<PAGE>
DELAWARE(SM)
INVESTMENTS
-------------
Delaware Select Growth Fund
Growth of Capital
2000 ANNUAL REPORT
(Growth of Capital Artwork)
<PAGE>
A TRADITION OF SOUND INVESTING SINCE 1929
-----------------------------------------
TABLE OF CONTENTS
-----------------
Letter to Shareholders 1
Portfolio Management
Review 3
Performance Summary 6
Financial Statements
Statement of Net Assets 7
Statement of Operations 9
Statements of Changes in
Net Assets 10
Financial Highlights 11
Notes to Financial
Statements 15
Report of Independent
Auditors 17
<PAGE>
A Commitment To Our Investors
Experienced
[] Our seasoned investment professionals average more than 15 years'
experience.
[] We opened our first mutual fund in 1938. For over 70 years, we have managed
money in a variety of investment styles that have weathered a full range of
economic and market environments.
Disciplined
[] We follow strict investment policies and clear buy/sell guidelines.
[] We strive to balance risk and reward in order to provide sound investment
alternatives within any given asset class.
Consistent
[] We believe consistent processes are the best way to seek consistent
investment performance.
[] Our commitment to style consistency has earned us the confidence of
discriminating institutional and individual investors to manage over $46
billion in assets as of March 31, 2000.
Comprehensive
[] We offer more than 70 mutual funds in these asset classes.
o Large-cap equity o High-yield bonds
o Mid-cap equity o Investment grade bonds
o Small-cap equity o Municipal bonds (23 single-state funds)
o International equity o International fixed-income
o Balanced
[] Our funds are available through financial advisers who can offer you
individualized attention and valuable investment advice.
Funds are not FDIC insured and are not guaranteed. It is possible to lose the
principal amount invested.
(C)Delaware Distributors, L.P.
<PAGE>
Dear Shareholder
June 12, 2000
Recap of Events -- At the outset of Delaware Select Growth Fund's fiscal year,
on May 1, 1999, conditions in the equity market seemed nearly ideal. The Dow
Jones Industrial Average passed the 11,000 milestone for the first time and the
Standard and Poor's 500 Index was near its all-time high. Although these
well-known stock market indexes were rising substantially, most of the gains
were limited to a handful of relatively expensive stocks from very large,
fast-growing companies.
"DELAWARE SELECT
GROWTH FUND DELIVERED
AN EXCEPTIONAL RETURN
OF +47.93% FOR THE 12
MONTHS ENDED APRIL 30, 2000."
For a brief period in April and May of 1999, investors began to widen their
focus as foreign economies began to recover from more than two years of economic
recession. As the world's economies became stronger, investors anticipated
faster earnings growth from smaller, overlooked companies. The prevailing narrow
market leadership of large, growth stocks broadened to include less expensive
companies of all sizes (Source: Bloomberg).
Heading into last summer, however, rising labor costs and increased foreign
demand for U.S. products began to stir inflation concerns. As expected, the
Federal Reserve Board attempted to cool down the U.S. economy by raising
interest rates a total of five times during the Fund's fiscal year and once more
this past May.
Although higher interest rates seemed to have little impact on U.S. economic
growth, they appeared to send investors back to the most reliable sources of
earnings growth -- large, rapidly expanding companies. As interest rates
continued to rise throughout the fiscal period, investors alternated between
higher priced stocks of large growing companies and less expensive small and
mid-size company stocks, causing the stock market to become increasingly
volatile.
One constant throughout most of the past 12 months was the remarkable
performance of technology stocks from companies of all sizes. Tech stocks soared
as investors anticipated explosive growth, particularly from Internet-related
companies.
Total Return
For Period Ended April 30, 2000 One Year
---------------------------------------------------------------------
Delaware Select Growth Fund Class A +47.93%
---------------------------------------------------------------------
Lipper Multi-Cap Growth Funds Average (411 funds) +47.75%
Standard & Poor's 500 Index +10.12%
---------------------------------------------------------------------
All performance shown above is at net asset value without the effect of sales
charges and assumes reinvestment of dividends and capital gains. Performance for
all Fund classes can be found on page 6. The Lipper Multi-Cap Growth Funds
Average represents the average returns of multi-cap growth mutual funds tracked
by Lipper Analytical (Source: Lipper Analytical Services, Inc.). The Standard &
Poor's 500 Index is an unmanaged composite of mostly large-capitalization U.S.
companies. You cannot invest directly in an index. Past performance does not
guarantee future results.
1
<PAGE>
During the first calendar quarter of 2000, higher energy prices and a tight
labor market pushed consumer and producer prices slightly higher. Anticipating
higher interest rates and slower economic growth, investors suddenly lost their
appetite for highly valued technology stocks. In April, technology stocks were
clearly trending downward as the Nasdaq fell 25% from its record high.
Delaware Select Growth Fund delivered an exceptional return of +47.93% for the
12 months ended April 30, 2000 (Class A shares at net asset value with
distributions reinvested). We substantially outperformed our benchmark, the S&P
500 Index, primarily due to our higher allocation to technology stocks. We also
modestly outperformed the average return of our peers in the Lipper Multi-Cap
Growth Funds Average.
"ALONG WITH THE STRONG
PERFORMANCE OF OUR
TECHNOLOGY HOLDINGS,
WE ALSO BENEFITED FROM
IMPROVING PERFORMANCE
OF SMALL AND MID-SIZE
COMPANY STOCKS
RELATIVE TO LARGE
COMPANY STOCKS."
Please keep in mind that Delaware Select Growth Fund's 12-month returns are
highly unusual and cannot be sustained. These returns were primarily achieved
during favorable market conditions, especially within the technology sector.
Along with the strong performance of our technology holdings, we also benefited
from improving performance of small and mid-size company stocks relative to
large company stocks.
Market Outlook -- Our outlook for the U.S. stock market remains positive, as
growth stocks generally continue to generate strong earnings. Nevertheless, we
expect increased market volatility as the Federal Reserve attempts to slow U.S.
economic growth with higher interest rates. Anticipating slower economic
expansion, investors seem uncertain whether to back the fortunes of high-flying
"new economy" stocks in the Nasdaq Composite or the more familiar "old economy"
stocks of the Dow Jones Industrial Average.
Although no one is certain which sector will prevail in the short term, we
expect multi-cap growth stocks, like those in Delaware Select Growth Fund, to
continue providing investors with attractive long-term investment opportunities.
We thank you for your investment with Delaware and encourage you to read the
following Portfolio Management Review, which provides more details on your
Fund's performance and an outlook for the coming months.
Sincerely,
/s/ Wayne A. Stork /s/ David K. Downes
Wayne A. Stork David K. Downes
Chairman, President and Chief Executive Officer,
Delaware Investments Family of Funds Delaware Investments Family of Funds
(Growth of
Capital Artwork)
2
<PAGE>
PORTFOLIO MANAGEMENT REVIEW
---------------------------
Gerald S. Frey
Senior Portfolio Manager
June 12, 2000
The Fund's Results
Delaware Select Growth Fund invests in companies of all sizes that have high and
consistent earnings or rapidly accelerating earnings growth rates. This includes
small or mid-size companies that have not yet reached their full growth
potential, and larger companies that continue to find new ways to expand their
product lines and distribution systems.
Small company stocks, which generally offer more room for future growth,
have historically cost more than large company stocks, as measured by their
price-to-earnings ratios. This was not the case, however, following the height
of the Asian economic recession in 1998, when investors favored the more
reliable earnings growth of large, established companies. Small and mid-size
company stocks made a strong comeback over the last 12 months as investors
became less concerned about foreign economies. This shift benefited many of the
stocks held in Delaware Select Growth Fund.
"WHEN SELECTING
TECHNOLOGY STOCKS,
WE GENERALLY AVOIDED
THE MORE EXPENSIVE
INTERNET RETAIL
COMPANIES AND FOCUSED
ON COMPANIES THAT
SUPPORT THE INTERNET'S
INFRASTRUCTURE."
Over the last 12 months, we found the most substantial opportunities for growth
in technology stocks, which was our largest and best performing sector. Our
allocation to technology was considerably higher than our benchmark, the S&P 500
Index. This helped Delaware Select Growth Fund outperform the Index by a wide
margin for the 12 months ended April 30, 2000.
Portfolio Highlights
Technology
When selecting technology stocks, we generally avoided the more expensive
Internet retail companies and focused on companies that support the Internet's
infrastructure or "plumbing." As businesses looked for new ways to speed up
Internet commerce, our shares of Network Appliances, a company that develops
network devices that provide faster data storage and access, rose substantially.
Our holdings of Veritas Software also benefited from rising demand for Internet
services.
Checkfree Holdings Corporation, the leading provider of systems that allow
people to pay their bills using their personal computer, was our most
disappointing technology holding. Despite the rise of e-commerce, consumers have
been reluctant to use electronic billing systems. During the technology slump
this past March and April, Checkfree shares fell substantially as investors sold
their more speculative holdings. Although we think electronic billing could
become more popular in the future, we sold our holdings of Checkfree before the
stock reached its low.
3
<PAGE>
Financial Services
Financial services companies generally delivered weak price performance
during the past twelve months, largely due to rising interest rates. For the
entire fiscal year, we maintained a low exposure to financials due to the
interest rate environment. Our low exposure in this area provided excess capital
for investment in the technology sector. One stock we did hold was S1
Corporation, a company that develops Internet banking software.
Although S1 Corporation holds a strong competitive position as the leading
provider of this type of service, its shares fell along with most other
Internet-related stocks over the past several months. Nevertheless, since most
banks will eventually want to provide Internet-based services, we believe S1
Corporation is a prime candidate for a rebound once the technology market
recovers.
Consumer Stocks
Over the past year, rising interest rates, higher labor costs and Internet
competition limited the earnings growth of many retail and consumer companies.
Despite this challenging environment, Delaware Select Growth Fund held some
retail stocks that provided attractive returns for the Fund.
For example, we increased our investment in Best Buy, a specialty retailer of
consumer electronics products including computers, televisions and stereos.
Best Buy shares rose after the company generated major revenue increases in over
20 product categories through improved profitability and faster turnover of
their inventory.
Kohl's, another retail company in the Delaware Select Growth Fund portfolio with
locations in the Midwest and mid-Atlantic regions of the U.S., continued to open
new department stores and increase their same-store sales. Kohl's has
effectively carved out a unique niche in the retail market by offering their
customers top-quality merchandise at reasonable prices.
Healthcare
Over the last several years, increased government regulation of managed
healthcare organizations generally reduced profits, resulting in disappointing
investment performance for that sector. This led us to keep our allocation to
healthcare stocks small relative to our benchmark, the S&P 500 Index.
Although we avoided investing in hospitals and managed healthcare organizations,
we found attractive opportunities in pharmaceutical companies and companies that
develop medical devices. Genentech, one of the world's largest biotechnology
companies, continued to produce positive results for Delaware Select Growth
Fund. Using human genetic information to develop and market new drugs, Genentech
has developed an extensive lineup of highly profitable new products.
(Growth of
Capital Artwork)
4
<PAGE>
Portfolio Highlights
April 30, 2000
--------------------------------------------------------------------
Beta* 1.17
--------------------------------------------------------------------
Median Market Capitalization $9.6 billion
--------------------------------------------------------------------
Average Price-To-Earnings Ratio** 38.8x
--------------------------------------------------------------------
Portfolio Turnover 183%
--------------------------------------------------------------------
*Beta is a measure of risk relative to the S&P 500 Index. A number less than
1.0 means less historical price volatility than the Index. A number higher
than 1.0 means more historical volatility.
**P/Es are based on analysts' forward earnings estimates as reported to First
Call.
Outlook
Over the last two months of your Fund's fiscal year, technology stocks began to
fall substantially. It's important to remember that in each of the last five
years, technology stocks have experienced brief dramatic downturns of 20% or
greater, and then resumed their steady upward climb (Source: Bloomberg). Of
course, past performance does not guarantee future results. In our opinion,
technology stocks will be hard-pressed to match the momentum generated
throughout 1999. Still, we expect to continue seeing strong returns in that
sector.
The American economy, now in its tenth year of economic expansion, continues to
grow rapidly with relatively tame inflation. The increased productivity of
American workers seems to be helping businesses absorb rising labor and
materials costs and limit price increases. Nevertheless, we are encouraged that
the Federal Reserve is making policy decisions in an attempt to prevent future
inflation problems.
After raising interest rates on May 16, 2000, the Fed suggested that another
hike could follow in June. In the coming months, higher interest rates may lead
to more bouts of market volatility, but may also result in more realistic market
valuations across a wider range of stocks. Regardless of the short-term outlook
for interest rates, we believe that earnings growth will continue at the
majority of companies in Delaware Select Growth Fund's portfolio.
Top Portfolio Holdings
April 30, 2000
<TABLE>
<CAPTION>
Company Industry Percentage of Net Assets
-----------------------------------------------------------------------------------------------
<S> <C>
1. America Online Computers & Technology 4.30%
2. Genentech Healthcare & Pharmaceuticals 3.38%
3. Kohl's Retail 3.08%
4. Best Buy Retail 3.06%
5. S1 Corporation Business Services 2.72%
6. JDS Uniphase Computers & Technology 2.59%
7. Veritas Software Computers & Technology 2.45%
8. First Data Business Services 2.28%
9. Applied Micro Circuits Electronics & Electrical Equipment 2.20%
10. Peregrine Systems Computers & Technology 2.20%
</TABLE>
5
<PAGE>
FUND BASICS
-----------
Fund Objective
The Fund seeks to provide long-term capital appreciation, which it attempts to
achieve by investing primarily in equity securities of companies we believe have
the potential for high earnings growth.
Total Fund Assets
$1.67 billion
Number of Holdings
69
Fund Start Date
May 16, 1994
Your Fund Manager
Gerald S. Frey, who leads the Delaware Investments growth team, received a
Bachelor's degree in Economics from Bloomsburg University and attended Wilkes
College and New York University. Prior to joining Delaware Investments in 1996,
he was a Senior Director with Morgan Grenfell Capital Management in New York,
where he managed technology-related stocks. Previously, he was a Vice President
at Chase Investors Management Corporation.
NASDAQ Symbols
Class A DVEAX
Class B DVEBX
Class C DVECX
--------------------------------------------------------------------------------
<PAGE>
DELAWARE SELECT GROWTH FUND PERFORMANCE
---------------------------------------
Growth of a $10,000 Investment
May 16, 1994 through April 30, 2000
Delaware Select Standard & Poor's
Period End Growth Fund 500 Index
---------- --------------- -----------------
May-94 $ 9,425 $10,000
Jul-94 $ 8,803 $10,075
Oct-94 $ 9,991 $10,462
Jan-95 $ 9,031 $10,496
Apr-95 $ 9,877 $11,557
Jul-95 $11,624 $12,706
Oct-95 $11,605 $13,228
Jan-96 $11,605 $14,554
Apr-96 $12,940 $15,049
Jul-96 $11,773 $14,811
Oct-96 $14,236 $16,415
Jan-97 $16,301 $18,387
Apr-97 $13,479 $18,831
Jul-97 $19,485 $22,533
Oct-97 $22,150 $21,687
Jan-98 $22,332 $23,335
Apr-98 $26,770 $26,564
Jul-98 $25,627 $26,879
Oct-98 $23,929 $26,455
Jan-99 $32,205 $30,924
Apr-99 $34,381 $32,364
Jul-99 $36,820 $32,313
Oct-99 $40,611 $33,249
Jan-00 $52,316 $34,118
Apr-00 $50,861 $35,641
Chart assumes $10,000 invested on May 16, 1994. Fund performance includes the
effect of a 5.75% front-end sales charge and reinvestment of all dividends and
capital gains. Performance for other Fund classes will vary due to different
charges and expenses. You cannot invest directly in an index. Past performance
does not guarantee future results.
Average Annual Total Returns
Through April 30, 2000 Lifetime Five Years One Year
--------------------------------------------------------------------------
Class A (Est. 5/16/94)
Excluding Sales Charge +32.53% +38.79% +47.93%
Including Sales Charge +31.22% +37.17% +39.44%
--------------------------------------------------------------------------
Class B (Est. 4/16/96)
Excluding Sales Charge +42.22% +46.82%
Including Sales Charge +42.05% +41.82%
--------------------------------------------------------------------------
Class C (Est. 5/20/94)
Excluding Sales Charge +31.59% +37.70% +46.86%
Including Sales Charge +31.59% +37.70% +45.86%
--------------------------------------------------------------------------
Returns reflect reinvestment of distributions and any applicable sales charges
as noted below. Return and share values will fluctuate so that shares, when
redeemed, may be worth more or less than their original cost. Class B and C
results excluding sales charges assume either that contingent deferred sales
charges did not apply or the investment was not redeemed. Past performance does
not guarantee future results.
Class A shares have a 5.75% maximum front-end sales charge and a 12b-1 fee.
Class B shares do not have a front-end sales charge, but are subject to a 1%
annual distribution and service fee. They are also subject to a contingent
deferred sales charge of up to 5% if redeemed before the end of the sixth year.
Class C shares have a 1% annual distribution and service fee. If redeemed within
12 months, a 1% contingent deferred sales charge applies.
An expense limitation was in effect for all classes of Delaware Select Growth
Fund during the period. Performance would have been lower if the expense
limitation was not in effect.
The average annual total returns for the lifetime, five-year and one-year
periods ended April 30, 2000 for Delaware Select Growth Fund's Institutional
Class were +32.70%, +39.01% and +48.29%, respectively. The Institutional Class
was originally made available without sales charges only to certain eligible
institutional accounts on August 29, 1997. Performance prior to that date is
based on Class A performance and was adjusted to eliminate the effect of the
sales charge, but not Class A's asset-based distribution charge.
NASDAQ Symbol Institutional Class: VAGGX
6
<PAGE>
Statement of Net Assets
DELAWARE SELECT GROWTH FUND
---------------------------
Number of Market
April 30, 2000 Shares Value
--------------------------------------------------------------------------------
Common Stock - 98.92%
Banking, Finance & Insurance - 6.28%
Fleet Boston Financial ............................. 565,200 $ 20,029,275
Merrill Lynch & Company ............................ 284,900 29,041,994
Schwab (Charles) ................................... 477,400 21,244,300
Zions .............................................. 830,900 34,482,350
------------
104,797,919
------------
Business Services - 5.00%
First Data ......................................... 782,900 38,117,444
*S1 Corporation ..................................... 835,250 45,364,516
------------
83,481,960
------------
Cable, Media & Publishing - 6.09%
*AT&T Liberty Media - Class A ....................... 519,200 25,927,550
*Clear Channel Communications ....................... 443,000 31,896,000
*Radio One .......................................... 527,800 30,612,400
*USA Networks ....................................... 576,400 13,257,200
------------
101,693,150
------------
Computers & Technology - 24.56%
*America Online ..................................... 1,200,500 71,804,906
*Cisco Systems ...................................... 403,000 27,939,234
*Citrix Systems ..................................... 522,300 31,892,944
*Digital Island ..................................... 264,300 9,217,463
*Extreme Networks ................................... 399,800 23,038,475
*Internap Network Services .......................... 337,900 13,009,150
*Intuit ............................................. 559,700 20,114,219
*JDS Uniphase ....................................... 417,300 43,294,875
*NetIQ .............................................. 425,800 15,648,150
*Peregrine Systems .................................. 1,526,100 36,721,781
*Quest Software ..................................... 14,100 531,394
*RealNetworks ....................................... 326,200 15,535,275
*Sun Microsystems ................................... 338,200 31,093,263
*VeriSign ........................................... 210,100 29,282,688
*Veritas Software ................................... 382,175 40,994,240
------------
410,118,057
------------
Consumer Products - 1.61%
*Gemstar International Group Limited ................ 582,200 26,926,750
------------
26,926,750
------------
Electronics & Electrical Equipment - 15.56%
*Agilent Technologies ............................... 289,300 25,639,213
*Altera ............................................. 195,100 19,948,975
*Applied Materials .................................. 327,300 33,323,231
*Applied Micro Circuits ............................. 285,400 36,780,925
*E-Tek Dynamics ..................................... 56,300 11,527,425
*Globespan .......................................... 343,000 32,585,000
*Micrel ............................................. 402,800 34,842,200
*Maxim Integrated Products .......................... 257,100 16,663,294
*PMC - Sierra ....................................... 136,100 26,114,188
*Xilinx ............................................. 306,600 22,458,450
------------
259,882,901
------------
<PAGE>
Number of Market
Shares Value
--------------------------------------------------------------------------------
Common Stock (continued)
Healthcare & Pharmaceuticals - 5.22%
*Genetech ........................................... 482,600 $ 56,464,200
*United Therapeutics ................................ 543,300 30,696,450
------------
87,160,650
------------
Leisure, Lodging & Entertainment - 2.98%
*Bally Total Fitness Holdings ....................... 686,200 15,353,725
*Brinker International .............................. 249,500 7,952,813
*Outback Steakhouse ................................. 809,900 26,524,225
------------
49,830,763
------------
Retail - 16.09%
*Bed Bath & Beyond .................................. 689,200 25,285,025
*Best Buy ........................................... 632,500 51,074,375
Home Depot ......................................... 408,100 22,879,106
Intimate Brands .................................... 378,600 14,576,100
*Kohl's ............................................. 1,070,000 51,360,000
Limited ............................................ 654,400 29,570,700
*P.F. Chang's China Bistro .......................... 413,200 14,462,000
*Staples ............................................ 60,200 1,147,563
*Starbucks .......................................... 941,500 28,465,664
Walgreen ........................................... 1,064,600 29,941,875
------------
268,762,408
------------
Telecommunication - 14.95%
*AT&T Wireless Group ................................ 152,100 4,838,681
*Amdocs ............................................. 429,800 29,092,088
*American Tower - Class A ........................... 673,600 31,322,400
Broadwing .......................................... 326,800 9,252,525
*Ditech Communications .............................. 397,300 34,068,475
*Network Appliance .................................. 424,000 31,349,500
*Nextel Communications .............................. 304,500 33,323,719
*Nextlink Communications - Class A .................. 148,700 12,537,269
*Pinnacle Holdings .................................. 586,000 32,925,875
*Sycamore Networks .................................. 206,300 16,194,550
*Qualcomm ........................................... 135,400 14,682,438
------------
249,587,520
------------
Transportation - 0.58%
Expeditors International ........................... 225,200 9,627,300
------------
9,627,300
------------
Total Common Stock
(cost $1,427,212,058) ............................ 1,651,869,378
-------------
7
<PAGE>
Statement of Net Assets (continued)
Principal
Amount/
Number of Market
Delaware Select Growth Fund Shares Value
--------------------------------------------------------------------------------
Federal Agency (Discount Notes) - 2.25%
Federal Home Loan Bank
5.83% 6/2/00 ..................................... 915,000 $ 910,144
Federal Home Loan Mortgage Corporation
5.97% 5/23/00 .................................... 2,095,000 2,087,357
6.03% 6/13/00 .................................... 14,370,000 14,266,759
Federal National Mortgage Association
5.845% 5/4/00 .................................... 1,535,000 1,534,240
6.20% 7/20/00 .................................... 18,985,000 18,723,429
--------------
Total Federal Agency
(cost $37,521,929) ............................... 37,521,929
--------------
Short-Term Investments - 0.53%
Wells Fargo Treasury Fund .......................... 8,816,854 8,816,854
--------------
Total Short-Term Investments
(cost $8,816,854) ................................ 8,816,854
--------------
Total Market Value of Securities -
101.70% (cost $1,473,550,841) .................... 1,698,208,161
Liabilities Net of Receivables and
Other Assets - (1.70%) ........................... (28,316,548)
--------------
Net Assets Applicable to 47,250,304
Shares Outstanding - 100.00% ..................... $1,669,891,613
==============
Net Asset Value - Delaware Select
Growth Fund A Class ($632,035,603 /
17,374,629 Shares) ............................... $36.38
------
Net Asset Value - Delaware Select
Growth Fund B Class ($674,810,180 /
19,421,940 Shares) ............................... $34.74
------
Net Asset Value - Delaware Select
Growth Fund C Class ($304,078,422 /
8,846,543 Shares) ................................ $34.37
------
Net Asset Value - Delaware Select
Growth Fund Institutional Class
($58,967,408 / 1,607,192 Shares) ................. $36.69
------
--------------------
* Non-income producing security for the year ended April 30, 2000.
--------------------------------------------------------------------------------
Components of Net Assets at April 30, 2000:
Shares of beneficial interest (unlimited
authorization - no par ) ........................ $1,461,200,310
Distributions in excess of net realized gain
on investments .................................. (15,966,017)
Net unrealized appreciation of investments ......... 224,657,320
--------------
Total net assets ................................... $1,669,891,613
==============
Net Asset Value and Offering Price Per Share -
Delaware Select Growth Fund
Net asset value A Class (A) ........................ $36.38
Sales charge (5.75% of offering price or
6.10% of amount invested per share) (B) ......... 2.22
------
Offering price ..................................... $38.60
======
-------------------
(A) Net asset value per share, as illustrated, is the estimated amount which
would be paid upon redemption or repurchase of shares.
(B) See the current prospectus for purchases of $50,000 or more.
See accompanying notes
8
<PAGE>
Statement of Operations
Year Ended April 30, 2000 Delaware Select Growth Fund
--------------------------------------------------------------------------------
Investment Income:
Interest ........................................... $ 3,262,862
Dividends .......................................... 674,846 $ 3,937,708
-----------
Expenses:
Management fees .................................... 6,395,217
Distribution expense ............................... 5,814,982
Dividend disbursing and transfer agent
fees and expenses................................. 2,128,924
Accounting and administration ...................... 364,808
Registration fees .................................. 141,700
Reports and statements to shareholders ............. 130,534
Custodian fees ..................................... 50,200
Professional fees .................................. 41,500
Taxes (other than taxes on income) ................. 23,886
Trustees' fees ..................................... 1,725
Other .............................................. 11,391
-----------
15,104,867
Less expenses paid indirectly ...................... (20,566)
-----------
Total operating expenses ........................... 15,084,301
Interest expense ................................... 1,454
-----------
Total expenses ..................................... 15,085,755
------------
Net Investment Loss ................................ (11,148,047)
------------
Net Realized and Unrealized Gain on Investments:
Net realized gain on investments ................... 17,905,589
Net change in unrealized appreciation/depreciation
of investments.................................... 180,863,933
------------
Net Realized and Unrealized Gain on Investments .... 198,769,522
------------
Net Increase in Net Assets Resulting from Operations $187,621,475
============
See accompanying notes
9
<PAGE>
Statements of Changes in Net Assets
<TABLE>
<CAPTION>
Delaware Select Growth Fund
-------------------------------------------------------------------------------------
Year Ended
4/30/00 4/30/99
<S> <C> <C>
Increase (Decrease) in Net Assets from Operations:
Net investment loss ........................... $ (11,148,047) $ (1,705,187)
Net realized gain on investments .............. 17,905,589 12,710,334
Net change in unrealized appreciation/
depreciation of investments ................. 180,863,933 37,910,776
--------------- ---------------
Net increase in net assets resulting
from operations ............................. 187,621,475 48,915,923
--------------- ---------------
Distributions to Shareholders:
From net realized gain on investments:
A Class ..................................... (7,142,107) (759,414)
B Class ..................................... (6,583,080) (495,438)
C Class ..................................... (2,258,612) (167,011)
Institutional Class ......................... (811,040) (52,267)
In excess of net realized gain on investments*:
A Class ..................................... (6,247,793) --
B Class ..................................... (6,680,100) --
C Class ..................................... (2,482,871) --
Institutional Class ......................... (555,253) --
--------------- ---------------
(32,760,856) (1,474,130)
--------------- ---------------
Capital Share Transactions:
Proceeds from shares sold:
A Class ..................................... 505,087,596 107,585,600
B Class ..................................... 538,948,183 76,339,435
C Class ..................................... 279,314,546 24,808,778
Institutional Class ......................... 57,943,242 20,041,360
Net asset value of shares issued upon
reinvestment of distributions:
A Class ..................................... 12,712,306 729,836
B Class ..................................... 12,647,121 469,818
C Class ..................................... 4,471,980 160,488
Institutional Class ......................... 1,366,295 52,267
--------------- ---------------
1,412,491,269 230,187,582
--------------- ---------------
Cost of shares repurchased:
A Class ..................................... (92,368,713) (28,350,998)
B Class ..................................... (42,086,811) (6,688,642)
C Class ..................................... (27,235,623) (3,619,801)
Institutional Class ......................... (24,905,150) (6,581,557)
--------------- ---------------
(186,596,297) (45,240,998)
--------------- ---------------
Increase in net assets derived from
capital share transactions .................. 1,225,894,972 184,946,584
--------------- ---------------
Net Increase in Net Assets .................... 1,380,755,591 232,388,377
Net Assets:
Beginning of year ............................. 289,136,022 56,747,645
--------------- ---------------
End of year ................................... $ 1,669,891,613 $ 289,136,022
=============== ===============
</TABLE>
----------------
* Distributions which exceed net realized gains for financial reporting purposes
but not for tax purposes are reported as distributions in excess of net
realized gains.
See accompanying notes
10
<PAGE>
Financial Highlights
<TABLE>
<CAPTION>
Selected data for each share of the Fund outstanding
throughout each period were as follows: Delaware Select Growth Fund A Class
----------------------------------------------------------------------------------------------------------------------------------
Year Ended
4/30/00 4/30/99 4/30/98(1) 4/30/97 4/30/96
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ...................... $25.910 $20.570 $11.770 $13.080 $10.400
Income (loss) from investment operations:
Net investment loss(2) .................................. (0.294) (0.203) (0.052) (0.180) (0.100)
Net realized and unrealized gain on investments ......... 12.393 5.910 11.127 0.960 3.270
---------------------------------------------------------
Total from investment operations ........................ 12.099 5.707 11.075 0.780 3.170
---------------------------------------------------------
Less distributions:
From net realized gain on investments ................... (1.049) (0.367) (2.275) (2.090) (0.400)
In excess of net realized gain on investments ........... (0.580) none none none none
Return of capital ....................................... none none none none (0.090)
---------------------------------------------------------
Total distributions ..................................... (1.629) (0.367) (2.275) (2.090) (0.490)
---------------------------------------------------------
Net asset value, end of period ............................ $36.380 $25.910 $20.570 $11.770 $13.080
=========================================================
Total return(3) ........................................... 47.93% 28.43% 98.60% 4.34% 31.02%
Ratios and supplemental data:
Net assets, end of period (000 omitted) ................. $632,036 $135,865 $31,926 $4,944 $4,334
Ratio of expenses to average net assets ................. 1.29% 1.67% 1.75% 1.84% 2.01%
Ratio of expenses to average net assets prior to
expense limitation and expenses paid indirectly ....... 1.29% 2.06% 2.29% 2.65% 2.74%
Ratio of net investment loss to average
net assets ............................................ (0.85%) (0.95%) (0.69%) (1.38%) (1.00%)
Ratio of net investment loss to average
net assets prior to expense limitation and
expenses paid indirectly .............................. (0.85%) (1.34%) (1.23%) (2.19%) (1.73%)
Portfolio turnover ...................................... 183% 313% 356% 180% 166%
</TABLE>
--------------
(1) Commencing May 1, 1997, Delaware Management Company replaced Voyageur Fund
Managers, Inc. as the Fund's investment manager.
(2) The average shares outstanding method has been applied for per share
information.
(3) 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 and does not reflect the impact of the sales charge.
See accompanying notes
11
<PAGE>
Financial Highlights (continued)
<TABLE>
<CAPTION>
Selected data for each share of the Fund outstanding
throughout each period were as follows: Delaware Select Growth Fund B Class
--------------------------------------------------------------------------------------------------------------------------
Period from
Year Ended 4/16/96(1)
4/30/00 4/30/99 4/30/98(2) 4/30/97 to 4/30/96
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ..................... $24.990 $20.000 $11.570 $13.060 $11.910
Income (loss) from investment operations:
Net investment loss(3) ................................. (0.544) (0.350) (0.061) (0.210) (0.010)
Net realized and unrealized gain on investments ........ 11.923 5.707 10.766 0.810 1.160
---------------------------------------------------------
Total from investment operations ....................... 11.379 5.357 10.705 0.600 1.150
---------------------------------------------------------
Less distributions:
From net realized gain on investments .................. (1.049) (0.367) (2.275) (2.090) none
In excess of net realized gain on investments .......... (0.580) none none none none
---------------------------------------------------------
Total distributions .................................... (1.629) (0.367) (2.275) (2.090) none
---------------------------------------------------------
Net asset value, end of period ........................... $34.740 $24.990 $20.000 $11.570 $13.060
=========================================================
Total return(4) .......................................... 46.82% 27.41% 97.12% 2.84% 9.66%
Ratios and supplemental data:
Net assets, end of period (000 omitted) ................ $674,810 $103,299 $16,539 $95 $0
Ratio of expenses to average net assets ................ 2.04% 2.42% 2.50% 2.57% 1.86%
Ratio of expenses to average net assets prior to
expense limitation and expenses paid indirectly ...... 2.04% 2.81% 3.04% 3.37% 1.86%
Ratio of net investment loss to average
net assets ........................................... (1.60%) (1.70%) (1.44%) (1.97%) (1.39%)
Ratio of net investment loss to average
net assets prior to expense limitation and
expenses paid indirectly ............................. (1.60%) (2.09%) (1.98%) (2.77%) (1.39%)
Portfolio turnover ..................................... 183% 313% 356% 180% 166%
</TABLE>
---------------
(1) Date of initial public offering; ratios have been annualized and total
return has not been annualized.
(2) Commencing May 1, 1997, Delaware Management Company replaced Voyageur Fund
Managers, Inc. as the Fund's investment manager.
(3) The average shares outstanding method has been applied for per share
information.
(4) 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 and does not reflect the impact of the sales charge.
See accompanying notes
12
<PAGE>
Financial Highlights (continued)
<TABLE>
<CAPTION>
Selected data for each share of the Fund outstanding
throughout each period were as follows: Delaware Select Growth Fund C Class
-----------------------------------------------------------------------------------------------------------------------------
Year Ended
4/30/00 4/30/99 4/30/98(1) 4/30/97 4/30/96
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period ...................... $24.740 $19.800 $11.470 $12.880 $10.330
Income (loss) from investment operations:
Net investment loss(2) .................................. (0.555) (0.345) (0.071) (0.230) (0.210)
Net realized and unrealized gain on investments ......... 11.814 5.652 10.676 0.910 3.250
---------------------------------------------------------
Total from investment operations ........................ 11.259 5.307 10.605 0.680 3.040
---------------------------------------------------------
Less distributions:
From net realized gain on investments ................... (1.049) (0.367) (2.275) (2.090) (0.400)
In excess of net realized gain on investments ........... (0.580) none none none none
Return of capital ....................................... none none none none (0.090)
---------------------------------------------------------
Total distributions ....................................... (1.629) (0.367) (2.275) (2.090) (0.490)
---------------------------------------------------------
Net asset value, end of period ............................ $34.370 $24.740 $19.800 $11.470 $12.880
=========================================================
Total return(3) ........................................... 46.86% 27.45% 96.99% 3.58% 29.96%
Ratios and supplemental data:
Net assets, end of period (000 omitted) ................. $304,078 $32,235 $5,892 $222 $150
Ratio of expenses to average net assets ................. 2.04% 2.42% 2.50% 2.62% 2.77%
Ratio of expenses to average net assets prior to
expense limitation and expenses paid indirectly ....... 2.04% 2.81% 3.04% 3.43% 3.50%
Ratio of net investment loss to average
net assets ............................................ (1.60%) (1.70%) (1.44%) (2.02%) (1.73%)
Ratio of net investment loss to average
net assets prior to expense limitation and
expenses paid indirectly .............................. (1.60%) (2.09%) (1.98%) (2.83%) (2.46%)
Portfolio turnover ...................................... 183% 313% 356% 180% 166%
</TABLE>
------------
(1) Commencing May 1, 1997, Delaware Management Company replaced Voyageur Fund
Managers, Inc. as the Fund's investment manager.
(2) The average shares outstanding method has been applied for per share
information.
(3) 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 and does not reflect the impact of the sales charge.
See accompanying notes
13
<PAGE>
Financial Highlights (continued)
<TABLE>
<CAPTION>
Selected data for each share of the Fund outstanding
throughout each period were as follows: Delaware Select Growth Fund Institutional Class
------------------------------------------------------------------------------------------------------
Period from
Year Ended 8/29/97(1)
4/30/00 4/30/99 4/30/98(2)
<S> <C> <C> <C>
Net asset value, beginning of period ...................... $26.060 $20.640 $17.150
Income (loss) from investment operations:
Net investment loss(3) .................................. (0.196) (0.155) (0.019)
Net realized and unrealized gain on investments ......... 12.455 5.942 5.539
--------------------------------
Total from investment operations ........................ 12.259 5.787 5.520
--------------------------------
Less distributions:
From net realized gain on investments ................... (1.049) (0.367) (2.030)
In excess of net realized gain on investments ........... (0.580) none none
--------------------------------
Total distributions ..................................... (1.629) (0.367) (2.030)
--------------------------------
Net asset value, end of period ............................ $36.690 $26.060 $20.640
================================
Total return(4) ........................................... 48.29% 28.73% 34.68%
Ratios and supplemental data:
Net assets, end of period (000 omitted) ................. $58,967 $17,737 $2,391
Ratio of expenses to average net assets ................. 1.04% 1.42% 1.50%
Ratio of expenses to average net assets prior to
expense limitation and expenses paid indirectly ....... 1.04% 1.81% 2.04%
Ratio of net investment loss to average
net assets ............................................ (0.60%) (0.70%) (0.44%)
Ratio of net investment loss to average
net assets prior to expense limitation and
expenses paid indirectly .............................. (0.60%) (1.09%) (0.98%)
Portfolio turnover ...................................... 183% 313% 356%
</TABLE>
----------
(1) Date of initial public offering; ratios have been annualized and total
return has not been annualized.
(2) Commencing May 1, 1997, Delaware Management Company replaced Voyageur Fund
Managers, Inc. as the Fund's investment manager.
(3) The average shares outstanding method has been applied for per share
information.
(4) 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.
See accompanying notes
14
<PAGE>
Notes to Financial Statements
April 30, 2000
--------------------------------------------------------------------------------
Voyageur Mutual Funds III (the "Company") is registered as a diversified
open-end investment company under the Investment Company Act of 1940, as
amended. The Company is organized as a Delaware Business Trust and offers three
series: Delaware Select Growth Fund (formerly Aggressive Growth Fund), Delaware
Growth Stock Fund and Delaware Tax-Efficient Equity Fund. These financial
statements and the related notes pertain to Delaware Select Growth Fund (the
"Fund"). The Fund offers four classes of shares. The A Class carries a maximum
front-end sales charge of 5.75%. The B Class carries a back-end deferred sales
charge. The C Class carries a level load deferred sales charge and the
Institutional Class has no sales charge.
The Delaware Select Growth Fund's objective is to seek long-term capital
appreciation by investing primarily in equity securities of companies which the
Fund manager believes have the potential for high earnings growth.
1. Significant Accounting Policies
The following accounting policies are in accordance with accounting principles
generally accepted in the United States and are consistently followed by the
Fund:
Security Valuation - All equity securities are valued at the last quoted sales
price as of the close of the New York Stock Exchange (NYSE) on the valuation
date. If on a particular day an equity security does not trade, then the mean
between the bid and asked prices will be used. Long-term debt securities are
valued by an independent pricing service. 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, which approximates market value.
Other securities and assets for which market quotations are not readily
available are valued at fair value as determined in good faith by or under the
direction of the Fund's Board of Trustees.
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 has been made in the
financial statements. Income and capital gain distributions are determined in
accordance with federal income tax regulations, which may differ from generally
accepted accounting principles.
Class Accounting - Investment income, common expenses and realized and
unrealized gain (loss) on investments are allocated to the various classes of
the Fund on the basis of daily net assets of each class. Distribution expenses
relating to a specific class are charged directly to that class.
Use of Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual results
could differ from those estimates.
<PAGE>
Other - Expenses common to all funds within the Delaware Investments Family of
Funds are allocated amongst the funds on the basis of average net assets.
Security transactions are recorded on the date the securities are purchased or
sold (trade date). Costs used in calculating realized gains and losses on the
sale of investment securities are those of the specific securities sold.
Dividend income is recorded on the ex-dividend date and interest income is
recorded on the accrual basis. Original issue discounts are accreted to interest
income over the lives of the respective securities. The Fund declares and pays
dividends from net investment income and capital gains, if any, semi-annually.
Certain expenses of the Fund are paid through commission arrangements with
brokers. These transactions are done subject to best execution. The amount of
these expenses was $20,566 for the year ended April 30, 2000. The expenses paid
under the above arrangements are included in their respective expense captions
on the Statement of Operations with the corresponding expense offset shown as
"Expenses paid indirectly".
2. Investment Management and Other Transactions with Affiliates
In accordance with the terms of the Investment Management Agreement, the Fund
pays Delaware Management Company ("DMC"), the Investment Manager of the Fund, an
annual fee which is calculated daily at the rate of 0.75% on the first $500
million of average daily net assets of the Fund, 0.70% on the next $500 million,
0.65% on the next $1,500 million and 0.60% on the average daily net assets in
excess $2,500 million. At April 30, 2000, the Fund had a liability for
Investment Management fees and other expenses payable to DMC of $880,229.
DMC has elected to waive the portion, if any, of the management fee and
reimburse the Fund to the extent that annual operating expenses exclusive of
taxes, interest, brokerage commissions, distribution fees and extraordinary
expenses exceed 1.50% of the average daily net assets of the Fund through June
30, 2000.
The Fund has engaged Delaware Service Company, Inc. ("DSC"), an affiliate of
DMC, to provide dividend disbursing, transfer agent, accounting and
administration services. The Fund pays DSC a monthly fee based on the number of
shareholder accounts, shareholder transactions and average net assets, subject
to certain minimums. At April 30, 2000, the Fund had a liability for such fees
and other expenses payable to DSC of $375,894.
Pursuant to the Distribution Agreement, the Fund pays Delaware Distributors,
L.P. ("DDLP"), the Distributor and an affiliate of DMC, an annual fee not to
exceed 0.25% of the average daily net assets of the A Class and 1.00% of the
average daily net assets of the B and C Classes. At April 30, 2000, the Fund had
a liability for distribution fees and other expenses payable to DDLP of $48,648.
For the year ended April 30, 2000, DDLP earned $944,628 for commissions on sales
of the Fund A Class shares.
15
<PAGE>
Notes to Financial Statements (continued)
--------------------------------------------------------------------------------
2. Investment Management and Other Transactions with Affiliates
(continued)
Certain officers of DMC, DSC and DDLP are officers, trustees and/or employees of
the Fund. These officers, trustees and employees are paid no compensation by the
Fund.
3. Investments
During the year ended April 30, 2000, the Fund made purchases of $2,719,852,953
and sales of $1,526,359,524 of investment securities other than U.S. government
securities and temporary cash investments.
At April 30, 2000, net unrealized appreciation for federal income tax purposes
aggregated $208,689,073 of which $335,186,201 related to unrealized appreciation
of securities and $126,497,128 related to unrealized depreciation of securities.
At April 30, 2000, the aggregate cost of securities for federal income tax
purposes was $1,489,519,088.
4. Capital Shares
Transactions in capital shares were as follows:
Year Ended
4/30/00 4/30/99
Shares sold:
A Class ......................................... 14,432,966 5,016,591
B Class ......................................... 16,099,565 3,616,171
C Class ......................................... 8,168,692 1,179,159
Institutional Class ............................. 1,614,899 875,879
Shares issued upon reinvestment of distributions:
A Class ......................................... 398,816 38,251
B Class ......................................... 406,136 25,354
C Class ......................................... 143,965 8,751
Institutional Class ............................. 43,709 2,729
---------- ----------
41,308,748 10,762,885
---------- ----------
Shares repurchased:
A Class ......................................... (2,700,023) (1,364,098)
B Class ......................................... (1,217,125) (334,921)
C Class ......................................... (769,271) (182,318)
Institutional Class ............................. (731,988) (313,880)
---------- ----------
(5,418,407) (2,195,217)
---------- ----------
Net increase 35,890,341 8,567,668
========== ==========
<PAGE>
5. Line of Credit
Effective October 8, 1999, the Fund, along with certain other funds in the
Delaware Investments Family of Funds (the "Participants"), participates in a
$683,500,000 revolving line of credit facility to be used for temporary or
emergency purposes as an additional source of liquidity to fund redemptions of
investor shares. The Participants are charged an annual commitment fee, which is
allocated across the Participants on the basis of each Fund's allocation of the
entire facility. The Participants may borrow up to a maximum of one third of
their net assets under the agreement. Prior to October 8, 1999, the Delaware
Select Growth Fund had a committed line of credit of $22,300,000. The Fund had
no amounts outstanding at April 30, 2000 or at any time during the fiscal year.
6. Tax Information (unaudited)
The information set forth below is for the Fund's fiscal year as required by
federal laws. Shareholders, however, must report distributions on a calendar
year basis for income tax purposes, which may include distributions for portions
of two fiscal years of the Fund. Accordingly, the information needed by
shareholders for income tax purposes is sent to them in January of each year.
Please consult your tax advisor for proper treatment of this information.
For the fiscal year ended April 30, 2000, the Fund designates as long term
capital gains and ordinary income distributions paid during the year as follows:
(A) (B)
Long-Term Ordinary (C)
Capital Gains Income Total (D)
Distributions Distributions Distributions Qualifying
(Tax Basis) (Tax Basis) (Tax Basis) Dividends(1)
------------- ------------- ------------- ------------
13% 87% 100% --
(A) and (B) are based on a percentage of the Fund's total distributions.
(D) is based on a percentage of ordinary income of the Fund.
--------------
(1) Qualifying dividends represent dividends which qualify for the corporate
dividends received deduction.
16
<PAGE>
Report of Independent Auditors
--------------------------------------------------------------------------------
To the Shareholders and Board of Trustees
Voyageur Mutual Funds III -- Delaware Select Growth Fund
We have audited the accompanying statement of net assets of Delaware Select
Growth Fund (the "Fund") as of April 30, 2000, and the related statement of
operations for the year then ended, the statements of changes in net assets for
each of the two years in the period then ended, and the financial highlights for
each of the three years in the period then ended. These financial statements and
financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits. The financial highlights for the
periods presented through April 30, 1997 were audited by other auditors whose
report dated June 13, 1997 expressed an unqualified opinion on those financial
highlights.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements and financial highlights. Our procedures included
confirmation of securities owned as of April 30, 2000, by correspondence with
the custodian and brokers. 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 and financial highlights referred to
above present fairly, in all material respects, the financial position of
Delaware Select Growth Fund at April 30, 2000, the results of its operations for
the year then ended, the changes in its net assets for each of the two years in
the period then ended, and its financial highlights for each of the three years
in the period then ended, in conformity with accounting principles generally
accepted in the United States.
/s/ Ernst & Young LLP
Philadelphia, Pennsylvania
June 5, 2000
17
<PAGE>
DELAWARE(SM) For Shareholders
INVESTMENTS 1.800.523.1918
---------------------
Philadelphia o London For Securities Dealers
1.800.362.7500
For Financial Institutions
Representatives Only
1.800.659.2265
www.delawareinvestments.com
This annual report is for the information of Delaware Select Growth Fund
shareholders, but it may be used with prospective investors when preceded or
accompanied by a current prospectus for Delaware Select Growth Fund and the
Delaware Investments Performance Update for the most recently completed calendar
quarter. The prospectus sets forth details about charges, expenses, investment
objectives and operating policies of the Fund. You should read the prospectus
carefully before you invest. 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.
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
BOARD OF TRUSTEES Charles E. Peck Investment Manager
Retired Delaware Management Company
Wayne A. Stork Fredericksburg, VA Philadelphia, PA
Chairman
Delaware Investments Family of Funds Janet L. Yeomans International Affiliate
Philadelphia, PA Vice President and Treasurer Delaware International Advisers Ltd.
3M Corporation London, England
Walter P. Babich St. Paul, MN
Board Chairman National Distributor
Citadel Constructors, Inc. AFFILIATED OFFICERS Delaware Distributors, L.P.
King of Prussia, PA Philadelphia, PA
Charles E. Haldeman, Jr.
David K. Downes President and Chief Executive Officer Shareholder Servicing, Dividend
President and Chief Executive Officer Delaware Management Holdings, Inc. Disbursing and Transfer Agent
Delaware Investments Family of Funds Philadelphia, PA Delaware Service Company, Inc.
Philadelphia, PA Philadelphia, PA
Richard J. Flannery
John H. Durham Executive Vice President 1818 Market Street
Private Investor and General Counsel Philadelphia, PA 19103-3682
Horsham, PA Delaware Investments Family of Funds
Philadelphia, PA
Anthony D. Knerr
Consultant, Anthony Knerr & Associates Bruce D. Barton
New York, NY President and Chief Executive Officer
Delaware Distributors, L.P.
Ann R. Leven Philadelphia, PA
Former Treasurer, National Gallery of Art
Washington, DC
Thomas F. Madison
President and Chief Executive Officer
MLM Partners, Inc.
Minneapolis, MN
</TABLE>
(3213) Printed in the USA
AR-316 [4/00] PPL 6/00 (J5936)
