Delaware Distributors, L.P. 2005 Market Street Philadelphia, PA 19103

Ex-99.e1.iii

Delaware Distributors, L.P.
0000 Xxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000

January 28, 2010

Delaware Group Foundation Funds
0000 Xxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000

Re: Expense Limitations

Ladies and Gentlemen:

     By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Delaware Distributors, L.P. (the “Distributor”) agrees that in order to improve the performance of the series of Delaware Group Foundation Funds set forth below (each a “Fund”), the Distributor shall waive a portion of the Rule 12b-1 (distribution) fees applicable to the specified Fund class, so that such Fund’s Rule 12b-1 (distribution) fees with respect to such class will not exceed the percentages set forth below for the period January 28, 2010 through January 28, 2011.

Fund		Class		12b-1 Cap
Delaware Foundation Equity Fund		Class A		0.25%
		Class R		0.50%
Delaware Foundation Growth Allocation Fund		Class A		0.25%
		Class R		0.50%
Delaware Foundation Moderate Allocation Fund		Class A		0.25%
		Class R		0.50%
Delaware Foundation Conservative Allocation Fund		Class A		0.25%
		Class R		0.50%

The Distributor acknowledges that it shall not be entitled to collect on, or make a claim for, waived fees at any time in the future.

	Delaware Distributors, L.P.
	By:	/s/ Xxxxxxxx X. Xxxxx
		Name:	Xxxxxxxx X. Xxxxx
		Title:	President

Your signature below acknowledges
acceptance of this Agreement:

Delaware Group Foundation Funds

By:	/s/ Xxxxxxx X. Xxxxx
	Name:	Xxxxxxx X. Xxxxx
	Title:	President
	Date:	January 28, 2010