Law Offices Stradley Ronon Stevens & Young, LLP 1220 19th Street NW, Suite 600 Washington, DC 20036 (202) 822-9611 September 24, 2007 VIA EDGAR TRANSMISSION Filing Desk U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 RE: Delaware Group Adviser Funds (1940 Act File No.: 811-07972) - Reorganization of Delaware Large Cap Growth Fund With and Into Delaware U.S. Growth Fund Dear Sir or Madam: Attached for filing, pursuant to the Securities Act of 1933, as amended (the "Securities Act"), is a registration statement on Form N-14 (the "Registration Statement") of the Delaware Group Adviser Funds (the "Registrant"). The Registration Statement is being filed to register Class A, B, C, and Institutional shares of beneficial interest, without par value, of Delaware U.S. Growth Fund (the "U.S. Fund"), a series of the Registrant, that will be issued to the shareholders of Delaware Large Cap Growth Fund (the "Large Cap Fund"), a series of Delaware Group Equity Funds IV, in connection with the transfer of substantially all of the assets of the Large Cap Fund to the U.S. Fund in exchange for Class A, B, C, and Institutional shares of beneficial interest of the U.S. Fund, pursuant to an Agreement and Plan of Reorganization that will be voted on by shareholders of the Large Cap Fund at a meeting of shareholders that is currently scheduled to be held on January 25, 2008. The following documents have been filed with the U.S. Securities and Exchange Commission via EDGAR, and are incorporated by reference into the Registration Statement: (i) Prospectuses of the U.S. Fund--Class A, B, C, R and Institutional, dated February 28, 2007, as supplemented to date; (ii) Statements of Additional Information of the U.S. Fund--Class A, B, C, R and Institutional, dated February 28, 2007, as supplemented to date; (iii) Annual Report of the U.S. Fund for the fiscal year ended October 31, 2006; (iv) the Semiannual Report of the U.S. Fund for the period ended April 30, 2007; (v) the Annual Report of the Large Cap Fund for the fiscal year ended September 30, 2006; and (vi) the Semiannual Report of the Large Cap Fund for the period ended March 31, 2007. In accordance with Rule 488 under the Securities Act, it is anticipated that the Registration Statement will automatically become effective on October 24, 2007. The U.S. Fund has registered an indefinite number of shares pursuant to Rule 24f-2 under the Securities Act. Therefore, no filing fee is due at this time. If you have any questions or comments regarding this filing, please call me at (202) 419-8417 or Kristin H. Ives at (215) 564-8037. Very truly yours, /s/ Prufesh R. Modhera Prufesh R. Modhera cc: Mimi P. Wang Kristin H. Ives Bruce G. Leto
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N-14 Filing
Delaware Group Adviser Funds N-14Registration statement for investment companies business combination
Filed: 24 Sep 07, 12:00am