0000950116-02-001460 Sample Contracts

AMENDMENT NO. 1 to SCHEDULE I
Distribution Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/

This Schedule to the Distribution Agreement between Delaware Group Adviser Funds and Delaware Distributors, L.P. entered into as of April 19, 2001 (the "Agreement") lists the Series and Classes for which Delaware Distributors, L.P. provides distribution services pursuant to this Agreement, along with the 12b-1 Plan rates, if applicable, for each class and the date on which the Agreement became effective for each Series.

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AMENDMENT NO. 1 to SCHEDULE A DELAWARE GROUP ADVISER FUNDS SHAREHOLDER SERVICES AGREEMENT APPLICABLE SERIES EFFECTIVE AS OF JUNE 28, 2002 Delaware Diversified Income Fund Delaware U.S. Growth Fund AGREED AND ACCEPTED:
Shareholder Services Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/

By: /s/ Douglas L. Anderson By: /s/ David K. Downes -------------------------------- ------------------------- Name: Douglas L. Anderson Name: David K. Downes Title: Senior Vice President Title: President

AMENDMENT NO. 1 TO EXHIBIT A THIS EXHIBIT to the Investment Management Agreement dated April 1, 1999 between DELAWARE GROUP ADVISER FUNDS, INC. and DELAWARE MANAGEMENT COMPANY, a series of Delaware Management Business Trust amended as of the 28th day...
Investment Management Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/

THIS EXHIBIT to the Investment Management Agreement dated April 1, 1999 between DELAWARE GROUP ADVISER FUNDS, INC. and DELAWARE MANAGEMENT COMPANY, a series of Delaware Management Business Trust amended as of the 28th day of June 2002 to add Delaware Diversified Income Fund, lists the Funds for which the Investment Manager provides investment management services pursuant to this Agreement, along with the management fee rate schedule for each Fund and the date on which the Agreement became effective for each Fund.

SCHEDULE B
Shareholders Services Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/
DELAWARE(SM) Dealer's Agreement INVESTMENTS ------------ ---------------------- ---------------------------------------------------------- We are the national distributor for all of the shares of all of the Classes (now existing or hereafter added) of...
Dealer's Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/

We are the national distributor for all of the shares of all of the Classes (now existing or hereafter added) of all of the Funds in the Delaware Investments Family of Funds which retain us, Delaware Distributors, L.P., to act as exclusive national distributor. The term "Fund" as used in this Agreement refers to each Fund in the Delaware Investments Family of Funds which retains us to promote and sell its shares, and any Fund which may hereafter be added to Delaware Investments Family of Funds to retain us as national distributor. The term "Class" as used in this Agreement refers to a class of shares of a Fund as described in the Fund's prospectus. You have indicated that you wish to act as agent for your customers in connection with the purchase, sale and redemption of Fund shares and/or desire to provide certain services to your customers relating to their ownership of Fund shares, all in accordance with the terms of this Agreement.

DELAWARE(SM) DELAWARE INVESTMENTS FAMILY OF FUNDS INVESTMENTS BANK/TRUST AGREEMENT ------------ -------------------------------------------------------- ------------------------ We are the national distributor for all of the shares of all of the...
Bank/Trust Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/ • Delaware

We are the national distributor for all of the shares of all of the Classes (now existing or hereafter added) of all of the Funds in the Delaware Group of Investment Companies which retain us, Delaware Distributors, L.P., to act as exclusive national distributor. The term "Fund" as used in this Agreement refers to each Fund in the Delaware Investments Family of Funds which retains us to promote and sell its shares, and any Fund which may hereafter be added to the Delaware Group to retain us as national distributor. The term "Class" as used in this Agreement refers to a class of shares of a Fund as described in the Fund's prospectus. You have indicated that you wish to act as agent for your customers in connection with the purchase, sale and redemption of Fund shares and/or desire to provide certain services to your customers relating to their ownership of Fund shares, all in accordance with the terms of this Agreement.

DELAWARE(SM) VISION MUTUAL FUND GATEWAY(R) AGREEMENT INVESTMENTS ------------ - ------------------------------------------------------------------------------- Dear Financial Services Firm: Your firm ("Firm") has entered into a Dealer's Agreement with...
Vision Mutual Fund Gateway Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/ • Pennsylvania

Your firm ("Firm") has entered into a Dealer's Agreement with Delaware Distributors, LP ("DDLP"), the principal underwriter and distributor of the Delaware Investments Family of Funds ("Funds"), and has, or will have clients that are shareholders ("Shareholders") in the Funds for which Delaware Service Company, Inc. ("DSC") is the shareholder service agent. The Firm desires to take advantage of the Internet and Vision Mutual Fund Gateway Services ("Vision"), a product offered by DST Systems, Inc. ("DST"), to access account information and certain on-line transaction request capabilities on behalf of Shareholders listing the Firm as the broker/dealer of record. This letter agreement sets forth the procedures, terms and conditions pursuant to which the Firm may use Vision to access account information and process on-line transactions ("Transactions").

DELAWARE(SM) DELAWARE INVESTMENTS FAMILY OF FUNDS INVESTMENTS REGISTERED INVESTMENT ADVISERS AGREEMENT ------------ ------------------------------------ -------------------------------------------- We are the national distributor for all of the shares...
Registered Investment Advisers Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/ • Delaware

We are the national distributor for all of the shares of all of the Classes (now existing or hereafter added) of all of the Funds in the Delaware Investments Family of Funds which retain us, Delaware Distributors, L.P., to act as exclusive national distributor. The term "Fund" as used in this Agreement refers to each Fund in the Delaware Investments Family of Funds which retains us to promote and sell its shares, and any Fund which may hereafter be added to Delaware Investments Family of Funds to retain us as national distributor. The term "Class" as used in this Agreement refers to a class of shares of a Fund as described in the Fund's prospectus. You have indicated that you wish to act as agent for your customers in connection with the purchase, sale and redemption of Fund shares and/or desire to provide certain services to your customers relating to their ownership of Fund shares, all in accordance with the terms of this Agreement.

WITNESSETH:
Sub-Advisory Agreement • June 28th, 2002 • Delaware Group Adviser Funds Inc /Md/
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