ASSUMPTION AGREEMENT
INVESTMENT ADVISORY AGREEMENT
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This Assignment and Assumption Agreement is made as of December 31, 2000 by
and between Lincoln Investment Management, Inc., an Illinois Corporation ("LIM")
and Vantage Investment Advisers ("Vantage"), a series of Delaware Management
Business Trust.
WHEREAS, Vantage is a series of Delaware Management Business Trust, which
is a registered investment advisers pursuant to the Investment Advisers Act of
1940, as amended;
WHEREAS, LIM transferred the Advisory Agreement dated January 29, 1988 (the
"Agreement") between LIM and Lincoln National Social Awareness Fund, Inc. (the
"Fund") to Vantage and, therefore, Vantage intends to assume LIM's obligations
under the Agreement;
WHEREAS, the transfer of the Agreement by LIM to Vantage does not
constitute an "assignment" of the Agreement under the Investment Company Act of
1940, as amended;
WHEREAS, Vantage's assumption of the Agreement was approved by the Board of
Directors of the Fund;
NOW, THEREFORE, the parties hereto agree as follows:
1. The Agreement previously in effect between the Fund and LIM is hereby
assumed in its entirety by Vantage, except that all references to LIM shall
be replaced with references to Vantage.
2. Vantage agrees to perform and be bound by all of the terms of the Agreement
and the obligations and duties of LIM thereunder.
3. The Agreement shall continue in full force and effect as set forth therein
for the remainder of its term.
IN WITNESS WHEREOF, the undersigned have executed this Assumption Agreement
as of the date set forth above.
LINCOLN INVESTMENT MANAGEMENT, VANTAGE INVESTMENT ADVISERS,
INC. a series of Delaware Management Business
Trust
By: ________________________________ By: ________________________________
Name: Name:
Title: Title:
ACKNOWLEDGED:
LINCOLN NATIONAL SOCIAL AWARENESS FUND, INC.
By: ________________________________
Name:
Title: