DELAWARE GROUP ADVISER FUNDS INC /MD/
497, 1998-12-09
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                            December 9, 1998
                   DELAWARE GROUP ADVISER FUNDS, INC.
                                    
                            U.S.GROWTH FUND
                          OVERSEAS EQUITY FUND
                            NEW PACIFIC FUND
                                    
           CLASS A SHARES, CLASS B SHARES AND CLASS C SHARES
                                    
            SUPPLEMENT TO PROSPECTUS DATED FEBRUARY 28, 1998
                                     
 The following revises information in the footnotes to the
 Annual Operating Expenses table on page 5 of the Prospectus:
 
    Beginning May 1, 1998, the Manager elected voluntarily to
 waive that portion, if any, of the annual Management Fees
 payable by each Fund and to pay a Fund for its expenses to the
 extent necessary to ensure that the total operating expenses of
 the Fund do not exceed on an annualized basis 1.50% for U.S.
 Growth Fund, 1.55% for Overseas Equity Fund and 1.70% for New
 Pacific Fund, in each case as a percentage of average net
 assets (exclusive of 12b-1 Plan expenses, taxes, interest,
 brokerage commissions and extraordinary expenses) through
 October 31, 1998.  These voluntary waivers and payments of
 expenses have been extended through April 30, 1999 for Overseas
 Equity Fund and New Pacific Fund but have not been extended for
 U.S. Growth Fund.  
 
 
 
                         December 9, 1998
                DELAWARE GROUP ADVISER FUNDS, INC.
 
                           U.S.GROWTH FUND
                          OVERSEAS EQUITY FUND
                            NEW PACIFIC FUND
 
                          INSTITUTIONAL CLASS
 
              SUPPLEMENT TO PROSPECTUS DATED FEBRUARY 28, 1998
 
 The following revises information in the footnotes to the
 Annual Operating Expenses table on page 4 of the Prospectus:
 
    Beginning May 1, 1998, the Manager elected voluntarily to
 waive that portion, if any, of the annual Management Fees
 payable by each Fund and to pay a Fund for its expenses to the
 extent necessary to ensure that the total operating expenses of
 the Fund do not exceed on an annualized basis 1.50% for U.S.
 Growth Fund, 1.55% for Overseas Equity Fund and 1.70% for New
 Pacific Fund, in each case as a percentage of average net
 assets (exclusive of taxes, interest, brokerage commissions and
 extraordinary expenses) through October 31, 1998.  These
 voluntary waivers and payments of expenses have been extended
 through April 30, 1999 for Overseas Equity Fund and New Pacific
 Fund but have not been extended for U.S. Growth Fund.  
 


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