SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
File No. 33-11419
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
Pre-Effective Amendment No.
Post-Effective Amendment No. 14 X
AND
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
Amendment No. 14 X
DELAWARE GROUP VALUE FUND, INC.
Exact Name of Registrant as Specified in Charter)
1818 Market Street, Philadelphia, Pennsylvania 19103
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (215) 751-2923
George M. Chamberlain, Jr., 1818 Market Street, Philadelphia, PA 19103
(Name and Address of Agent for Service)
Approximate Date of Public Offering: November 29, 1995
It is proposed that this filing will become effective:
immediately upon filing pursuant to paragraph (b)
X on November 29, 1995 pursuant to paragraph (b)
60 days after filing pursuant to paragraph (a)(1)
on (date) pursuant to paragraph (a)(1)
75 days after filing pursuant to paragraph (a)(2)
on (date) pursuant to paragraph (a)(2) of Rule 485
If appropriate, check the following box:
X This post-effective amendment designates a new effective
date for a previously filed post-effective amendment.
Registrant has registered an indefinite amount of securities under
the Securities Act of 1933 pursuant to Section 24(f) of the Investment
Company Act of 1940. Registrant's 24f-2 Notice for its most recent
fiscal year was filed on January 26, 1995.<PAGE>
Form N-1A
File No. 33-11419
Delaware Group Value Fund, Inc.
--- C O N T E N T S ---
This Post-Effective Amendment No. 14 to Registration File
No. 33-11419 includes the following:
1. Facing Page
2. Contents Page
3. Cross-Reference Sheet - Incorporated by reference to Post-
Effective Amendment No. 13 filed electronically on September 14,
1995.
4. Part A - Prospectuses and Supplements
(a) The Prospectus for Class A, Class B and Class C Shares is
incorporated by reference to the electronic filing of Post-
Effective Amendment No. 13 made pursuant to Rule 485(a) under
the Securities Act of 1933 (the "1933 Act") on September 14,
1995.
(b) The Prospectus for the Value Fund Institutional Class
Prospectus, dated January 30, 1995 is incorporated into this
filing by reference to the electronic filing of that Prospectus
made pursuant to Rule 497(e) under the 1933 Act on April 24,
1995.
(c) A Supplement to the Value Fund Institutional Class
Prospectus is incorporated into this filing by reference to the
Supplement contained in the electronic filing of Post-Effective
Amendment No. 13 made pursuant to Rule 485(a) under the 1933 Act
on September 14, 1995.
(d) A Supplement dated October 15, 1995 and electronically
filed on October 19, 1995 pursuant to Rule 497(e) of the 1933
Act is not incorporated by reference into this filing.
(e) A Supplement dated November 1, 1995 and electronicallly
filed on November 2, 1995 pursuant to Rule 497(e) under the 1933
Act is not incorporated by reference into this filing.
5. Part B - Statement of Additional Information - Incorporated by
reference to the electronic filing of Post-Effective Amendment
No. 13 filed on September 14, 1995.
6. Part C - Other Information - All items except Items 24(b)(18)
and 32(d) are incorporated by reference to the electronic filing
of Post-Effective Amendment No. 13 on September 14, 1995. Items
24(b)(18) and 32(d) are included herein.
7. Signatures
PART C. OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(b)(18) Form of Multiple Class Plan Pursuant to Rule 18f-3
Attached hereto as Exhibit 18
Item 32. Undertakings
(d) The Registrant hereby undertakes to promptly call a meeting
of shareholders for the purpose of voting upon the question of
removal of any director when requested in writing to do so by
the record holders of not less than 10% of the outstanding
shares.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, this Registrant certifies that it meets all
of the requirements for effectiveness of this Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in this City of Philadelphia, Commonwealth of
Pennsylvania on this 9th day of November, 1995.
DELAWARE GROUP VALUE FUND, INC.
By /s/Wayne A. Stork
Wayne A. Stork
President, Chairman of the Board,
Chief Executive Officer and Director
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated:
Signature Title Date
/s/Wayne A. Stork President, Chairman of November 9, 1995
Wayne A. Stork the Board, Chief Executive
Officer and Director
/s/David K. Downes Senior Vice President/Chief November 9, 1995
David K. Downes Administrative Officer/Chief
Financial Officer
(Principal Financial Officer
and Principal Accounting Officer)
/s/Walter P. Babich* Director November 9, 1995
Walter P. Babich
/s/Charles E. Peck* Director November 9, 1995
Charles E. Peck
/s/Ann R. Leven* Director November 9, 1995
Ann R. Leven
/s/W. Thacher Longstreth* Director November 9, 1995
W. Thacher Longstreth
/s/Anthony D. Knerr* Director November 9, 1995
Anthony D. Knerr
*By:
Wayne A. Stork
Attorney-in-Fact
INDEX TO EXHIBITS
Exhibit 18 - Multiple Class Plan Pursuant to Rule 18f-3
Form N-1A Exhibit 18
Draft 11/8/95
SUBJECT TO BOARD APPROVAL
The Delaware Group of Funds
Multiple Class Plan Pursuant to Rule 18f-3
This Multiple Class Plan (the "Plan") has been adopted
by a majority of the Board of Directors of each of the investment
companies listed on Appendix A as may be amended from time to
time (each individually a "Fund," and collectively, the "Funds"),
including a majority of the Directors who are not interested
persons of each Fund, pursuant to Rule 18f-3 under the Investment
Company Act of 1940, as amended (the "Act"). The Board of each
Fund has determined that the Plan, including the allocation of
expenses, is in the best interests of the Fund as a whole, each
series of shares offered by such Fund (individually and
collectively the "Series") where the Fund offers its shares in
multiple series, and each class of shares offered by the Fund or
Series, as relevant. The Plan sets forth the provisions relating
to the establishment of multiple classes of shares for each Fund
and, if relevant, its Series. To the extent that a subject
matter set forth in this Plan is covered by a Fund's Articles of
Incorporation or By-Laws, such Articles of Incorporation or By-
Laws will control in the event of any inconsistencies with
descriptions contained in this Plan.
The term "Portfolio," when used in this Plan in the
context of a Fund that offers only a single series of shares,
shall be a reference to the Fund, and when used in the context of
a Fund that offers multiple series of shares, shall be a
reference to each series of such Fund.
CLASSES
1. Appendix A to this Plan describes the classes to be
issued by each Portfolio and identifies the names of such
classes.
FRONT-END SALES CHARGE
2. Class A shares carry a front-end sales charge as
described in the Funds' relevant prospectuses; and Class B, Class
C and Institutional Class shares are sold without a front-end
sales charge.
CONTINGENT DEFERRED SALES CHARGE
3. Class A shares are not subject to a contingent
deferred sales charge ("CDSC"), except in the following limited
circumstances. On investments of $1 million or more for which a
dealer's commission is paid by the Fund's principal underwriter,
a CDSC of 1.00% of the lesser of (i) the net asset value at the
time of redemption, or (ii) the original net asset value at the
time of purchase applies to redemptions of those investments
within the contingency period of 12 months from the month of
purchase.
4. Class B shares redeemed within six years of their
purchase shall be assessed a CDSC at the following rate: (i)
4.00% if shares are redeemed within two years of purchase; (ii)
3.00% if shares are redeemed during the third or fourth year
following purchase; (iii) 2.00% if shares are redeemed during the
fifth year following purchase; (iv) 1.00% if shares are redeemed
during the sixth year following purchase; and (vi) 0% thereafter.
5. Class C shares redeemed within twelve months of
their purchase shall be assessed a CDSC at the rate of 1.00% of
the lesser of (i) the net asset value at the time of redemption,
or (ii) the original net asset value at the time of purchase.
6. The CDSC for each class is waived in certain
circumstances, as described in the Funds' relevant prospectuses.
Shares that are subject to a CDSC age one month at the end of the
month in which the shares were purchased, regardless of the
specific date during the month that the shares were purchased.
7. Institutional Class shares are not subject to a
CDSC.
RULE 12b-1 PLANS
8. In accordance with the Rule 12b-1 Plan for the
Class A shares of each Portfolio, the Fund shall pay to Delaware
Distributors, L.P. (the "Distributor") a monthly fee not to
exceed 0.30% per annum of such Portfolio's average daily net
assets represented by Class A shares as may be determined by the
Fund's Board of Directors from time to time. The monthly fee
shall be reduced by the aggregate sums paid by or on behalf of
such Portfolio to persons other than broker-dealers (the "Service
Providers") pursuant to servicing agreements.
9. In accordance with the Rule 12b-1 Plan for the
Class B shares of each Portfolio, the Fund shall pay to the
Distributor a monthly fee not to exceed 0.75% per annum of such
Portfolio's average daily net assets represented by Class B
shares as may be determined by the Fund's Board of Directors from
time to time. In addition to these amounts, the Fund shall pay
(i) to the Distributor for payment to dealers or others, or (ii)
directly to others, an amount not to exceed 0.25% per annum of
such Portfolio's average daily net assets represented by Class B
shares, as a service fee pursuant to dealer or servicing
agreements.
10. In accordance with the Rule 12b-1 Plan for the
Class C shares of each Portfolio, the Fund shall pay to the
Distributor a monthly fee not to exceed 0.75% per annum of such
Portfolio's average daily net assets represented by Class C
shares as may be determined by the Fund's Board of Directors from
time to time. In addition to these amounts, the Fund shall pay
(i) to the Distributor for payment to dealers or others, or (ii)
directly to others, an amount not to exceed 0.25% per annum of
such Portfolio's average daily net assets represented by Class C
shares, as a service fee pursuant to dealer or servicing
agreements.
11. A Rule 12b-1 Plan has not been adopted for the
Institutional Class shares of any Portfolio.
ALLOCATION OF EXPENSES
12. The Fund shall allocate to each class of shares of
a Portfolio any fees and expenses incurred by the Fund in
connection with the distribution or servicing of such class of
shares under a Rule 12b-1 Plan, if any, adopted for such class.
In addition, the Fund reserves the right, subject to approval by
the Fund's Board of Directors, to allocate fees and expenses of
the following nature to a particular class of shares of a
Portfolio (to the extent that such fees and expenses actually
vary among each class of shares or vary by types of services
provided to each class of shares of the Portfolio):
(i) transfer agency and other recordkeeping costs;
(ii) Securities and Exchange Commission and blue sky
registration or qualification fees;
(iii) printing and postage expenses related to printing
and distributing class specific materials, such as
shareholder reports, prospectuses and proxies to
current shareholders of a particular class or to
regulatory authorities with respect to such class
of shares;
(iv) audit or accounting fees or expenses relating
solely to such class;
(v) the expenses of administrative personnel and
services as required to support the shareholders
of such class;
(vi) litigation or other legal expenses relating solely
to such class of shares;
(vii) Directors' fees and expenses incurred as a result
of issues relating solely to such class of shares;
and
(viii) other expenses subsequently identified and
determined to be properly allocated to such class
of shares.
13. Except for any expenses that are allocated to a
particular class as described in paragraph 11 above, all expenses
incurred by a Portfolio will be allocated to each class of shares
of such Portfolio on the basis of the net asset value of each
such class in relation to the net asset value of the Portfolio.
ALLOCATION OF INCOME AND GAINS
14. Income and realized and unrealized capital gains
and losses of a Portfolio will be allocated to each class of
shares of such Portfolio on the basis of the net asset value of
each such class in relation to the net asset value of the
Portfolio.
CONVERSIONS
15. (a) Except for shares acquired through a
reinvestment of dividends or distributions, Class B shares held
for eight years after purchase are eligible for automatic
conversion into Class A shares of the same Portfolio in
accordance with the terms described in the relevant prospectus.
Class B shares acquired through a reinvestment of dividends or
distributions will convert into Class A shares of the same
Portfolio pro rata with the Class B shares that were not acquired
through the reinvestment of dividends and distributions.
(b) The automatic conversion feature of Class B
shares shall be suspended at any time that the Board of Directors
of the Fund determines that there is not available a reasonably
satisfactory opinion of counsel to the effect that (i) the
assessment of the higher fee under the Fund's Rule 12b-1 Plan for
Class B does not result in the Fund's dividends or distributions
constituting a preferential dividend under the Internal Revenue
Code of 1986, as amended, and (ii) the conversion of Class B
shares into Class A shares does not constitute a taxable event
under federal income tax law. In addition, the Board of
Directors of a Fund may suspend the automatic conversion feature
by determining that any other condition to conversion set forth
in the relevant prospectus, as amended from time to time, is not
satisfied.
(c) The Board of Directors of a Fund may also
suspend the automatic conversion of Class B shares if it
determines that suspension is appropriate to comply with the
requirements of the Act, or any rule or regulation issued
thereunder, relating to voting by Class B shareholders on the
Fund's Rule 12b-1 Plan for Class A or, in the alternative, the
Board of Directors may provide Class B shareholders with
alternative conversion or exchange rights.
16. Class A, Class C and Institutional Class shares do
not have a conversion feature.
EXCHANGES
17. Exchanges are permitted between Class A Shares and
Institutional Class Shares of a Portfolio or of any other
Portfolio in the Delaware Group funds; Class B shares of a
Portfolio may only be exchanged for Class B shares of any other
Portfolio in the Delaware Group; Class C shares of a Portfolio
may only be exchanged for Class C shares of any other Portfolio
in the Delaware Group. All exchanges are subject to the
eligibility and minimum purchase requirements set forth in the
Funds' prospectuses. Exchanges cannot be made between open-end
and closed-end funds within the Delaware Group.
18. Each class will vote separately with respect to
the Rule 12b-1 Plan related to that class; provided, however,
that Class B shares of a Portfolio may vote on any proposal to
materially increase the fees to be paid by the Fund under the
Rule 12b-1 Plan for the Class A shares of the same Portfolio.
19. On an ongoing basis, the Directors, pursuant to
their fiduciary responsibilities under the Act and otherwise,
will monitor the Portfolio for the existence of any material
conflicts between the interests of all the classes of shares
offered by such Portfolio. The Directors, including a majority
of the Directors who are not interested persons of the Fund,
shall take such action as is reasonably necessary to eliminate
any such conflict that may develop. The Manager and the
Distributor shall be responsible for alerting the Board to any
material conflicts that arise.
20. As described more fully in the Funds' relevant
prospectuses, broker-dealers that sell shares of a Portfolio will
be compensated differently depending on which class of shares the
investor selects.
21. Each Fund reserves the right to increase, decrease
or waive the CDSC imposed on any existing or future class of
shares of a Portfolio within the ranges permissible under
applicable rules and regulations of the Securities and Exchange
Commission (the "SEC") and the rules of the National Association
of Securities Dealers, Inc. (the "NASD"), as such rules may be
amended or adopted from time to time. Each Fund may in the
future alter the terms of the existing classes of such Portfolio
or create new classes in compliance with applicable rules and
regulations of the SEC and the NASD.
22. All material amendments to this Plan must be
approved by a majority of the Directors of each Fund affected by
such amendments, including a majority of the Directors who are
not interested persons of the Fund.
Effective as of November 29, 1995
<PAGE>
APPENDIX A
List of Funds and Their Classes
1. Delaware Group Delaware Fund, Inc.
Delaware Fund
Delaware Fund A Class
Delaware Fund B Class
Delaware Fund C Class
Delaware Fund Institutional Class
Devon Fund
Devon Fund A Class
Devon Fund B Class
Devon Fund C Class
Devon Fund Institutional Class
2. Delaware Group Trend Fund, Inc.
Trend Fund A Class
Trend Fund B Class
Trend Fund C Class
Trend Fund Institutional Class
3. Delaware Group Value Fund, Inc.
Value Fund A Class
Value Fund B Class
Value Fund C Class
Value Fund Institutional Class
4. Delaware Group DelCap Fund, Inc.
DelCap Fund A Class
DelCap Fund B Class
DelCap Fund C Class
DelCap Fund Institutional Class
5. Delaware Group Decatur Fund, Inc.
Decatur Income Fund
Decatur Income Fund A Class
Decatur Income Fund B Class
Decatur Income Fund C Class
Decatur Income Fund Institutional Class
Decatur Total Return Fund
Decatur Total Return Fund A Class
Decatur Total Return Fund B Class
Decatur Total Return Fund C Class
Decatur Total Return Fund Institutional Class
6. Delaware Group Global & International Funds, Inc.
International Equity Series
International Equity Fund A Class
International Equity Fund B Class
International Equity Fund C Class
International Equity Fund Institutional Class
Global Bond Series
Global Bond Fund A Class
Global Bond Fund B Class
Global Bond Fund C Class
Global Bond Fund Institutional Class
Global Assets Series
Global Assets Fund A Class
Global Assets Fund B Class
Global Assets Fund C Class
Global Assets Fund Institutional Class
