                         29,150
     Robert Half International           2,000(c)                      52,750
     U.S. Healthcare                       600                         16,050
                                                                      251,037

SHIPPING/FREIGHT (4.3%):

     Landstar System                     1,500(c)                      43,500
     Wisconsin Central Transport         1,000(c)                      57,062
                                                                      100,562

TELECOMMUNICATIONS (7.4%):

     ALC Communications                  1,100(c)                      41,938
     Cidco                               1,000(c)                      36,000
     Lin Broadcasting                      300(c)                      37,425
     U.S. Robotics                         700(c)                      55,475
                                                                      170,938

TEXTILES AND SHOES (2.7%):

     Chesapeake                          2,000                         62,000

      TOTAL INVESTMENTS IN SECURITIES (cost:  $1,783,487) (b)      $2,047,641

See accompanying notes to investments in securities on page 32.

<PAGE>


VOYAGEUR GROWTH STOCK FUND
INVESTMENTS IN SECURITIES                                         APRIL 30, 1995

                                                                    MARKET
       ISSUER                       NUMBER OF SHARES                VALUE(A)

(Percentages of each investment category relate to total net assets)

COMMON STOCKS (94.1%):
BASIC INDUSTRIES (6.8%):

     Bemis                               29,000                     $  804,750
     Sigma-Aldrich                       18,000                        796,500
                                                                     1,601,250

BUILDING - CREDIT CYCLICALS (3.3%):

     Gannett                             15,000                        789,375

CAPITAL GOODS - INDUSTRIAL (9.9%):

     General Electric                    15,000                        840,000
     Grainger (W.W.)                     12,000                        726,000
     Pitney - Bowes                      21,000                        779,625
                                                                     2,345,625

CAPITAL GOODS - TECHNOLOGY (12.3%):

     Automatic Data Processing           12,000                        771,000
     Circuit City                        30,000                        776,250
     Hewlett-Packard                     12,000                        793,500
     Motorola                            10,000                        568,750
                                                                     2,909,500

CONSUMER DEFENSIVE STAPLES (15.6%):

     Anheuser Busch                      13,000                        755,625
     H. J. Heinz                         20,000                        840,000
     Kellog                               7,000                        444,500
     Philip Morris                       12,000                        813,000
     Sara Lee                            30,000                        836,250
                                                                     3,689,375

CONSUMER DURABLES (7.9%):

     Bandag                              12,000                     $  712,500
     Genuine Parts                       20,000                        775,000
     Rubbermaid                          13,000                        383,500
                                                                     1,871,000

CONSUMER NON-DURABLES (1.3%):

     Dillard Department Stores           12,000                        310,500

CONSUMER GROWTH STAPLES (23.7%):

     Abbott Laboratories                 22,000                        866,250
     American Home Products              11,000                        848,375
     McDonalds                           22,000                        770,000
     Merck                               18,000                        771,750
     Pepsico                             20,000                        832,500
     Schering-Plough                     10,000                        753,750
     Walgreen                            16,000                        752,000
                                                                     5,594,625

ENERGY (7.0%):

     Royal Dutch Petroleum                7,000                        868,000
     Shell Transport & Trading           11,000                        783,750
                                                                     1,651,750

FINANCIAL SERVICES (6.3%):

     Suntrust Banks                      14,000                        759,500
     Torchmark                           19,000                        741,000
                                                                     1,500,500


      TOTAL INVESTMENTS IN COMMON STOCK (cost:  $19,264,558)        22,263,500


                                                                     MARKET
           ISSUER                    PRINCIPAL AMOUNT               VALUE(A)

SHORT-TERM SECURITIES (3.3%)

     U.S. Treasury Bill, 5.775% due
       10/05/95  (cost:  $779,852)       $800,000                  $   779,852


        TOTAL INVESTMENTS IN SECURITIES (cost:  $20,044,410) (b)   $23,043,352

See accompanying notes to investments in securities on page 32.



VOYAGEUR INTERNATIONAL EQUITY FUND
INVESTMENTS IN SECURITIES                                         APRIL 30, 1995

                                                                       MARKET
           ISSUER                                 NUMBER OF SHARES     VALUE(A)

(Percentages of each investment category relate to total net assets)

COMMON STOCKS (83.1%):
ARGENTINA (1.3%):

     YPF Sociedad Anonima ADR (energy)                  1,300         $   26,325

AUSTRALIA (1.6%):

     CSR (building materials)                          10,000             32,022

BELGIUM (2.3%):

     Electrabel Com NPV (utilities)                       215             46,321

DENMARK (2.0%):

     Tele Danmark A/S Ser B (telecommunications)          760             39,765

FRANCE (5.7%):

     Alcatel Alsthom CIE (telecommunications)             420             39,023
     Cap Gemini Sogeti (computer services)                935(c)          34,292
     Legris Industries S.A. (machinery)                   570(c)          43,204
                                                                         116,519

GERMANY (2.9%):

     Munich Re Registered (insurance)                      21             42,161
     RWE Aktien Gesellschaft (utilities)                   50             16,893
                                                                          59,054

GREAT BRITAIN (15.8%):

     Boots Company (retail)                             5,000             41,037
     BOC Group PLC (chemicals)                          3,000             36,475
     BTR PLC (diversified industrial)                   8,000             42,357
     Cable and Wireless PLC (telecommunications)        5,000             32,307
     General Electric Company (electronics)             6,500             31,904
     Grand Metropolitan PLC (wines and spirits)         4,000             25,717
     Guinness PLC  (wine and spirits)                   4,000             30,223
     Rank Organization PLC (leisure)                    4,800             32,752
     Smiths Industries (aerospace/defense)              4,000             31,220
     Williams Holdings PLC (diversified industrials)    3,000             16,077
                                                                         320,069

HONG KONG (6.6%):

     Hutchison Whampoa (conglomerate)                  10,000             43,418
     Sun Hung Kai Properties (property)                 7,000             44,684
     Swire Pacific "A" (conglomerate)                   7,000             46,810
                                                                         134,912

IRELAND (1.8%):

     Ireland Allied Irish Bank (banking)                7,900             36,742

ITALY (1.2%):

     Telecom Italia (telecommunications)                8,900             23,690

JAPAN (17.2%):

     Canon Incorporated (precision)                     2,000             33,088
     Hoya Corporation (precision)                       1,000             28,804
     Itochu Corporation 
       (wholesale and international trade)              5,000             33,922
     Mitsubishi Trust and Banking (banking)             3,000             51,775
     Nippon Telephone and Telegraph 
       (telecommunications)                                 4             35,374
     NKK Corporation (steel)                           15,000(c)          41,956
     Nomura Securities Company Limited
       (securities houses)                              2,000             40,468
     Omron Corporation (electronics)                    2,000             39,278
     Sanwa Bank (banking)                               2,000             43,324
                                                                         347,989

MEXICO (1.7%):

     Grupo Mexicano De Desarrollo Spons ADR "L" 
       (construction)                                   1,500(c)           7,687
     ICA Empresas ADR (construction)                    1,800             15,300
     Telefonos De Mexico ADR (utilities)                  350             10,587
                                                                          33,574

NETHERLANDS (7.7%):

     Elsevier (media)                                   5,000        $    54,865
     Gamma Holding N.V. (textiles)                        370             20,061
     Hunter Douglas N.V. (building materials)             925             39,704
     Unilever N.V. (food manufacturers)                   315             42,231
                                                                         156,861

NEW ZEALAND (1.2%):

     Telecom Corporation of New Zealand 
       (telecommunications)                             6,000             25,243

NORWAY (1.9%):

     Hafslund Nycomed As "B" (healthcare)               1,790             38,983

SINGAPORE (2.8%):

     Keppel Corporation (conglomerate)                  3,000             24,328
     Singapore Land (property)                          5,000             32,294
                                                                          56,622

SPAIN (4.2%):

     Banco Credito (banking)                              222(c)           1,567
     Banco Santander (banking)                            666             24,320
     Fomento De Construc Y Contra - FCC (construction)    258             23,684
     Portland Valderrivas (building materials)            350             25,590
     Vallehermoso SA (real estate)                        640             11,022
                                                                          86,183

SWEDEN (2.1%):

     AGA AB Series B (chemicals)                        3,580             41,631

SWITZERLAND (3.1%)

     Landis and GYR (engineering)                          46             26,787
     Roche Holding AG (pharmaceutical)                      3             18,087
     Winterthur Reg (insurance)                            33             18,696
                                                                          63,570

        TOTAL INVESTMENTS IN SECURITIES (cost:  $1,685,485)(b)        $1,686,075

See accompanying notes to investments in securities on page 32.



VOYAGEUR AGGRESSIVE GROWTH FUND
VOYAGEUR GROWTH STOCK FUND
VOYAGEUR INTERNATIONAL EQUITY FUND
NOTES TO INVESTMENTS IN SECURITIES


(a) Securities are valued by procedures described in note 1 to the financial
    statements.

(b) Also represents the cost of securities for federal income tax purposes. The
    aggregate gross unrealized appreciation and depreciation on investments
    based on these costs were:


                                          Gross         Gross           Net
                                        Unrealized    Unrealized     Unrealized
                                       Appreciation  Depreciation   Appreciation
    Aggressive Growth Fund             $  375,082    $  (110,928)    $  264,154
    Growth Stock Fund                   3,388,942       (390,000)     2,998,942
    International Equity Fund              91,763        (91,173)           590

(c) Presently non-income producing security.


THE VOYAGEUR FUNDS
FEDERAL INCOME TAX INFORMATION

Information for federal income tax purposes is presented as an aid to
shareholders in reporting the dividend distributions for the period ended April
30, 1995. Each shareholder should consult a tax adviser about reporting this
income for state and local purposes. In January 1995, the Growth Stock Fund
separately provided each shareholder with tax information for calendar year
1994.

<TABLE>
<CAPTION>

                                                                    YEAR
                                                                    ENDED                      PAYABLE
VOYAGEUR GROWTH STOCK FUND                                      APRIL 30, 1995                  DATE

<S>                                                                 <C>                            <C> <C> 
Net investment income distributions..............                   $.1301                December 30, 1994

Short-term capital gain distributions............                    .0453                December 30, 1994

Long-term capital gain distributions.............                    .3409                December 30, 1994

   Total distribution............................                   $.5163

</TABLE>

The short-term capital gain distributions above are taxable as ordinary income
to shareholders for federal and state income tax purposes.

For federal income tax purposes, 100% of the above ordinary income distribution
to corporate shareholders is eligible for the corporate dividend received
deduction.

For the current reporting period, no distributions were made for Voyageur
Aggressive Growth Fund and Voyageur International Equity Fund.



                     INVESTMENT ADVISER, TRANSFER AGENT, 
                        DIVIDEND DISBURSING AGENT AND 
                          ACCOUNTING SERVICES AGENT 
                         Voyageur Fund Managers, Inc. 
                     90 South Seventh Street, Suite 4400 
                         Minneapolis, Minnesota 55402 

                                 UNDERWRITER 
                       Voyageur Fund Distributors, Inc. 
                     90 South Seventh Street, Suite 4400 
                         Minneapolis, Minnesota 55402 

                                  CUSTODIAN 
                         Norwest Bank Minnesota, N.A. 
                       Sixth Street & Marquette Avenue 
                         Minneapolis, Minnesota 55479 

                               GENERAL COUNSEL 
                          Dorsey & Whitney P.L.L.P. 
                         Minneapolis, Minnesota 55402 

                                   AUDITORS 
                            KPMG Peat Marwick LLP 
                         Minneapolis, Minnesota 55402 

                                VOYAGEUR [LOGO]

                            AGGRESSIVE GROWTH FUND 
                              GROWTH STOCK FUND 
                          INTERNATIONAL EQUITY FUND 

                                 ANNUAL REPORT 

                             Dated April 30, 1995 
  
                      INVESTMENT ADVISER, TRANSFER AGENT,
                        DIVIDEND DISBURSING AGENT AND 
                          ACCOUNTING SERVICES AGENT 
                         Voyageur Fund Managers, Inc. 
                     90 South Seventh Street, Suite 4400 
                         Minneapolis, Minnesota 55402 

                                 UNDERWRITER 
                       Voyageur Fund Distributors, Inc. 
                     90 South Seventh Street, Suite 4400 
                         Minneapolis, Minnesota 55402 

                                  CUSTODIAN 
                         Norwest Bank Minnesota, N.A. 
                       Sixth Street & Marquette Avenue 
                         Minneapolis, Minnesota 55479 

                               GENERAL COUNSEL 
                          Dorsey & Whitney P.L.L.P. 
                         Minneapolis, Minnesota 55402 

                                   AUDITORS 
                            KPMG Peat Marwick LLP 
                         Minneapolis, Minnesota 55402 

                                  BULK RATE 
                                 U.S. Postage 
                                     PAID 
                               Minneapolis, MN. 
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                                VOYAGEUR [LOGO]
                      90 SOUTH SEVENTH STREET, SUITE 4400
                       MINNEAPOLIS, MINNESOTA 55402.4115


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