<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
File No. 33-42827
File No. 811-6411
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REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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Pre-Effective Amendment No.
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Post-Effective Amendment No. 17 X
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AND -----
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 X
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Amendment No. 17
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VOYAGEUR INVESTMENT TRUST
(formerly known as Voyageur Investment Trust)
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(Exact Name of Registrant as Specified in Charter)
1818 Market Street, Philadelphia, Pennsylvania 19103
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (215) 255-2923
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George M. Chamberlain, Jr., 1818 Market Street, Philadelphia, PA 19103
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(Name and Address of Agent for Service)
Approximate Date of Public Offering: December 29, 1998
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It is proposed that this filing will become effective:
_______ immediately upon filing pursuant to paragraph (b)
___X___ on 12/29/98 pursuant to paragraph (b) of Rule 485
_______ 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:
________ This post-effective amendment designates a new effective date
for a previously filed post-effective amendment
<PAGE>
Title of Securities Being Registered
------------------------------------
Tax-Free California Insured Fund A Class
Tax-Free California Insured Fund B Class
Tax-Free California Insured Fund C Class
Tax-Free Florida Insured Fund A Class
Tax-Free Florida Insured Fund B Class
Tax-Free Florida Insured Fund C Class
Tax-Free Florida Fund A Class
Tax-Free Florida Fund B Class
Tax-Free Florida Fund C Class
Tax-Free Kansas Fund A Class
Tax-Free Kansas Fund B Class
Tax-Free Kansas Fund C Class
Tax-Free Missouri Insured Fund A Class
Tax-Free Missouri Insured Fund B Class
Tax-Free Missouri Insured Fund C Class
Tax-Free New Mexico Fund A Class
Tax-Free New Mexico Fund B Class
Tax-Free New Mexico Fund C Class
Tax-Free Oregon Insured Fund A Class
Tax-Free Oregon Insured Fund B Class
Tax-Free Oregon Insured Fund C Class
Tax-Free Utah Fund A Class
Tax-Free Utah Fund B Class
Tax-Free Utah Fund C Class
Tax-Free Washington Insured Fund A Class
Tax-Free Washington Insured Fund B Class
Tax-Free Washington Insured Fund C Class
<PAGE>
--- C O N T E N T S ---
This Post-Effective Amendment No. 17 to Registration File No. 33-42827
includes the following:
1. Facing Page
2. Contents Page
3. Cross-Reference Sheets(1)
4. Part A - Prospectus(2)
5. Part B - Statement of Additional Information(2)
6. Part C - Other Information(2)(3)
7. Signatures
(1) This Post-Effective Amendment relates to the Registrant's nine series of
shares and their classes. Shares of each Series are described in a common
Prospectus, Statement of Additional Information and Part C.
(2) The Registrant's Prospectus and Statement of Additional Information dated
December 29, 1998 are incorporated into this filing by reference to the
electronic filing of 1933 Act Post-Effective Amendment No. 22 to the
Registration Statement of Voyageur Mutual Funds, Inc. filed November 30,
1998.
(3) Items 28 and 29 to Part C are incorporated into this filing by reference to
the electronic filing of 1933 Act Post-Effective Amendment No. 22 to the
Registration Statement of Voyageur Mutual Funds, Inc. filed November 30,
1998.
<PAGE>
CROSS-REFERENCE SHEET
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PART A
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<TABLE>
<CAPTION>
Item No. Description Location in Prospectus*
- -------- ----------- -----------------------
<S> <C> <C>
1 Cover Page................................................. Cover Page
2 Synopsis................................................... Synopsis; Summary
of Expenses
3 Condensed Financial Information............................ Financial Highlights
4 General Description of Registrant.......................... Investment Objectives and
Policies; Classes of Shares
5 Management of the Fund..................................... Management of the Funds
6 Capital Stock and Other Securities......................... The Delaware
Difference; Dividends and
Distributions; Taxes; Classes
of Shares
7 Purchase of Securities Being Offered....................... Cover Page; How to Buy
Shares; Calculation of
Offering Price and Net Asset
Value Per Share; Management
of the Funds
8 Redemption or Repurchase................................... How to Buy Shares;
Redemption and Exchange
9 Legal Proceedings.......................................... None
</TABLE>
- ---------------
* The Prospectus is included in and hereby incorporated by reference to 1933 Act
Post-Effective Amendment No. 22 of Voyageur Mutual Funds, Inc.'s Registration
Statement (File No. 33-63238).
<PAGE>
CROSS-REFERENCE SHEET
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PART B
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<TABLE>
<CAPTION>
Location in Statement of
Item No. Description Additional Information*
- -------- ----------- ------------------------
<S> <C> <C>
10 Cover Page..................................................... Cover Page
11 Table of Contents.............................................. Table of Contents
12 General Information and History................................ Inapplicable
13 Investment Objectives and Policy............................... Investment Policies
and Restrictions
14 Management of the Registrant................................... Officers and Directors
15 Control Persons and Principal Holders of Securities............ Officers and Directors
16 Investment Advisory and Other Services......................... Officers and Directors;
Investment Management
Agreements and Sub-Advisory
Agreements; General Information;
Financial Statements
17 Brokerage Allocation........................................... Trading Practices and Brokerage
18 Capital Stock and Other Securities............................. Capitalization and
Noncumulative Voting
(under General Information)
19 Purchase, Redemption and Pricing of Securities
Being Offered.................................................. Purchasing Shares;
Determining Offering Price
and Net Asset Value;
Redemption and Repurchase;
Exchange Privilege
20 Tax Status..................................................... Distributions; Taxes
21 Underwriters................................................... Purchasing Shares
22 Calculation of Performance Data................................ Performance Information
23 Financial Statements........................................... Financial Statements
</TABLE>
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* The Statement of Additional Information is included in and hereby incorporated
by reference to 1933 Act Post-Effective Amendment No. 22 of Voyageur Mutual
Funds, Inc.'s Registration Statement (File No. 33-63238).
<PAGE>
CROSS-REFERENCE SHEET
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PART C
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<TABLE>
<CAPTION>
Item No. Description Location in Part C
- -------- ----------- ------------------
<S> <C> <C>
24 Financial Statements and Exhibits..................................... Item 24
25 Persons Controlled by or under Common Control
with Registrant....................................................... Item 25
26 Number of Holders of Securities....................................... Item 26
27 Indemnification....................................................... Item 27
28 Business and Other Connections of Investment Adviser.................. Item 28*
29 Principal Underwriters................................................ Item 29*
30 Location of Accounts and Records...................................... Item 30
31 Management Services................................................... Item 31
32 Undertakings.......................................................... Item 32
</TABLE>
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* Items 28 and 29 to Part C are included in and hereby incorporated by reference
to 1933 Act Post-Effective Amendment No. 22 of Voyageur Mutual Funds, Inc.'s
Registration (File No. 33-63238).
<PAGE>
PART C
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Other Information
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Item 24. Financial Statements and Exhibits
(a) Financial Statements:
Part A - Financial Highlights
*Part B - Statement of Net Assets
Statement of Operations
Statements of Changes in Net Assets
Notes to Financial Statements
Accountant's Report
* The financial statements and Accountant's Report listed above
relating to Voyageur Investment Trust are incorporated into
this filing by reference into the Fund's Part B from the
Registrant's Annual Report for the fiscal year ended August 31,
1998.
(b) Exhibits:
(1) Declaration of Trust.
(a) Amended and Restated Agreement and Declaration of Trust (February
16, 1994) incorporated into this filing by reference to
Post-Effective Amendment No. 11 filed April 30, 1996.
(2) By-Laws. By-Laws, as amended (January, 24, 1995) incorporated into
this filing by reference to Post-Effective Amendment No. 11 filed
April 30, 1996.
(3) Voting Trust Agreement. Inapplicable.
(4) Copies of All Instruments Defining the Rights of Holders.
(a) Articles of Incorporation and Articles Supplementary. (i) Article
V of Declaration of Trust (February 16, 1994) incorporated into
this filing by reference to Post-Effective Amendment No. 11 filed
April 30, 1996.
(b) By-Laws. (i) Article II incorporated into this filing by reference
to Post-Effective Amendment No. 11 filed April 30, 1996.
(5) Investment Management Agreement.
(a) Investment Management Agreement (April 30, 1997) between Voyageur
Fund Managers, Inc. and the Registrant on behalf of Tax-Free
Florida Insured Fund and Tax-Free Florida Fund incorporated into
this filing by reference to Post- Effective Amendment No. 13 filed
August 28, 1997.
(b) Investment Management Agreement (April 30, 1997) between Voyageur
Fund Managers, Inc. and the Registrant on behalf of Tax-Free
California Insured Fund, Tax-Free Missouri Insured Fund, Tax-Free
Oregon Insured Fund, Tax-Free Washington Insured Fund, Tax-Free
Kansas Fund, Tax-Free New Mexico Fund and Tax-Free Utah Fund
incorporated into this filing by reference to Post-Effective
Amendment No. 13 filed August 28, 1997.
<PAGE>
PART C - Other Information
(Continued)
(6) (a) Distribution Agreement.
(i) Executed Distribution Agreement (March 1, 1997)
between Delaware Distributors, L.P. and the Registrant
on behalf of each Fund attached as Exhibit.
(b) Administration and Service Agreement. Form of
Administration and Service Agreement (as amended November
1995) (Module) incorporated into this filing by reference
to Post-Effective Amendment No. 13 filed August 28, 1997.
(c) Dealer's Agreement. Dealer's Agreement (as amended
November 1995) (Module) incorporated into this filing by
reference to Post-Effective Amendment No. 13 filed August
28, 1997.
(d) Mutual Fund Agreement for the Delaware Group of Funds (as
amended November 1995) (Module) incorporated into this
filing by reference to Post-Effective Amendment No. 13
filed August 28, 1997.
(7) Bonus, Profit Sharing, Pension Contracts. Inapplicable.
(8) Custodian Agreement.
(a) Custodian Contract with Norwest Bank Minnesota N.A.
(April 20, 1992) incorporated into this filing by
reference to Post-Effective Amendment No. 11 filed April
30, 1996.
(9) Other Material Contracts.
(a) Shareholder Services Agreement (1997) between Delaware
Service Company, Inc. and the Registrant on behalf of each
Fund (Module) incorporated into this filing by reference
to Post-Effective Amendment No. 13 filed August 28, 1997.
(b) Executed Fund Accounting Agreement (August 19, 1996)
between Delaware Service Company, Inc. and the Registrant
on behalf of each Fund (Module) incorporated into this
filing by reference to Post-Effective Amendment No. 13
filed August 28, 1997.
(i) Executed Amendment No. 9 (March 31, 1998) to
Schedule A to Delaware Group of Funds Fund
Accounting Agreement attached as Exhibit.
<PAGE>
PART C - Other Information
(Continued)
(ii) Form of Amendment No.10 (1998) to Schedule A to
Delaware Group of Funds Fund Accounting Agreement
attached as Exhibit.
(iii) Form of Amendment No.11 (1998) to Schedule A to
Delaware Group of Funds Fund Accounting Agreement
attached as Exhibit.
(iv) Form of Amendment No.12 (1998) to Schedule A to
Delaware Group of Funds Fund Accounting Agreement
attached as Exhibit.
(10) Opinion of Counsel. Attached as Exhibit.
(11) Consent of Auditors. Attached as Exhibit.
(12) Inapplicable.
(13) Letter of Investment Intent incorporated into this filing by
reference to Pre-Effective Amendment No. 1 filed on November
22, 1992.
(14) Inapplicable.
(15) Plans under Rule 12b-1.
(a) Plan under Rule 12b-1 for Class A, B and C Shares (1997)
of Voyageur Investment Trust on behalf of each Fund
incorporated into this filing by reference to
Post-Effective Amendment No. 11 filed April 30, 1996.
(16) Schedules of Computation for each Performance Quotation.
(a) Schedules of Computation of Fund performance for each Fund
incorporated into this filing by reference to
Post-Effective Amendment No. 11 filed April 30, 1996.
(17) Financial Data Schedules. Attached as Exhibits.
(18) Plan under Rule 18f-3.
(a) Plan under Rule 18f-3 (June 19, 1997) incorporated into
this filing by reference to Post-Effective Amendment
No. 15 filed April 29, 1998.
(19) Other: Trustees' Power of Attorney. Incorporated into this
filing by reference to Post-Effective Amendment No. 15 filed
April 29, 1998.
Item 25. Persons Controlled by or under Common Control with Registrant. None.
<PAGE>
PART C - Other Information
(Continued)
Item 26. Number of Holders of Securities.
<TABLE>
<CAPTION>
<S> <C>
(1) (2)
Number of
Title of Class Record Holders
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Voyageur Investment Trust
Tax-Free Florida Insured Fund's:
Tax-Free Florida Insured Fund A Shares: 3,525 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Florida Insured Fund Class B Shares: 85 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Florida Insured Fund Class C Shares: 2 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Voyageur Investment Trust
Tax-Free California Insured Fund's:
Tax-Free California Insured Fund Class A Shares: 493 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free California Insured Fund Class B Shares: 111 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free California Insured Fund Class C Shares: 7 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Voyageur Investment Trust
Tax-Free Missouri Insured Fund's:
Tax-Free Missouri Insured Fund Class A Shares: 1,252 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Missouri Insured Fund Class B Shares: 332 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
</TABLE>
<PAGE>
PART C - Other Information
(Continued)
<TABLE>
<CAPTION>
<S> <C>
(1) (2)
Number of
Title of Class Record Holders
-------------- --------------
Tax-Free Missouri Insured Fund Class C Shares: 8 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Voyageur Investment Trust
Tax-Free Oregon Insured Fund's:
Tax-Free Oregon Insured Fund Class A Shares: 594 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Oregon Insured Fund Class B Shares: 158 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Oregon Insured Fund Class C Shares: 28 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Voyageur Investment Trust
Tax-Free Washington Insured Fund's:
Tax-Free Washington Insured Fund Class A Shares: 60 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Washington Insured Fund Class B Shares: 45 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Washington Insured Fund Class C Shares: 6 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Voyageur Investment Trust
Tax-Free Kansas Fund's:
Tax-Free Kansas Fund Class A Shares: 276 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
</TABLE>
<PAGE>
PART C - Other Information
(Continued)
<TABLE>
<CAPTION>
<S> <C>
(1) (2)
Number of
Title of Class Record Holders
-------------- --------------
Tax-Free Kansas Fund Class B Shares: 99 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Kansas Fund Class C Shares: 9 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Voyageur Investment Trust
Tax-Free New Mexico Fund's:
Tax-Free New Mexico Fund Class A Shares: 417 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free New Mexico Fund Class B Shares: 48 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free New Mexico Fund Class C Shares: 17 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Voyageur Investment Trust
Tax-Free Utah Fund's:
Tax-Free Utah Fund Class A Shares: 72 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Utah Fund Class B Shares: 10 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Utah Fund Class C Shares: 2 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
</TABLE>
<PAGE>
PART C - Other Information
(Continued)
<TABLE>
<CAPTION>
<S> <C>
(1) (2)
Number of
Title of Class Record Holders
-------------- --------------
Voyageur Investment Trust
Tax-Free Florida Fund's:
Tax-Free Florida Fund Class A Shares: 137 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Florida Fund Class B Shares: 58 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
Tax-Free Florida Fund Class C Shares: 12 Accounts
Shares of Beneficial Interest with No Par Value as of September 30, 1998
Per Share
</TABLE>
Item 27. Indemnification. Incorporated into this filing by reference to
Post-Effective Amendment No. 11 filed April 30, 1996.
Item 28. Business and Other Connections of Investment Adviser.
Incorporated into this filing by reference to Post-Effective Amendment
No. 22 to the Registration Statement of Voyageur Mutual Funds, Inc.
filed November 30, 1998.
Item 29. Principal Underwriters.
Incorporated into this filing by reference to Post-Effective Amendment
No. 22 to the Registration Statement of Voyageur Mutual Funds, Inc.
filed November 30, 1998.
Item 30. Location of Accounts and Records.
All accounts and records are maintained in Philadelphia at 1818 Market
Street, Philadelphia, PA 19103 or One Commerce Square, Philadelphia,
PA 19103 or 90 South Seventh Street, Suite 4400, Minneapolis, Minnesota
55402.
Item 31. Management Services. None.
<PAGE>
PART C - Other Information
(Continued)
Item 32. Undertakings.
(a) Inapplicable.
(b) Inapplicable.
(c) The Registrant hereby undertakes to furnish each person to whom a
prospectus is delivered with a copy of the Registrant's latest
annual report to shareholders, upon request and without charge.
(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 has duly caused this Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in
this City of Philadelphia and Commonwealth of Pennsylvania on this 30th day of
October, 1998.
VOYAGEUR INVESTMENT TRUST
By /s/ Wayne A. Stork
------------------
Wayne A. Stork
Chairman
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:
<TABLE>
<CAPTION>
<S> <C> <C>
Signature Title Date
- ------------------------------ ---------------------------------------- ----------------
/s/ Wayne A. Stork Chairman of the Board and Director November 30, 1998
- ------------------------------
Wayne A. Stork
Executive Vice President/Chief Operating
Officer/Chief Financial Officer
(Principal Financial Officer and
/s/ David K. Downes Principal Accounting Officer) November 30, 1998
- ------------------------------
David K. Downes
/s/Walter P. Babich * Director November 30, 1998
- ------------------------------
Walter P. Babich
/s/ Anthony D. Knerr * Director November 30, 1998
- ------------------------------
Anthony D. Knerr
/s/ Ann R. Leven * Director November 30, 1998
- ------------------------------
Ann R. Leven
/s/ W. Thacher Longstreth * Director November 30, 1998
- ------------------------------
W. Thacher Longstreth
/s/Thomas F. Madison * Director November 30, 1998
- ------------------------------
Thomas F. Madison
/s/Jeffrey J. Nick * Director November 30, 1998
- ------------------------------
Jeffrey J. Nick
/s/Charles E. Peck * Director November 30, 1998
- ------------------------------
Charles E. Peck
</TABLE>
*By /s/ Wayne A. Stork
------------------
Wayne A. Stork
as Attorney-in-Fact for
each of the persons indicated
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Exhibits
to
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
<PAGE>
INDEX TO EXHIBITS
Exhibit No. Exhibit
- ---------- -------
EX-99.B6AI Executed Distribution Agreement (March 1, 1997)
EX-99.B9BI Executed Amendment No. 9 (March 31, 1998) to Schedule A to
Delaware Group of Funds Fund Accounting Agreement
EX-99.B9BII Form of Amendment No. 10 (1998) to Schedule A to Delaware
Group of Funds Fund Accounting Agreement
EX-99.B9BIII Form of Amendment No. 11 (1998) to Schedule A to Delaware
Group of Funds Fund Accounting Agreement
EX-99.B9BIV Form of Amendment No. 12 (1998) to Schedule A to Delaware
Group of Funds Fund Accounting Agreement
EX-99.B10 Opinion of Counsel
EX-99.B11 Consent of Auditors
EX-27 Financial Data Schedules
<PAGE>
EX-99.B6AI
Exhibit 24 (B)(6)(a)(i)
VOYAGEUR INVESTMENT TRUST
DISTRIBUTION AGREEMENT
THIS AGREEMENT is made and entered into as of this 1st day of
March, 1997 by and between Voyageur Investment Trust, a Massachusetts business
trust (the "Trust"), for and on behalf of each series (each series is referred
to hereinafter as a "Fund") and Delaware Distributors, L.P., a Delaware limited
partnership ("DDLP"). This Agreement shall apply to each class of shares offered
by the following Funds:
Voyageur California Insured Tax Free Fund (currently offering
Classes A, B and C shares)
Voyageur Florida Insured Tax Free Fund (currently offering
Classes A, B and C shares)
Voyageur Kansas Tax Free Fund (currently offering Classes A, B
and C shares)
Voyageur Missouri Insured Tax Free Fund (currently offering
Classes A, B and C shares)
Voyageur New Mexico Tax Free Fund (currently offering Classes
A, B and C shares)
Voyageur Oregon Insured Tax Free Fund (currently offering
Classes A, B and C shares)
Voyageur Utah Tax Free Fund (currently offering Classes A, B
and C shares)
Voyageur Washington Insured Tax Free Fund (currently offering
Classes A, B and C shares)
Voyaguer Florida Tax Free Fund (currently offering Classes A, B
and C shares)
WITNESSETH:
WHEREAS, Voyageur Fund Distributors, Inc. ("VFD") currently
serves as the principal underwriter of the shares of each series of the Trust
and of the shares of the other registered open-end investment companies within
the Voyageur mutual fund complex (the "Voyageur Funds"); and
WHEREAS, on January 15, 1997, the indirect owners of VFD
entered into an Agreement and Plan of Merger with Lincoln National Corporation
("LNC") which, when consummated (the consummation of such agreement is referred
to herein as the "Merger"), will result in LNC's indirect ownership of, among
others, VFD and its parent company, Voyageur Fund Managers, Inc., the investment
adviser and administrator for the Voyageur Funds; and
WHEREAS, to facilitate additional sales of shares of the Funds
in anticipation of the Merger, the Board of Trustees of the Trust has determined
that the Trust should enter into a distribution agreement with DDLP under which
DDLP will serve as co-underwriter of such shares along with VFD, which
currently serves as the sole principal underwriter of such shares (VFD and DDLP
may hereinafter be referred to as the "Co-Underwriters").
NOW, THEREFORE, the parties hereto, intending to be legally
bound hereby, agree as follows:
1. UNDERWRITING SERVICES
The Trust, on behalf of each Fund, hereby engages DDLP, and
DDLP hereby agrees to act, as co-underwriter for each Fund in the sale and
distribution of the shares of each class of such Fund to the public, either
through dealers or otherwise. DDLP agrees to offer such shares for sale at all
times when such shares are available for sale and may lawfully be offered for
sale and sold.
<PAGE>
2. SALE OF SHARES
The shares of each Fund are to be sold only on the following
terms:
(a) All subscriptions, offers, or sales shall be subject to
acceptance or rejection by the Trust. Any offer for or sale of shares shall be
conclusively presumed to have been accepted by the Trust if the Trust shall fail
to notify DDLP of the rejection of such offer or sale prior to the computation
of the net asset value of such shares next following receipt by the Trust of
notice of such offer or sale.
(b) No share of a Fund shall be sold by DDLP (i) for any
consideration other than cash or, pursuant to any exchange privilege provided
for by the applicable currently effective Prospectus or Statement of Additional
Information (hereinafter referred to collectively as the "Prospectus"), shares
of any other Voyageur Fund, or (ii) except in instances otherwise provided for
by the applicable currently effective Prospectus, for any amount less than the
public offering price per share, which shall be determined in accordance with
the applicable currently effective Prospectus.
(c) In connection with certain sales of shares, a contingent
deferred sales charge will be imposed in the event of a redemption transaction
occurring within a certain period of time following such a purchase, as
described in the applicable currently effective Prospectus.
(d) The front-end sales charge, if any, for any class of shares
of a Fund may, at the discretion of the Trust and the Co-Underwriters, be
reduced or eliminated as permitted by the Investment Company Act of 1940, and
the rules and regulations thereunder, as they may be amended from time to time
(the "1940 Act"), provided that such reduction or elimination shall be set forth
in the Prospectus for such class, and provided that the Trust shall in no event
receive for any shares sold an amount less than the net asset value thereof. In
addition, any contingent deferred sales charge for any class of shares of a Fund
may, at the discretion of the Trust and the Co-Underwriters, be reduced or
eliminated in accordance with the terms of an exemptive order received from, or
any applicable rule or rules promulgated by, the Securities and Exchange
Commission, provided that such reduction or elimination shall be set forth in
the Prospectus for such class of shares.
(e) DDLP shall require any securities dealer entering into a
selected dealer agreement with DDLP to disclose to prospective investors the
existence of all available classes of shares of a Fund and to determine the
suitability of each available class as an investment for each such prospective
investor.
3. QUALIFICATION OF SHARES
The Trust agrees to make prompt and reasonable efforts to
effect and keep in effect, at its expense, the qualification of each Fund's
shares for sale in such jurisdictions as the Trust may designate.
4. INFORMATION TO BE FURNISHED TO DDLP
The Trust agrees that it will furnish DDLP with such
information with respect to the affairs and accounts of the Trust (and each Fund
or class thereof) as DDLP may from time to time reasonably require, and further
agrees that DDLP, at all reasonable times, shall be permitted to inspect the
books and records of the Trust.
5. ALLOCATION OF EXPENSES
During the period of this Agreement, the Trust shall pay or
cause to be paid all expenses, costs and fees incurred by the Trust which are
not assumed by DDLP and/or VFD. VFD has agreed to provide, and pay costs which
it incurs in connection with providing, administrative or accounting services to
shareholders of each Fund (such costs are referred to as "Shareholder Servicing
Costs"). DDLP may provide such services and pay Shareholder Servicing Costs
associated therewith to the extent agreed to from time to time by DDLP and VFD.
Shareholder Servicing Costs include all expenses of DDLP or VFD, as the case may
be, incurred in connection with providing administrative or accounting services
to shareholders of each Fund, including, but not limited to, an allocation of
overhead of DDLP or VFD and payments made to persons, including employees of
DDLP or VFD, who respond to inquiries of shareholders regarding their ownership
of Fund shares, or who provide other administrative or accounting services not
otherwise required to be provided by the applicable Fund's investment adviser or
transfer agent. VFD has also agreed to pay all costs of distributing the shares
of each
<PAGE>
Fund ("Distribution Expenses"). DDLP may pay all or a portion of the
Distribution Expenses as agreed to from time to time by DDLP and VFD.
Distribution Expenses include, but are not limited to, initial and ongoing sales
compensation (in addition to sales loads) paid to investment executives of DDLP
or VFD, as the case may be, and to other broker-dealers and participating
financial institutions; expenses incurred in the printing of prospectuses,
statements of additional information and reports used for sales purposes;
expenses of preparation and distribution of sales literature; expenses of
advertising of any type; an allocation of the overhead of DDLP or VFD, as the
case may be; payments to and expenses of persons who provide support services in
connection with the distribution of Fund shares; and other distribution-related
expenses.
6. COMPENSATION TO DDLP
As compensation for all of its services provided and its costs
assumed under this Agreement, DDLP shall receive the following forms and amounts
of compensation:
(a) DDLP shall, as agreed to from time to time with VFD and as
permitted by applicable law or regulation, be entitled to receive or retain any
front-end sales charge imposed in connection with sales of shares of each Fund,
as set forth in the applicable current Prospectus. Up to the entire amount of
such front-end sales charge may be reallowed by DDLP to broker-dealers and
participating financial institutions in connection with their sale of Fund
shares. The amount of the front-end sales charge (if any) may be retained or
deducted by DDLP from any sums received by it in payment for shares so sold. If
such amount is not deducted by DDLP from such payments, such amount shall be
paid to DDLP by the Trust not later than five business days after the close of
any calendar quarter during which any such sales were made by DDLP and payment
received by the Trust.
(b) DDLP shall, as agreed to from time to time with VFD and as
permitted by applicable law or regulation, be entitled to receive or retain any
contingent deferred sales charge imposed in connection with any redemption of
shares of each Fund, as set forth in the applicable current Prospectus.
(c) Pursuant to the Trust's Plan of Distribution adopted in
accordance with Rule 12b-1 under the 1940 Act (the "Plan"):
(i) Class A of each Fund is obligated to
pay DDLP and/or VFD, as agreed to from time to time by such
parties and as permitted by applicable law or regulation, a
total fee in connection with the servicing of shareholder
accounts of such class and in connection with
distribution-related services provided in respect of such
class, calculated and payable quarterly, at the annual rate of
.25% of the value of the average daily net assets of such
class. All or any portion of such total fee may be payable as a
Shareholder Servicing Fee, and all or any portion of such total
fee may be payable as a Distribution Fee, as determined from
time to time by the Trust's Board of Trustees. Until further
action by the Board of Trustees, all of such fee shall be
designated and payable as a Shareholder Servicing Fee.
(ii) Class B of each Fund is obligated
to pay DDLP and/or VFD, as agreed to from time to time by such
parties and as permitted by applicable law or regulation, a
total fee in connection with servicing of shareholder accounts
of such Class and in connection with distribution-related
services provided in respect of such Class, calculated and
payable quarterly, at the annual rate of 1.00% of the value of
the average daily net assets of such Class. All or any portion
of such total fee may be payable as a Shareholder Servicing
Fee, and all or any portion of such total fee may be payable as
a Distribution Fee, as determined from time to time by the
Trust's Board of Trustees. Until further action by the Board of
Trustees, a portion of such total fee equal to .25% per annum
of Class B's average net assets shall be designated and payable
as a Shareholder Servicing Fee and the remainder of such fee
shall be designated as a Distribution Fee.
(iii) Class C of each Fund is obligated
to pay DDLP and/or VFD, as agreed to from time to time by such
parties and as permitted by applicable law or regulation, a
total fee in connection with the servicing of shareholder
accounts of such class and in connection with
distribution-related services provided in respect of such
class, calculated and payable quarterly, at the annual rate of
1.00% of the value of the average daily net assets of such
class. All or any portion of such total fee may be payable as a
Shareholder Servicing Fee, and all or any portion of such total
fee may be payable as a Distribution Fee, as determined from
time to time by the Trust's Board of Trustees. Until further
action by the Board of Trustees, a portion of
<PAGE>
such total fee equal to .25% per annum of the average daily net
assets of such class shall be designated and payable as a
Shareholder Servicing Fee and the remainder of such fee shall
be designated as a Distribution Fee.
Average daily net assets shall be computed in accordance with
the applicable currently effective Prospectus. Amounts payable under the Plan
may exceed or be less than actual Distribution Expenses and Shareholder
Servicing Costs. In the event such Distribution Expenses and Shareholder
Servicing Costs exceed amounts payable under the Plan, DDLP shall not be
entitled to reimbursement by the Trust.
(d) In each year during which this Agreement remains in effect,
DDLP, as agreed to from time to time with VFD, will prepare and furnish to the
Board of Trustees of the Trust, and the Board will review, on a quarterly basis,
written reports complying with the requirements of Rule 12b-1 under the 1940 Act
that set forth the amounts expended under this Agreement and the Plan, on a
class by class basis as applicable, and the purposes for which those
expenditures were made.
7. LIMITATION OF DDLP'S AUTHORITY
DDLP shall be deemed to be an independent contractor and,
except as specifically provided or authorized herein, shall have no authority to
act for or represent any Fund or the Trust.
8. SUBSCRIPTION FOR SHARES--REFUND FOR CANCELLED ORDERS
DDLP shall subscribe for the shares of a Fund only for the
purpose of covering purchase orders already received by it or for the purpose of
investment for its own account. In the event that an order for the purchase of
shares of a Fund is placed with DDLP by a customer or dealer and subsequently
cancelled, DDLP shall forthwith cancel the subscription for such shares entered
on the books of the Fund, and, if DDLP has paid the Fund for such shares, shall
be entitled to receive from the Fund in refund of such payment the lesser of:
(a) the consideration received by the Fund for said shares; or
(b) the net asset value of such shares at the time of
cancellation by DDLP.
9. INDEMNIFICATION OF THE TRUST
DDLP agrees to indemnify each Fund and the Trust against any
and all litigation and other legal proceedings of any kind or nature and against
any liability, judgment, cost, or penalty imposed as a result of such litigation
or proceedings in any way arising out of or in connection with the sale or
distribution of the shares of such Fund by DDLP. In the event of the threat or
institution of any such litigation or legal proceedings against any Fund, DDLP
shall defend such action on behalf of the Fund or the Trust at DDLP's own
expense, and shall pay any such liability, judgment, cost, or penalty resulting
therefrom, whether imposed by legal authority or agreed upon by way of
compromise and settlement; provided, however, DDLP shall not be required to pay
or reimburse a Fund for any liability, judgment, cost, or penalty incurred as a
result of information supplied by, or as the result of the omission to supply
information by, the Trust to DDLP, or to DDLP by a trustee, officer, or employee
of the Trust who is not an "interested person," as defined in the provisions of
the 1940 Act, of DDLP, unless the information so supplied or omitted was
available to DDLP without recourse to the Fund or the Trust or any such person
referred to above.
10. FREEDOM TO DEAL WITH THIRD PARTIES
DDLP shall be free to render to others services of a nature
either similar to or different from those rendered under this contract, except
such as may impair its performance of the services and duties to be rendered by
it hereunder.
<PAGE>
11. EFFECTIVE DATE, DURATION AND TERMINATION OF AGREEMENT
(a) The effective date of this Agreement is set forth in the
first paragraph of this Agreement. Unless sooner terminated as hereinafter
provided, this Agreement shall continue in effect for a period of one year after
the date of its execution, and from year to year thereafter, but only so long as
such continuance is specifically approved at least annually by a vote of the
Board of Trustees of the Trust, and of the trustees who are not "interested
persons" (as defined in the provisions of the 1940 Act) of the Trust and have no
direct or indirect financial interest in the operation of the Plan or in any
agreement related to the Plan (including, without limitation, this Agreement),
cast in person at a meeting called for the purpose of voting on this Agreement.
Notwithstanding the preceding sentence, this Agreement shall terminate at 11:59
p.m., Philadelphia time, on June 30, 1997, if the Merger has not been
consummated by such date, unless otherwise agreed by the parties.
(b) This Agreement may be terminated at any time with respect
to any Fund or class thereof, without the payment of any penalty, by the vote of
a majority of the members of the Board of Trustees of the Trust who are not
"interested persons" (as defined in the provisions of the 1940 Act) of the Trust
and have no direct or indirect financial interest in the operation of the Plan
or in any agreement related to the Plan (including, without limitation, this
Agreement), or by the vote of a majority of the outstanding voting securities of
such Fund (or class thereof), or by DDLP, upon 60 days' written notice to the
other party.
(c) This Agreement shall automatically terminate in the event
of its "assignment" (as defined by the provisions of the 1940 Act).
(d) Wherever referred to in this Agreement, the vote or
approval of the holders of a majority of the outstanding voting securities of a
Fund (or class thereof) shall mean the lesser of (i) the vote of 67% or more of
the voting securities of such Fund (or class thereof) present at a regular or
special meeting of shareholders duly called, if more than 50% of the Fund's (or
class's, as applicable) outstanding voting securities are present or represented
by proxy, or (ii) the vote of more than 50% of the outstanding voting securities
of such Fund (or class thereof).
12. AMENDMENTS TO AGREEMENT
No material amendment to this Agreement shall be effective
until approved by DDLP and by vote of a majority of the Board of Trustees of the
Trust who are not interested persons of the Trust or DDLP.
13. NOTICES
Any notice under this Agreement shall be in writing, addressed,
delivered or mailed, postage prepaid, to the other party at such address as such
other party may designate in writing for receipt of such notice.
14. SPECIAL NOTICE
A copy of the Agreement and Declaration of Trust of the Trust
is on file with the Secretary of State of the Commonwealth of Massachusetts, and
notice hereby is given that this Agreement was executed and delivered on behalf
of the Trust by a duly authorized officer of the Trust in such person's capacity
as an officer of the Trust, and not individually, and the obligations of the
Trust under this Agreement are not binding upon any of the officers, trustees or
shareholders of the Trust individually, but are binding only upon the assets and
property of the applicable Funds (or Class or Classes thereof) of the Trust for
the benefit of which the trustees have authorized that this Agreement be
executed and delivered.
<PAGE>
IN WITNESS WHEREOF, the Trust and DDLP have caused this
Agreement to be executed by their duly authorized officers as of the day and
year first above written.
VOYAGEUR INVESTMENT TRUST
By /s/Thomas J. Abood
-------------------------------------
Its Secretary
------------------------------
DELAWARE DISTRIBUTORS, L.P.
By /s/ Winthrop S. Jessup
-------------------------------------
Its Vice Chairman
-------------------------------
<PAGE>
EX-99.B9BI
Exhibit 24(B)(9)(b)(i)
AMENDMENT NO. 9
to
SCHEDULE A
of
DELAWARE GROUP OF FUNDS*
FUND ACCOUNTING AGREEMENT
Delaware Group Adviser Funds, Inc.
Corporate Income Fund (liquidated September 19, 1997)
Enterprise Fund (liquidated September 19, 1997)
Federal Bond Fund (liquidated September 19, 1997)
New Pacific Fund
U.S. Growth Fund
Overseas Equity Fund (formerly World Growth Fund)
Delaware Group Cash Reserve, Inc.
Delaware Group Equity Funds I, Inc. (formerly Delaware)
Delaware Fund
Devon Fund
Delaware Group Equity Funds II, Inc. (formerly Decatur)
Blue Chip Fund (New)
Decatur Income Fund
Decatur Total Return Fund
Quantum Fund (New)
Delaware Group Equity Funds III, Inc. (formerly Trend)
Trend Fund
Delaware Group Equity Funds IV, Inc. (formerly DelCap)
Capital Appreciation Fund (New)
DelCap Fund
Delaware Group Equity Funds V, Inc. (formerly Value)
Small Cap Value Fund (formerly Value Fund)
Retirement Income Fund (New)
- ------------------
*Except as otherwise noted, all Portfolios included on this Schedule A
are Existing Portfolios for purposes of the compensation described on Schedule B
to that Fund Accounting Agreement between Delaware Service Company, Inc. and the
Delaware Group of Funds dated as of August 19, 1996 ("Agreement"). All
portfolios added to this Schedule A by amendment executed by a Company on behalf
of such Portfolio hereof shall be a New Portfolio for purposes of Schedule B to
the Agreement.
<PAGE>
Delaware Group Foundation Funds (New)
Balanced Portfolio (New)
Growth Portfolio (New)
Income Portfolio (New)
Delaware Group Government Fund, Inc.
Government Income Series (U.S. Government Fund)
Delaware Group Global & International Funds, Inc.
Emerging Markets Fund (New)
Global Assets Fund
Global Bond Fund
International Equity Fund
Global Equity Fund (New)
International Small Cap Fund (New)
Delaware Group Income Funds, Inc. (formerly Delchester)
Delchester Fund
High-Yield Opportunities Fund (New)
Strategic Income Fund (New)
Delaware Group Limited-Term Government Funds, Inc.
Limited-Term Government Fund
U. S. Government Money Fund
Delaware Pooled Trust, Inc.
The Aggressive Growth Portfolio
The Large-Cap Value Equity Portfolio
(formerly The Defensive Equity Portfolio)
The Small/Mid-Cap Value Equity Portfolio (New)
(formerly The Defensive Equity Small/Mid-Cap Portfolio)
The Defensive Equity Utility Portfolio (deregistered
January 14, 1997)
The Emerging Markets Portfolio (New)
The Intermediate Fixed Income Portfolio
(formerly The Fixed Income Portfolio)
The Global Fixed Income Portfolio
The High-Yield Bond Portfolio (New)
The International Equity Portfolio
The International Fixed Income Portfolio (New)
The Labor Select International Equity Portfolio
The Limited-Term Maturity Portfolio (New)
The Real Estate Investment Trust Portfolio
The Global Equity Portfolio (New)
The Real Estate Investment Trust Portfolio II (New)
The Diversified Core Fixed Income Portfolio (New)
The Aggregate Fixed Income Portfolio (New)
11
<PAGE>
Delaware Group Premium Fund, Inc.
Capital Reserves Series
Cash Reserve Series
Convertible Securities Series (New)
Decatur Total Return Series
Delaware Series
Delchester Series
Devon Series (New)
Emerging Markets Series (New)
DelCap Series
Global Bond Series (New)
International Equity Series
Quantum Series (New)
REIT Series (New)
Strategic Income Series (New)
Trend Series
Value Series
Delaware Group Tax-Free Fund, Inc.
Tax-Free Insured Fund
Tax-Free USA Fund
Tax-Free USA Intermediate Fund
Delaware Group Tax-Free Money Fund, Inc.
Delaware Group State Tax-Free Income Trust (formerly DMCT Tax-Free Income
Trust-Pennsylvania)
Tax-Free Pennsylvania Fund
Tax-Free New Jersey Fund (New)
Tax-Free Ohio Fund (New)
Voyageur Funds, Inc.
Voyageur U.S. Government Securities Fund (New)
Voyageur Insured Funds, Inc.
Arizona Insured Tax Free Fund (New)
Colorado Insured Fund (New)
Minnesota Insured Fund (New)
National Insured Tax Free Fund (New)
Voyageur Intermediate Tax Free Funds, Inc.
Arizona Limited Term Tax Free Fund (New)
California Limited Term Tax Free Fund (New)
Colorado Limited Term Tax Free Fund (New)
Minnesota Limited Term Tax Free Fund (New)
National Limited Term Tax Free Fund (New)
12
<PAGE>
Voyageur Investment Trust
California Insured Tax Free Fund (New)
Florida Insured Tax Free Fund (New)
Florida Tax Free Fund (New)
Kansas Tax Free Fund (New)
Missouri Insured Tax Free Fund (New)
New Mexico Tax Free Fund (New)
Oregon Insured Tax Free Fund (New)
Utah Tax Free Fund (New)
Washington Insured Tax Free Fund (New)
Voyageur Investment Trust II
Florida Limited Term Tax Free Fund (New)
Voyageur Mutual Funds, Inc.
Arizona Tax Free Fund (New)
California Tax Free Fund (New)
Iowa Tax Free Fund (New)
Idaho Tax Free Fund (New)
Minnesota High Yield Municipal Bond Fund (New)
National High Yield Municipal Bond Fund (New)
National Tax Free Fund (New)
New York Tax Free Fund (New)
Wisconsin Tax Free Fund (New)
Voyageur Mutual Funds II, Inc.
Colorado Tax Free Fund (New)
Voyageur Mutual Funds III, Inc.
Aggressive Growth Fund (New)
Growth Stock Fund (New)
International Equity Fund (New)
Tax Efficient Equity Fund (New)
Voyageur Tax Free Funds, Inc.
Minnesota Tax Free Fund (New)
North Dakota Tax Free Fund (New)
13
<PAGE>
Dated as of March 31, 1998
DELAWARE SERVICE COMPANY, INC.
/s/David K. Downes
By: _______________________________________________________________
David K. Downes
President, Chief Executive Officer and Chief Financial Officer
DELAWARE GROUP ADVISER FUNDS, INC.
DELAWARE GROUP CASH RESERVE, INC.
DELAWARE GROUP EQUITY FUNDS I, INC.
DELAWARE GROUP EQUITY FUNDS II, INC.
DELAWARE GROUP EQUITY FUNDS III, INC.
DELAWARE GROUP EQUITY FUNDS IV, INC.
DELAWARE GROUP EQUITY FUNDS V, INC.
DELAWARE GROUP FOUNDATION FUNDS
DELAWARE GROUP GOVERNMENT FUND, INC.
DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS, INC.
DELAWARE GROUP INCOME FUNDS, INC.
DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS, INC.
DELAWARE POOLED TRUST, INC.
DELAWARE GROUP PREMIUM FUND, INC.
DELAWARE GROUP STATE TAX-FREE INCOME TRUST
DELAWARE GROUP TAX-FREE FUND, INC.
DELAWARE GROUP TAX-FREE MONEY FUND, INC.
VOYAGEUR FUNDS, INC.
VOYAGEUR INSURED FUNDS, INC.
VOYAGEUR INTERMEDIATE TAX FREE FUNDS, INC.
VOYAGEUR INVESTMENT TRUST
VOYAGEUR INVESTMENT TRUST II
VOYAGEUR MUTUAL FUNDS, INC.
VOYAGEUR MUTUAL FUNDS II, INC.
VOYAGEUR MUTUAL FUNDS III, INC.
/s/ Wayne A. Stork
By: _______________________________________________________________
Wayne A. Stork
Chairman
14
<PAGE>
EX-99.B9BII
Exhibit 24 (b)(9)(b)(ii)
AMENDMENT NO. 10
to
SCHEDULE A
of
DELAWARE GROUP OF FUNDS*
FUND ACCOUNTING AGREEMENT
Delaware Group Adviser Funds, Inc.
Corporate Income Fund (liquidated September 19, 1997)
Enterprise Fund (liquidated September 19, 1997)
Federal Bond Fund (liquidated September 19, 1997)
New Pacific Fund
U.S. Growth Fund
Overseas Equity Fund (formerly World Growth Fund)
Delaware Group Cash Reserve, Inc.
Delaware Group Equity Funds I, Inc. (formerly Delaware)
Delaware Fund
Devon Fund
Delaware Group Equity Funds II, Inc. (formerly Decatur)
Blue Chip Fund (New)
Decatur Income Fund
Decatur Total Return Fund
Social Awareness Fund (formerly Quantum Fund) (New)
Delaware Group Equity Funds III, Inc. (formerly Trend)
Trend Fund
Delaware Group Equity Funds IV, Inc. (formerly DelCap)
Capital Appreciation Fund (New)
DelCap Fund
Delaware Group Equity Funds V, Inc. (formerly Value)
Small Cap Value Fund (formerly Value Fund)
Retirement Income Fund (New)
- ------------------
*Except as otherwise noted, all Portfolios included on this Schedule A
are Existing Portfolios for purposes of the compensation described on Schedule B
to that Fund Accounting Agreement between Delaware Service Company, Inc. and the
Delaware Group of Funds dated as of August 19, 1996 ("Agreement"). All
portfolios added to this Schedule A by amendment executed by a Company on behalf
of such Portfolio hereof shall be a New Portfolio for purposes of Schedule B to
the Agreement.
15
<PAGE>
Delaware Group Foundation Funds (New)
Balanced Portfolio (New)
Growth Portfolio (New)
Income Portfolio (New)
The Asset Allocation Portfolio (New)
Delaware Group Government Fund, Inc.
Government Income Series (U.S. Government Fund)
Delaware Group Global & International Funds, Inc.
Emerging Markets Fund (New)
Global Assets Fund
Global Bond Fund
International Equity Fund
Global Equity Fund (New)
International Small Cap Fund (New)
Delaware Group Income Funds, Inc. (formerly Delchester)
Delchester Fund
High-Yield Opportunities Fund (New)
Strategic Income Fund (New)
Delaware Group Limited-Term Government Funds, Inc.
Limited-Term Government Fund
U. S. Government Money Fund
Delaware Pooled Trust, Inc.
The Aggressive Growth Portfolio
The Large-Cap Value Equity Portfolio
(formerly The Defensive Equity Portfolio)
The Small/Mid-Cap Value Equity Portfolio (New)
(formerly The Defensive Equity Small/Mid-Cap Portfolio)
The Defensive Equity Utility Portfolio (deregistered January 14, 1997)
The Emerging Markets Portfolio (New)
The Intermediate Fixed Income Portfolio
(formerly The Fixed Income Portfolio)
The Global Fixed Income Portfolio
The High-Yield Bond Portfolio (New)
The International Equity Portfolio
The International Fixed Income Portfolio (New)
The Labor Select International Equity Portfolio
The Limited-Term Maturity Portfolio (New)
The Real Estate Investment Trust Portfolio
The Global Equity Portfolio (New)
The Real Estate Investment Trust Portfolio II (New)
The Diversified Core Fixed Income Portfolio (New)
The Aggregate Fixed Income Portfolio (New)
The Small-Cap Growth Equity Portfolio (New)
The Growth and Income Portfolio (New)
Delaware Group Premium Fund, Inc.
Capital Reserves Series
Cash Reserve Series
16
<PAGE>
Convertible Securities Series (New)
Decatur Total Return Series
Delaware Series
Delchester Series
Devon Series (New)
Emerging Markets Series (New)
DelCap Series
Global Bond Series (New)
International Equity Series
Social Awareness Series (formerly Quantum Series) (New)
REIT Series (New)
Strategic Income Series (New)
Trend Series
Small Cap Value Series (formerly Value Series)
Delaware Group Tax-Free Fund, Inc.
Tax-Free Insured Fund
Tax-Free USA Fund
Tax-Free USA Intermediate Fund
Delaware Group Tax-Free Money Fund, Inc.
Delaware Group State Tax-Free Income Trust (formerly DMCT Tax-Free Income
Trust-Pennsylvania)
Tax-Free Pennsylvania Fund
Tax-Free New Jersey Fund (New)
Tax-Free Ohio Fund (New)
Voyageur Funds, Inc.
Voyageur US Government Securities Fund (New)
Voyageur Insured Funds, Inc.
Arizona Insured Tax Free Fund (New)
Colorado Insured Fund (New)
Minnesota Insured Fund (New)
National Insured Tax Free Fund (New)
Voyageur Intermediate Tax Free Funds, Inc.
Arizona Limited Term Tax Free Fund (New)
California Limited Term Tax Free Fund (New)
Colorado Limited Term Tax Free Fund (New)
Minnesota Limited Term Tax Free Fund (New)
National Limited Term Tax Free Fund (New)
17
<PAGE>
Voyageur Investment Trust
California Insured Tax Free Fund (New)
Florida Insured Tax Free Fund (New)
Florida Tax Free Fund (New)
Kansas Tax Free Fund (New)
Missouri Insured Tax Free Fund (New)
New Mexico Tax Free Fund (New)
Oregon Insured Tax Free Fund (New)
Utah Tax Free Fund (New)
Washington Insured Tax Free Fund (New)
Voyageur Investment Trust II
Florida Limited Term Tax Free Fund (New)
Voyageur Mutual Funds, Inc.
Arizona Tax Free Fund (New)
California Tax Free Fund (New)
Iowa Tax Free Fund (New)
Idaho Tax Free Fund (New)
Minnesota High Yield Municipal Bond Fund (New)
National High Yield Municipal Bond Fund (New)
National Tax Free Fund (New)
New York Tax Free Fund (New)
Wisconsin Tax Free Fund (New)
Voyageur Mutual Funds II, Inc.
Colorado Tax Free Fund (New)
Voyageur Mutual Funds III, Inc.
Aggressive Growth Fund (New)
Growth Stock Fund (New)
International Equity Fund (New)
Tax Efficient Equity Fund (New)
Voyageur Tax Free Funds, Inc.
Minnesota Tax Free Fund (New)
North Dakota Tax Free Fund (New)
18
<PAGE>
Dated as of August , 1998
DELAWARE SERVICE COMPANY, INC.
By: ___________________________________________________________________
David K. Downes
President, Chief Executive Officer and Chief Financial Officer
DELAWARE GROUP ADVISER FUNDS, INC.
DELAWARE GROUP CASH RESERVE, INC.
DELAWARE GROUP EQUITY FUNDS I, INC.
DELAWARE GROUP EQUITY FUNDS II, INC.
DELAWARE GROUP EQUITY FUNDS III, INC.
DELAWARE GROUP EQUITY FUNDS IV, INC.
DELAWARE GROUP EQUITY FUNDS V, INC.
DELAWARE GROUP FOUNDATION FUNDS
DELAWARE GROUP GOVERNMENT FUND, INC.
DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS, INC.
DELAWARE GROUP INCOME FUNDS, INC.
DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS, INC.
DELAWARE POOLED TRUST, INC.
DELAWARE GROUP PREMIUM FUND, INC.
DELAWARE GROUP STATE TAX-FREE INCOME TRUST
DELAWARE GROUP TAX-FREE FUND, INC.
DELAWARE GROUP TAX-FREE MONEY FUND, INC.
VOYAGEUR FUNDS, INC.
VOYAGEUR INSURED FUNDS, INC.
VOYAGEUR INTERMEDIATE TAX FREE FUNDS, INC.
VOYAGEUR INVESTMENT TRUST
VOYAGEUR INVESTMENT TRUST II
VOYAGEUR MUTUAL FUNDS, INC.
VOYAGEUR MUTUAL FUNDS II, INC.
VOYAGEUR MUTUAL FUNDS III, INC.
By: ____________________________________________________________________
Wayne A. Stork
Chairman
19
<PAGE>
EX-99.B9BIII
Exhibit 24(b)(9)(b)(iii)
AMENDMENT NO. 11
to
SCHEDULE A
of
DELAWARE GROUP OF FUNDS*
FUND ACCOUNTING AGREEMENT
Delaware Group Adviser Funds, Inc.
Corporate Income Fund (liquidated September 19, 1997)
Enterprise Fund (liquidated September 19, 1997)
Federal Bond Fund (liquidated September 19, 1997)
New Pacific Fund
U.S. Growth Fund
Overseas Equity Fund (formerly World Growth Fund)
Delaware Group Cash Reserve, Inc.
Delaware Group Equity Funds I, Inc. (formerly Delaware)
Delaware Fund
Devon Fund
Delaware Group Equity Funds II, Inc. (formerly Decatur)
Blue Chip Fund (New)
Decatur Income Fund
Decatur Total Return Fund
Social Awareness Fund (formerly Quantum Fund) (New)
Diversified Value Fund (New)
Delaware Group Equity Funds III, Inc. (formerly Trend)
Trend Fund
Delaware Group Equity Funds IV, Inc. (formerly DelCap)
Capital Appreciation Fund (New)
DelCap Fund
Delaware Group Equity Funds V, Inc. (formerly Value)
Small Cap Value Fund (formerly Value Fund)
Retirement Income Fund (New)
- ------------------
*Except as otherwise noted, all Portfolios included on this
Schedule A are Existing Portfolios for purposes of the compensation described on
Schedule B to that Fund Accounting Agreement between Delaware Service Company,
Inc. and the Delaware Group of Funds dated as of August 19, 1996 ("Agreement").
All portfolios added to this Schedule A by amendment executed by a Company on
behalf of such Portfolio hereof shall be a New Portfolio for purposes of
Schedule B to the Agreement.
20
<PAGE>
Delaware Group Foundation Funds (New)
Balanced Portfolio (New)
Growth Portfolio (New)
Income Portfolio (New)
The Asset Allocation Portfolio (New)
Delaware Group Government Fund, Inc.
Government Income Series (U.S. Government Fund)
Delaware Group Global & International Funds, Inc.
Emerging Markets Fund (New)
Global Assets Fund
Global Bond Fund
International Equity Fund
Global Equity Fund (New)
International Small Cap Fund (New)
Delaware Group Income Funds, Inc. (formerly Delchester)
Delchester Fund
High-Yield Opportunities Fund (New)
Strategic Income Fund (New)
Delaware Group Limited-Term Government Funds, Inc.
Limited-Term Government Fund
U. S. Government Money Fund
Delaware Pooled Trust, Inc.
The Aggressive Growth Portfolio
The Large-Cap Value Equity Portfolio
(formerly The Defensive Equity Portfolio)
The Small/Mid-Cap Value Equity Portfolio (New)
(formerly The Defensive Equity Small/Mid-Cap Portfolio)
The Defensive Equity Utility Portfolio
(deregistered January 14, 1997)
The Emerging Markets Portfolio (New)
The Intermediate Fixed Income Portfolio
(formerly The Fixed Income Portfolio)
The Global Fixed Income Portfolio
The High-Yield Bond Portfolio (New)
The International Equity Portfolio
The International Fixed Income Portfolio (New)
The Labor Select International Equity Portfolio
The Limited-Term Maturity Portfolio (New)
The Real Estate Investment Trust Portfolio
The Global Equity Portfolio (New)
The Real Estate Investment Trust Portfolio II (New)
The Diversified Core Fixed Income Portfolio (New)
The Aggregate Fixed Income Portfolio (New)
The Small-Cap Growth Equity Portfolio (New)
The Growth and Income Portfolio (New)
21
<PAGE>
Delaware Group Premium Fund, Inc.
Capital Reserves Series
Cash Reserve Series
Convertible Securities Series (New)
Decatur Total Return Series
Delaware Series
Delchester Series
Devon Series (New)
Emerging Markets Series (New)
DelCap Series Global Bond Series (New)
International Equity Series
Social Awareness Series (formerly Quantum Series) (New)
REIT Series (New)
Strategic Income Series (New)
Trend Series
Small Cap Value Series (formerly Value Series)
Delaware Group Tax-Free Fund, Inc.
Tax-Free Insured Fund
Tax-Free USA Fund
Tax-Free USA Intermediate Fund
Delaware Group Tax-Free Money Fund, Inc.
Delaware Group State Tax-Free Income Trust (formerly DMCT Tax-Free Income
Trust-Pennsylvania)
Tax-Free Pennsylvania Fund
Tax-Free New Jersey Fund (New)
Tax-Free Ohio Fund (New)
Voyageur Funds, Inc.
Voyageur US Government Securities Fund (New)
Voyageur Insured Funds, Inc.
Arizona Insured Tax Free Fund (New)
Colorado Insured Fund (New)
Minnesota Insured Fund (New)
National Insured Tax Free Fund (New)
Voyageur Intermediate Tax Free Funds, Inc.
Arizona Limited Term Tax Free Fund (New)
California Limited Term Tax Free Fund (New)
Colorado Limited Term Tax Free Fund (New)
Minnesota Limited Term Tax Free Fund (New)
National Limited Term Tax Free Fund (New)
22
<PAGE>
Voyageur Investment Trust
California Insured Tax Free Fund (New)
Florida Insured Tax Free Fund (New)
Florida Tax Free Fund (New)
Kansas Tax Free Fund (New)
Missouri Insured Tax Free Fund (New)
New Mexico Tax Free Fund (New)
Oregon Insured Tax Free Fund (New)
Utah Tax Free Fund (New)
Washington Insured Tax Free Fund (New)
Voyageur Investment Trust II
Florida Limited Term Tax Free Fund (New)
Voyageur Mutual Funds, Inc.
Arizona Tax Free Fund (New)
California Tax Free Fund (New)
Iowa Tax Free Fund (New)
Idaho Tax Free Fund (New)
Minnesota High Yield Municipal Bond Fund (New)
National High Yield Municipal Bond Fund (New)
National Tax Free Fund (New)
New York Tax Free Fund (New)
Wisconsin Tax Free Fund (New)
Voyageur Mutual Funds II, Inc.
Colorado Tax Free Fund (New)
Voyageur Mutual Funds III, Inc.
Aggressive Growth Fund (New)
Growth Stock Fund (New)
International Equity Fund (New)
Tax Efficient Equity Fund (New)
Voyageur Tax Free Funds, Inc.
Minnesota Tax Free Fund (New)
North Dakota Tax Free Fund (New)
23
<PAGE>
Dated as of August , 1998
DELAWARE SERVICE COMPANY, INC.
By: ______________________________________________________
David K. Downes
President, Chief Executive Officer and Chief Financial
Officer
DELAWARE GROUP ADVISER FUNDS, INC.
DELAWARE GROUP CASH RESERVE, INC.
DELAWARE GROUP EQUITY FUNDS I, INC.
DELAWARE GROUP EQUITY FUNDS II, INC.
DELAWARE GROUP EQUITY FUNDS III, INC.
DELAWARE GROUP EQUITY FUNDS IV, INC.
DELAWARE GROUP EQUITY FUNDS V, INC.
DELAWARE GROUP FOUNDATION FUNDS
DELAWARE GROUP GOVERNMENT FUND, INC.
DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS, INC.
DELAWARE GROUP INCOME FUNDS, INC.
DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS, INC.
DELAWARE POOLED TRUST, INC.
DELAWARE GROUP PREMIUM FUND, INC.
DELAWARE GROUP STATE TAX-FREE INCOME TRUST
DELAWARE GROUP TAX-FREE FUND, INC.
DELAWARE GROUP TAX-FREE MONEY FUND, INC.
VOYAGEUR FUNDS, INC.
VOYAGEUR INSURED FUNDS, INC.
VOYAGEUR INTERMEDIATE TAX FREE FUNDS, INC.
VOYAGEUR INVESTMENT TRUST
VOYAGEUR INVESTMENT TRUST II
VOYAGEUR MUTUAL FUNDS, INC.
VOYAGEUR MUTUAL FUNDS II, INC.
VOYAGEUR MUTUAL FUNDS III, INC.
By: ______________________________________________________
Wayne A. Stork
Chairman
24
<PAGE>
EX-99.B9BIV
Exhibit 24(b)(9)(b)(iv)
AMENDMENT NO. 12
to
SCHEDULE A
of
DELAWARE GROUP OF FUNDS*
FUND ACCOUNTING AGREEMENT
Delaware Group Adviser Funds, Inc.
Corporate Income Fund (liquidated September 19, 1997)
Enterprise Fund (liquidated September 19, 1997)
Federal Bond Fund (liquidated September 19, 1997)
New Pacific Fund
U.S. Growth Fund
Overseas Equity Fund (formerly World Growth Fund)
Delaware Group Cash Reserve, Inc.
Delaware Group Equity Funds I, Inc. (formerly Delaware)
Delaware Fund
Devon Fund
Delaware Group Equity Funds II, Inc. (formerly Decatur)
Blue Chip Fund (New)
Decatur Income Fund
Decatur Total Return Fund
Social Awareness Fund (formerly Quantum Fund) (New)
Diversified Value Fund (New)
Delaware Group Equity Funds III, Inc. (formerly Trend)
Trend Fund
Delaware Group Equity Funds IV, Inc. (formerly DelCap)
Capital Appreciation Fund (New)
DelCap Fund
Delaware Group Equity Funds V, Inc. (formerly Value)
Small Cap Value Fund (formerly Value Fund)
Retirement Income Fund (New)
- ------------------
*Except as otherwise noted, all Portfolios included on
this Schedule A are Existing Portfolios for purposes of the compensation
described on Schedule B to that Fund Accounting Agreement between Delaware
Service Company, Inc. and the Delaware Group of Funds dated as of August 19,
1996 ("Agreement"). All portfolios added to this Schedule A by amendment
executed by a Company on behalf of such Portfolio hereof shall be a New
Portfolio for purposes of Schedule B to the Agreement.
25
<PAGE>
Delaware Group Foundation Funds (New)
Balanced Portfolio (New)
Growth Portfolio (New)
Income Portfolio (New)
The Asset Allocation Portfolio (New)
Delaware Group Government Fund, Inc.
Government Income Series (U.S. Government Fund )
Delaware Group Global & International Funds, Inc.
Emerging Markets Fund (New)
Global Assets Fund
Global Bond Fund
International Equity Fund
Global Equity Fund (New)
International Small Cap Fund (New)
Delaware Group Income Funds, Inc. (formerly Delchester)
Delchester Fund
High-Yield Opportunities Fund (New)
Strategic Income Fund (New)
Corporate Bond Fund (New)
Extended Duration Bond Fund (New)
Delaware Group Limited-Term Government Funds, Inc.
Limited-Term Government Fund
U. S. Government Money Fund
Delaware Pooled Trust, Inc.
The Aggressive Growth Portfolio
The Large-Cap Value Equity Portfolio
(formerly The Defensive Equity Portfolio)
The Small/Mid-Cap Value Equity Portfolio (New)
(formerly The Defensive Equity Small/Mid-Cap Portfolio)
The Defensive Equity Utility Portfolio
(deregistered January 14, 1997)
The Emerging Markets Portfolio (New)
The Intermediate Fixed Income Portfolio
(formerly The Fixed Income Portfolio)
The Global Fixed Income Portfolio
The High-Yield Bond Portfolio (New)
The International Equity Portfolio
The International Fixed Income Portfolio (New)
The Labor Select International Equity Portfolio
The Limited-Term Maturity Portfolio (New)
The Real Estate Investment Trust Portfolio
The Global Equity Portfolio (New)
The Real Estate Investment Trust Portfolio II (New)
The Diversified Core Fixed Income Portfolio (New)
The Aggregate Fixed Income Portfolio (New)
The Small-Cap Growth Equity Portfolio (New)
The Growth and Income Portfolio (New)
Delaware Group Premium Fund, Inc.
26
<PAGE>
Capital Reserves Series
Cash Reserve Series
Convertible Securities Series (New)
Decatur Total Return Series
Delaware Series
Delchester Series
Devon Series (New)
Emerging Markets Series (New)
DelCap Series Global Bond Series (New)
International Equity Series
Social Awareness Series (formerly Quantum Series) (New)
REIT Series (New)
Strategic Income Series (New)
Trend Series
Small Cap Value Series (formerly Value Series)
Delaware Group Tax-Free Fund, Inc.
Tax-Free Insured Fund
Tax-Free USA Fund
Tax-Free USA Intermediate Fund
Delaware Group Tax-Free Money Fund, Inc.
Delaware Group State Tax-Free Income Trust (formerly DMCT Tax-Free Income
Trust-Pennsylvania)
Tax-Free Pennsylvania Fund
Tax-Free New Jersey Fund (New)
Tax-Free Ohio Fund (New)
Voyageur Funds, Inc.
Voyageur US Government Securities Fund (New)
Voyageur Insured Funds, Inc.
Arizona Insured Tax Free Fund (New)
Colorado Insured Fund (New)
Minnesota Insured Fund (New)
National Insured Tax Free Fund (New)
Voyageur Intermediate Tax Free Funds, Inc.
Arizona Limited Term Tax Free Fund (New)
California Limited Term Tax Free Fund (New)
Colorado Limited Term Tax Free Fund (New)
Minnesota Limited Term Tax Free Fund (New)
National Limited Term Tax Free Fund (New)
27
<PAGE>
Voyageur Investment Trust
California Insured Tax Free Fund (New)
Florida Insured Tax Free Fund (New)
Florida Tax Free Fund (New)
Kansas Tax Free Fund (New)
Missouri Insured Tax Free Fund (New)
New Mexico Tax Free Fund (New)
Oregon Insured Tax Free Fund (New)
Utah Tax Free Fund (New)
Washington Insured Tax Free Fund (New)
Voyageur Investment Trust II
Florida Limited Term Tax Free Fund (New)
Voyageur Mutual Funds, Inc.
Arizona Tax Free Fund (New)
California Tax Free Fund (New)
Iowa Tax Free Fund (New)
Idaho Tax Free Fund (New)
Minnesota High Yield Municipal Bond Fund (New)
National High Yield Municipal Bond Fund (New)
National Tax Free Fund (New)
New York Tax Free Fund (New)
Wisconsin Tax Free Fund (New)
Voyageur Mutual Funds II, Inc.
Colorado Tax Free Fund (New)
Voyageur Mutual Funds III, Inc.
Aggressive Growth Fund (New)
Growth Stock Fund (New)
International Equity Fund (New)
Tax Efficient Equity Fund (New)
Voyageur Tax Free Funds, Inc.
Minnesota Tax Free Fund (New)
North Dakota Tax Free Fund (New)
28
<PAGE>
Dated as of September , 1998
DELAWARE SERVICE COMPANY, INC.
By: ------------------------------------------------------
David K. Downes
President, Chief Executive Officer and Chief Financial
Officer
DELAWARE GROUP ADVISER FUNDS, INC.
DELAWARE GROUP CASH RESERVE, INC.
DELAWARE GROUP EQUITY FUNDS I, INC.
DELAWARE GROUP EQUITY FUNDS II, INC.
DELAWARE GROUP EQUITY FUNDS III, INC.
DELAWARE GROUP EQUITY FUNDS IV, INC.
DELAWARE GROUP EQUITY FUNDS V, INC.
DELAWARE GROUP FOUNDATION FUNDS
DELAWARE GROUP GOVERNMENT FUND, INC.
DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS, INC.
DELAWARE GROUP INCOME FUNDS, INC.
DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS, INC.
DELAWARE POOLED TRUST, INC.
DELAWARE GROUP PREMIUM FUND, INC.
DELAWARE GROUP STATE TAX-FREE INCOME TRUST
DELAWARE GROUP TAX-FREE FUND, INC.
DELAWARE GROUP TAX-FREE MONEY FUND, INC.
VOYAGEUR FUNDS, INC.
VOYAGEUR INSURED FUNDS, INC.
VOYAGEUR INTERMEDIATE TAX FREE FUNDS, INC.
VOYAGEUR INVESTMENT TRUST
VOYAGEUR INVESTMENT TRUST II
VOYAGEUR MUTUAL FUNDS, INC.
VOYAGEUR MUTUAL FUNDS II, INC.
VOYAGEUR MUTUAL FUNDS III, INC.
By: ------------------------------------------------------
Wayne A. Stork
Chairman
28
<PAGE>
Law Office
Stradley, Ronon, Stevens & Young, LLP
2600 One Commerce Square
Philadelphia, Pennsylvania 19103-7098
(215) 564-8000
Direct Dial: (215) 564-8115
November 30, 1998
Voyageur Investment Trust
1818 Market Street
Philadelphia, PA 19103
Re: Legal Opinion-Securities Act of 1933
Ladies and Gentlemen:
We have examined the Agreement and Declaration of Trust (the
"Declaration"), of Voyageur Investment Trust (the "Trust"), a series business
trust organized under the laws of the Commonwealth of Massachusetts, the By-Laws
of the Trust, and its proposed form of Share Certificates (if any), all as
amended to date, and the various pertinent corporate proceedings we deem
material. We have also examined the Notification of Registration and the
Registration Statements filed under the Investment Company Act of 1940 as
amended, (the "Investment Company Act") and the Securities Act of 1933 as
amended, (the "Securities Act"), all as amended to date, as well as other items
we deem material to this opinion.
The Trust is authorized by the Declaration to issue an
unlimited number of shares of beneficial interest with no par value and
currently issues shares of the Tax-Free California Insured Fund, Tax-Free
Florida Fund, Tax-Free Florida Insured Fund, Tax-Free Kansas Fund, Tax-Free
Missouri Insured Fund, Tax-Free New Mexico Fund, Tax-Free Oregon Insured Fund,
Tax-Free Utah Fund and Tax-Free Washington Insured Fund series of shares. The
Declaration also empowers the Board to designate any additional series or
classes and allocate shares to such series or classes.
<PAGE>
The Trust has filed with the U.S. Securities and Exchange
Commission, a registration statement under the Securities Act, which
registration statement is deemed to register an indefinite number of shares of
the Trust pursuant to the provisions of Section 24(f) of the Investment Company
Act. You have further advised us that the Trust has filed, and each year
hereafter will timely file, a Notice pursuant to Rule 24f-2 under the Investment
Company Act perfecting the registration of the shares sold by the Trust during
each fiscal year during which such registration of an indefinite number of
shares remains in effect.
You have also informed us that the shares of the Trust have
been, and will continue to be, sold in accordance with the Trust's usual method
of distributing its registered shares, under which prospectuses are made
available for delivery to offerees and purchasers of such shares in accordance
with Section 5(b) of the Securities Act.
Based upon the foregoing information and examination, so long
as the Trust remains a valid and subsisting entity under the laws of its state
of organization, and the registration of an indefinite number of shares of the
Trust remains effective, the authorized shares of the Trust when issued for the
consideration set by the Board of Directors pursuant to the Articles, and
subject to compliance with Rule 24f-2, will be legally outstanding, fully-paid,
and non-assessable shares, and the holders of such shares will have all the
rights provided for with respect to such holding by the Declaration and the laws
of the Commonwealth of Massachusetts.
We hereby consent to the use of this opinion, in lieu of any
other, as an exhibit to the Registration Statement of the Trust, along with any
amendments thereto, covering the registration of the shares of the Trust under
the Securities Act and the applications, registration statements or notice
filings, and amendments thereto, filed in accordance with the securities laws of
the several states in which shares of the Trust are offered, and we further
consent to reference in the registration statement of the Trust to the fact that
this opinion concerning the legality of the issue has been rendered by us.
Very truly yours,
STRADLEY, RONON, STEVENS & YOUNG, LLP
BY: /s/ Bruce G. Leto
--------------------------
Bruce G. Leto
<PAGE>
Consent of Ernst & Young LLP, Independent Auditors
We consent to the references to our firm under the captions "Financial
Highlights" in the Prospectus and "Financial Statements" in the Statement of
Additional Information and to the incorporation by reference in this
Post-Effective Amendment No. 17 to the Registration Statement (Form N-1A) (No.
33-42827) of Voyageur Investment Trust (comprised of Delaware-Voyageur Tax-Free
California Insured Fund, Delaware-Voyageur Tax-Free Florida Fund,
Delaware-Voyageur Tax-Free Florida Insured Fund, Delaware-Voyageur Tax-Free
Kansas Fund, Delaware-Voyageur Tax-Free Missouri Insured Fund, Delaware-Voyageur
Tax-Free New Mexico Fund, Delaware-Voyageur Tax-Free Oregon Insured Fund,
Delaware-Voyageur Tax-Free Utah Fund, and Delaware-Voyageur Tax-Free Washington
Insured Fund) of our reports dated October 5, 1998, included in the 1998 Annual
Reports to shareholders.
/s/ Ernst & Young LLP
- ---------------------
Ernst & Young LLP
Philadelphia, Pennsylvania
November 30, 1998
<PAGE>
Report of Independent Auditors
To the Shareholders and Board of Directors
Voyageur Mutual Funds, Inc. - Delaware-Voyageur Tax-Free Arizona Fund
Voyageur Insured Funds, Inc. - Delaware-Voyageur Tax-Free Arizona Insured Fund
Voyageur Mutual Funds, Inc. - Delaware-Voyageur Tax-Free California Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free California Insured Fund
Voyageur Mutual Funds II, Inc. - Delaware-Voyageur Tax-Free Colorado Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free New Mexico Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free Utah Fund
We have audited the accompanying statements of net assets of Tax-Free Arizona
Fund, Tax-Free Arizona Insured Fund, Tax-Free California Fund, Tax-Free
California Insured Fund, Tax-Free Colorado Fund, Tax-Free New Mexico Fund and
Tax-Free Utah Fund (the "Funds") as of August 31, 1998, and the related
statements of operations, statements of changes in net assets and financial
highlights for the period January 1, 1998 through August 31, 1998 and for the
year ended December 31, 1997. These financial statements and financial
highlights are the responsibility of the Funds' management. Our responsibility
is to express an opinion on these financial statements and financial highlights
based on our audits. The statements of changes in net assets for the year ended
December 31, 1996 and the financial highlights for the periods presented through
December 31, 1996 were audited by other auditors whose reports thereon dated
February 14, 1997 expressed unqualified opinions on those statements and
financial highlights.
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 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 August 31, 1998, 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 each
of the respective Funds at August 31, 1998, and the results of their operations,
the changes in their net assets and their financial highlights for the period
January 1, 1998 through August 31, 1998 and for the year ended December 31,
1997, in conformity with generally accepted accounting principles.
/s/ Ernst & Young LLP
- -----------------------------
Ernst & Young LLP
Philadelphia, Pennsylvania
October 5, 1998
<PAGE>
Report of Independent Auditors
To the Shareholders and Board of Directors
Voyageur Investment Trust - Delaware-Voyageur Tax-Free Florida Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free Florida Insured Fund
Voyageur Mutual Funds, Inc. - Delaware-Voyageur Tax-Free New York Fund
We have audited the accompanying statements of net assets of Tax-Free Florida
Fund, Tax-Free Florida Insured Fund, and Tax-Free New York Fund (the "Funds") as
of August 31, 1998, and the related statements of operations, statements of
changes in net assets and financial highlights for the period January 1, 1998
through August 31, 1998 and for the year ended December 31, 1997. These
financial statements and financial highlights are the responsibility of the
Funds' management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits. The
statements of changes in net assets and the financial highlights for the periods
presented through December 31, 1996 were audited by other auditors whose reports
thereon dated February 14, 1997 expressed unqualified opinions on those
statements and financial highlights.
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 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 August 31, 1998, 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 each
of the respective Funds at August 31, 1998, and the results of their operations,
the changes in their net assets and their financial highlights for the period
January 1, 1998 through August 31, 1998 and for the year ended December 31,
1997, in conformity with generally accepted accounting principles.
/s/ Ernst & Young LLP
- -----------------------------
Ernst & Young LLP
Philadelphia, Pennsylvania
October 5, 1998
<PAGE>
Report of Independent Auditors
To the Shareholders and Board of Directors
Voyageur Mutual Funds, Inc. - Delaware-Voyageur Tax-Free Idaho Fund
Voyageur Mutual Funds, Inc. - Delaware-Voyageur Tax-Free Iowa Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free Kansas Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free Missouri Insured Fund
Voyageur Tax-Free Funds, Inc. - Delaware-Voyageur Tax-Free North Dakota Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free Oregon Insured Fund
Voyageur Investment Trust - Delaware-Voyageur Tax-Free Washington Insured Fund
Voyageur Mutual Funds, Inc. - Delaware-Voyageur Tax-Free Wisconsin Fund
We have audited the accompanying statements of net assets of Tax-Free Idaho
Fund, Tax-Free Iowa Fund, Tax-Free Kansas Fund, Tax-Free Missouri Insured Fund,
Tax-Free North Dakota Fund, Tax-Free Oregon Insured Fund, Tax-Free Washington
Insured Fund and Tax-Free Wisconsin Fund (the "Funds") as of August 31, 1998,
and the related statements of operations, statements of changes in net assets
and financial highlights for the period January 1, 1998 through August 31, 1998
and for the year ended December 31, 1997. These financial statements and
financial highlights are the responsibility of the Funds' management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits. The statements of changes in net
assets for the year ended December 31, 1996 and the financial highlights for the
periods presented through December 31, 1996 were audited by other auditors whose
reports thereon dated February 14, 1997 expressed unqualified opinions on those
statements and financial highlights.
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 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 August 31, 1998, 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 each
of the respective Funds at August 31, 1998, and the results of their operations,
the changes in their net assets and their financial highlights for the period
January 1, 1998 through August 31, 1998 and for the year ended December 31,
1997, in conformity with generally accepted accounting principles.
/s/ Ernst & Young LLP
- -----------------------------
Ernst & Young LLP
Philadelphia, Pennsylvania
October 5, 1998
<PAGE>
KPMG Peat Marwick LLP
4200 Norwest Center
90 South Seventh Street
Minneapolis, MN 55402
INDEPENDENT AUDITORS' REPORT
The Board of Directors
Voyageur Tax-Free Funds, Inc.
Voyageur Intermediate Tax-Free Funds, Inc.
Voyageur Insured Funds, Inc.
Voyageur Investment Trust
Voyageur Mutual Funds, Inc.
Voyageur Mutual Funds II, Inc.:
We consent to the use of our reports dated February 14, 1997 incorporated herein
by reference and to the reference of our Firm under the heading "FINANCIAL
STATEMENTS" in the Statement of Additional Information.
/s/KPMG Peat Marwick LLP
------------------------
KPMG Peat Marwick LLP
Minneapolis, Minnesota
November 30, 1998
<PAGE>
KPMG Peat Marwick LLP
4200 Norwest Center
90 South Seventh Street
Minneapolis, MN 55402
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Shareholders
Voyageur Tax-Free Funds, Inc.
Voyageur Intermediate Tax-Free Funds, Inc.
Voyageur Insured Funds, Inc.
Voyageur Investment Trust
Voyageur Mutual Funds, Inc.
Voyageur Mutual Funds II, Inc.:
We have audited the accompanying statements of changes in net assets of Voyageur
Tax-Free Arizona Fund, Voyageur Tax-Free California Fund, Voyageur Tax-Free
Idaho Fund, Voyageur Tax-Free Iowa Fund, Voyageur Minnesota High Yield Municipal
Bond Fund, Voyageur National High Yield Municipal Bond Fund, Voyageur Tax-Free
New York Fund, Voyageur Tax-Free Wisconsin Fund (portfolios within Voyageur
Mutual Funds, Inc.); Voyageur Tax-Free California Insured Fund, Voyageur
Tax-Free Florida Fund, Voyageur Tax-Free Florida Insured Fund, Voyageur Tax-Free
Kansas Fund, Voyageur Tax-Free Missouri Fund, Voyageur Tax-Free New Mexico Fund,
Voyageur Tax-Free Oregon Insured Fund, Voyageur Tax-Free Utah Fund, Voyageur
Tax-Free Washington Insured Fund (portfolios within Voyageur Investment Trust);
Voyageur Tax-Free Arizona Insured Fund, Voyageur Minnesota Insured Fund,
(portfolios within Voyageur Insured Funds, Inc.); Voyageur Tax-Free Minnesota
Fund, Voyageur Tax-Free North Dakota Fund, (portfolios within Voyageur Tax-Free
Funds, Inc.); Voyageur Tax-Free Minnesota Intermediate Fund, (a portfolio within
Voyageur Tax-Free Funds, Inc.); and Voyageur Tax-Free Colorado Fund (a portfolio
within Voyageur Mutual Funds II, Inc.) for the year ended December 31, 1996, and
the financial highlights for the periods ended prior to or on December 31, 1996.
The statements of changes in net assets and the financial highlights are the
responsibility of Fund management. Our responsibility is to express an opinion
on the statements of changes in net assets and the financial highlights based on
our audits.
<PAGE>
KPMG Peat Marwick LLP
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 and the 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. 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 the financial highlights referred
to above present fairly, in all material respects, the changes in net assets of
and financial highlights of the aforementioned funds for the periods ended prior
to or on December 31, 1996, in conformity with generally accepted accounting
principles.
/s/KPMG Peat Marwick LLP
------------------------
KPMG Peat Marwick LLP
Minneapolis, Minnesota
February 14, 1997
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000879342
<NAME> VOYAGEUR INVESTMENT TRUST
<SERIES>
<NUMBER> 011
<NAME> DEL-VOY TAX-FREE FLORIDA INSURED FUND A CLASS
<S> <C>
<PERIOD-TYPE> 8-MOS
<FISCAL-YEAR-END> AUG-31-1998
<PERIOD-END> AUG-31-1998
<INVESTMENTS-AT-COST> 136,022,408
<INVESTMENTS-AT-VALUE> 149,629,678
<RECEIVABLES> 2,722,670
<ASSETS-OTHER> (737,950)
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 151,614,398
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 752,774
<TOTAL-LIABILITIES> 752,774
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 147,108,132
<SHARES-COMMON-STOCK> 12,896,361
<SHARES-COMMON-PRIOR> 13,212,613
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (9,853,778)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 13,607,270
<NET-ASSETS> 146,659,488
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 5,880,971
<OTHER-INCOME> 0
<EXPENSES-NET> 932,440
<NET-INVESTMENT-INCOME> 4,948,531
<REALIZED-GAINS-CURRENT> 1,552,120
<APPREC-INCREASE-CURRENT> 280,912
<NET-CHANGE-FROM-OPS> 6,781,563
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 4,846,965
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 187,745
<NUMBER-OF-SHARES-REDEEMED> 1,839,015
<SHARES-REINVESTED> 123,895
<NET-CHANGE-IN-ASSETS> (17,011,564)
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<NAME> VOYAGEUR INVESTMENT TRUST
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<NAME> DEL-VOY TAX-FREE FLORIDA INSURED FUND B CLASS
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<NAME> VOYAGEUR INVESTMENT TRUST
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<NAME> DELAWARE-VOYAGEUR TAX-FREE KANSAS FUND B CLASS
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<NAME> DELAWARE-VOYAGEUR TAX-FREE KANSAS FUND C CLASS
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<NUMBER> 041
<NAME> DELAWARE-VOYAGEUR TAX-FREE NEW MEXICO FUND A CLASS
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<NAME> DELAWARE-VOYAGEUR TAX-FREE NEW MEXICO FUND B CLASS
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<NAME> DELAWARE-VOYAGEUR TAX-FREE NEW MEXICO FUND C CLASS
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<NAME> VOYAGEUR INVESTMENT TRUST
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<NAME> DELAWARE-VOYAGEUR TAX-FREE OREGON INSURED A CLASS
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<NAME> DELAWARE-VOYAGEUR TAX-FREE OREGON INSURED B CLASS
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<NAME> VOYAGEUR INVESTMENT TRUST
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<NAME> DELAWARE-VOYAGEUR TAX-FREE OREGON INSURED C CLASS
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