Exhibit No. EX-99.h.3.
Form of Distribution Expense Limitation Letter
Delaware Distributors, L.P.
0000 Xxxxxx Xxxxxx
Xxxxxxxxxxxx, XX 00000
March 28, 2006
Delaware Group Equity Funds II
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 certain series of Delaware Group
Equity Funds II, which is comprised of the Delaware Large Cap Value Fund and the
Delaware Value Fund (together, the "Funds"), the Distributor shall, from April
1, 2006 through March 31, 2007, waive a portion of the Rule 12b-1 (distribution)
fees for Class A Shares and Class R Shares, respectively, so that such Rule
12b-1 (distribution) fees for the Funds will not exceed the following rates:
Fund Class A Shares Class R Shares
Delaware Large Cap Value Fund None 0.50%
Delaware Value Fund 0.25% 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: _________________________
Name:
Title:
Date:
Your signature below acknowledges
acceptance of this Agreement:
Delaware Group Equity Funds II
By: _________________________
Name:
Title:
Date: