UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number: 811-2071 Exact name of registrant as specified in charter: Delaware Group Income Funds Address of principal executive offices: 2005 Market Street Philadelphia, PA 19103 Name and address of agent for service: Richelle S. Maestro, Esq. 2005 Market Street Philadelphia, PA 19103 Registrant's telephone number, including area code: (800) 523-1918 Date of fiscal year end: July 31 Date of reporting period: July 31, 2003 Item 1. Reports to Stockholders Delaware Investments(SM) FIXED INCOME -------------------------------------- A member of Lincoln Financial Group(R) Annual Report 2003 - -------------------------------------------------------------------------------- DELAWARE CORPORATE BOND FUND DELAWARE EXTENDED DURATION BOND FUND [Graphic Omitted: Logo] POWERED BY RESEARCH.(SM) Table OF CONTENTS - -------------------------------------------------------------------------- PORTFOLIO MANAGEMENT REVIEW 1 - -------------------------------------------------------------------------- PERFORMANCE SUMMARY 3 - -------------------------------------------------------------------------- FINANCIAL STATEMENTS: Statements of Net Assets 5 Statements of Assets and Liabilities 14 Statements of Operations 15 Statements of Changes in Net Assets 16 Financial Highlights 17 Notes to Financial Statements 25 - -------------------------------------------------------------------------- REPORT OF INDEPENDENT AUDITORS 29 - -------------------------------------------------------------------------- BOARD OF TRUSTEES/OFFICERS 30 - -------------------------------------------------------------------------- Funds are not FDIC insured and are not guaranteed. It is possible to lose the principal amount invested. Mutual fund advisory services provided by Delaware Management Company, a series of Delaware Management Business Trust, which is a registered investment advisor. (C)2003 Delaware Distributors, L.P. Portfolio Delaware Corporate Bond Fund MANAGEMENT REVIEW Delaware Extended Duration Bond Fund August 12, 2003 Fund Manager Ryan K. Brist Vice President/Portfolio Manager Q: What was the climate for corporate bond investing for the 12-month period ended July 31, 2003? A: Slow yet uninterrupted economic growth was a central theme during the Funds' fiscal year. As a result, equity investing proved difficult through much of the period. With downward pressure on equities, investment capital continued to move toward bonds, which were in demand for both their interest income and greater principal stability relative to stocks. On the whole, the fixed income environment was quite positive. With a modest inflation outlook, the Fed was able to shepherd interest rates downward, with the fed funds rate hitting a four-decade low of 1.0%. Bonds responded by rising in value. When coupled with their income component, fixed-income investments produced generally strong total returns for the period. The environment for corporate securities in particular was a dynamic one for the 12-month period. Senior corporate managers generally effected strategies aimed at enhancing financial structures, with evidence of their efforts found in improved balance sheets. We believe this force, along with signs of continued economic improvement and historically low interest rates, helped convince investors that corporate bonds would be attractive moving forward -- particularly during 2003. In turn, we saw corporate bonds, which included both high-grade and high-yield issues, provide general market leadership. Q: How would you describe your approach to managing the Funds for the period? A: Given our expectations for modest economic improvement during the period, we believed we could seek competitive total returns by focusing on the higher-yielding securities in the investment-grade bond spectrum. Thus, our weighting in BBB-rated securities, which was higher than that of our benchmarks, made a significant positive contribution to the Funds' performances. We likewise gained total return by allocating the maximum percentage (20%) to high-yield corporate bonds, which performed admirably during the 12-month span. On the whole, both portfolios handsomely exceeded the returns of their benchmark indexes, as well as their mutual fund peer groups. For the fiscal year ended July 31, 2003, Delaware Corporate Bond Fund returned +14.61% (Class A shares at net asset value with distributions reinvested), surpassing its benchmark, the Lehman Brothers U.S. Credit Index, which gained +10.71% for the same period. Delaware Extended Duration Bond Fund returned +17.55% (Class A shares at net asset value with distributions reinvested) for the same 12-month period. The Fund's benchmark, as measured by the Lehman Brothers Long U.S. Credit Index, rose +13.61%. The 184 funds that compose the Lipper Corporate Debt Funds BBB-rated Average returned +9.24% during the fiscal year. Q: What sectors or security types added to the Funds' strong showings during the fiscal year? A: Telecommunications and cable-related companies struggled during 2002 for a number of reasons, including overcapacity and pricing concerns. During the dark days for the industry, our stringent fundamental research discovered very attractive bond valuations of issuers we believed could weather the short-term environment and grow their businesses over the long term. By acquiring securities we believed were undervalued, both Funds gained sound performance when the market finally found attractive such bond offerings as Sprint and AT&T Wireless. Electric utility bonds also struggled during 2002, again due to concerns involving pricing and capacity, but also due to regulatory considerations. The lingering effects of Enron were undeniable, as investors struggled to separate core business units from more speculative ventures. Despite these challenges, we saw great potential in several of these issuers and bought their bonds while they were still at depressed prices. We then enjoyed capital appreciation when the market bid them higher. An example was CenterPoint Energy Houston Electric, which caught investors' attention during the year. With a balance sheet that benefited from asset sales and renegotiated bank credit, we believe this security is poised to enjoy ample liquidity over the next two years. We also found bonds of U.S. automakers attractive, even as these companies were weighed down by competition and pension funding shortfalls, among other considerations. As the economic outlook continued to improve, investors attention was brought back to this sector. 1 Q: Where did the Funds lose ground relative to their performance benchmarks? A: During the 12-month span, most sectors within the Funds performed either in line with or in excess of their peer groups and benchmark indexes. However, we experienced a measure of underperformance with our exposure to airline equipment trust certificates. While constituting relatively small positions in either portfolio, airlines continued to struggle with cost cutting pressures and continued competition as a result of operational concerns in the wake of September 11. However, this sector rebounded in the final months of the Funds' fiscal year, with an example being our holdings of Continental Airlines. Moving forward, we remain optimistic for Continental Airlines as we believe investors may need additional time before seeing the potential value we identified in this security. 2 Delaware CORPORATE BOND FUND Fund Basics As of July 31, 2003 - -------------------------------------------------------------------------------- Fund Objective: The Fund seeks to provide investors with total return. - -------------------------------------------------------------------------------- Total Fund Net Assets: $144.32 million - -------------------------------------------------------------------------------- Number of Holdings: 210 - -------------------------------------------------------------------------------- Fund Start Date: September 15, 1998 - -------------------------------------------------------------------------------- Your Fund Manager: Ryan K. Brist joined Delaware Investments in 2000. Previously, he served as a Senior Trader and Corporate Specialist for Conseco Capital Management's fixed-income group, and as an Analyst in oil/gas investment banking for Dean Witter Reynolds in New York. Mr. Brist is a graduate of Indiana University and a CFA charterholder. - -------------------------------------------------------------------------------- Nasdaq Symbols: Class A DGCAX Class B DGCBX Class C DGCCX Fund Performance Average Annual Total Returns Through July 31, 2003 Lifetime One Year - -------------------------------------------------------------------------------- Class A (Est. 9/15/98) Excluding Sales Charge +6.98% +14.61% Including Sales Charge +5.97% +9.37% - -------------------------------------------------------------------------------- Class B (Est. 9/15/98) Excluding Sales Charge +6.22% +13.78% Including Sales Charge +5.97% +9.78% - -------------------------------------------------------------------------------- Class C (Est. 9/15/98) Excluding Sales Charge +6.21% +13.77% Including Sales Charge +6.21% +12.77% - -------------------------------------------------------------------------------- Returns reflect the reinvestment of all distributions and any applicable sales charges as noted below. Returns and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance for Class B and C shares, excluding sales charges, assumes either contingent deferred sales charges did not apply or the investment was not redeemed. Past performance is not a guarantee of future results. The Fund offers Class A, B, C, R, and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50% and have an annual distribution and service fee of up to 0.30%. Class B shares are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. They are also subject to an annual distribution and service fee of 1%. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. They are also subject to an annual distribution and service fee of 1%. The cumulative total return for the lifetime period ended July 31, 2003 for Delaware Corporate Bond Fund's Class R shares was -4.58%. Class R shares were first made available on June 2, 2003 and are available only for certain retirement plan products. They are sold without a sales charge and have an annual distribution and service fee of 0.60%. The average annual total returns for the lifetime and one-year periods ended July 31, 2003 for Delaware Corporate Bond Fund's Institutional Class were +7.25% and +14.92%, respectively. Institutional Class shares were first made available on September 15, 1998 and are available without sales or asset-based distribution charges only to certain eligible institutional accounts. An expense limitation was in effect for all classes of Delaware Corporate Bond Fund during the periods shown. Performance would have been lower had the expense limitation not been in effect. The performance table and graph do not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Nasdaq Institutional Class symbol: DGCIX Nasdaq Class R symbol: DGCRX Performance of a $10,000 Investment September 15, 1998 (Fund's inception) through July 31, 2003 Delaware Corporate Bond Fund - Class A Lehman Brothers U.S. shares Credit Index Sept.98 $9,775 $10,000 Jan-99 $9,936 $10,155 Jul-99 $9,498 $9,774 Jan-00 $9,602 $9,826 Jul-00 $9,767 $10,247 Jan-01 $10,533 $11,082 Jul-01 $11,105 $11,665 Jan-02 $11,472 $12,010 Jul-02 $11,552 $12,215 Jan-03 $12,734 $13,204 Jul-03 $13,239 $13,524 Chart assumes $10,000 invested on September 15, 1998 and includes the effect of a 4.50% front-end sales charge and the reinvestment of all distributions. Performance of other Fund classes will vary due to differing charges and expenses. The chart also assumes $10,000 invested in the Lehman Brothers U.S. Credit Index at that month's end, September 30, 1998. After September 30, 1998, returns plotted on the chart were as of the last day of each month shown. The Lehman Brothers U.S. Credit Index is an unmanaged composite of investment grade corporate and non-corporate bonds. An index is unmanaged and does not reflect the costs of operating a mutual fund, such as the costs of buying, selling, and holding securities. Past performance is not a guarantee of future results. You cannot invest directly in an index. 3 Delaware EXTENDED DURATION BOND FUND Fund Basics As of July 31, 2003 - -------------------------------------------------------------------------------- Fund Objective: The Fund seeks to provide investors with total return. - -------------------------------------------------------------------------------- Total Fund Net Assets: $69.56 million - -------------------------------------------------------------------------------- Number of Holdings: 154 - -------------------------------------------------------------------------------- Fund Start Date: September 15, 1998 - -------------------------------------------------------------------------------- Your Fund Manager: Ryan K. Brist - -------------------------------------------------------------------------------- Nasdaq Symbols: Class A DEEAX Class B DEEBX Class C DEECX Fund Performance Average Annual Total Returns Through July 31, 2003 Lifetime One Year - -------------------------------------------------------------------------------- Class A (Est. 9/15/98) Excluding Sales Charge +7.05% +17.55% Including Sales Charge +6.04% +12.22% - -------------------------------------------------------------------------------- Class B (Est. 9/15/98) Excluding Sales Charge +6.27% +16.70% Including Sales Charge +6.02% +12.70% - -------------------------------------------------------------------------------- Class C (Est. 9/15/98) Excluding Sales Charge +6.29% +16.67% Including Sales Charge +6.29% +15.67% - -------------------------------------------------------------------------------- Returns reflect the reinvestment of all distributions and any applicable sales charges as noted below. Returns and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance for Class B and C shares, excluding sales charges, assumes either contingent deferred sales charges did not apply or the investment was not redeemed. Past performance is not a guarantee of future results. The Fund offers Class A, B, C, R, and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50% and have an annual distribution and service fee of up to 0.30%. Class B shares are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. They are also subject to an annual distribution and service fee of 1%. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. They are also subject to an annual distribution and service fee of 1%. Class R shares are available only for certain retirement plan products. They are sold without a sales charge and have an annual distribution and service fee of 0.60%. No Class R shares were made available during the periods shown. The average annual total returns for the lifetime and one-year periods ended July 31, 2003 for Delaware Extended Duration Bond Fund's Institutional Class were +7.32% and +17.87%, respectively. Institutional Class shares were first made available on September 15, 1998 and are available without sales or asset-based distribution charges only to certain eligible institutional accounts. An expense limitation was in effect for all classes of Delaware Extended Duration Bond Fund during the periods shown. Performance would have been lower had the expense limitation not been in effect. The performance table and graph do not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Nasdaq Institutional Class symbol: DEEIX Performance of a $10,000 Investment September 15, 1998 (Fund's inception) through July 31, 2003 Delaware Extended Duration Bond Fund - Lehman Brothers Class A shares Long U.S. Credit Index Sept.98 $9,827 $10,000 Jan-99 $9,957 $10,223 Jul-99 $9,273 $9,526 Jan-00 $9,312 $9,517 Jul-00 $9,465 $9,974 Jan-01 $10,368 $10,864 Jul-01 $10,955 $11,447 Jan-02 $11,396 $11,857 Jul-02 $11,301 $11,691 Jan-03 $12,851 $13,135 Jul-03 $13,285 $13,282 Chart assumes $10,000 invested on September 15, 1998 and includes the effect of a 4.50% front-end sales charge and the reinvestment of all distributions. Performance of other Fund classes will vary due to differing charges and expenses. The chart also assumes $10,000 invested in the Lehman Brothers Long U.S. Credit Index at that month's end, September 30, 1998. After September 30, 1998, returns plotted on the chart were as of the last day of each month shown. The Lehman Brothers Long U.S. Credit Index is an unmanaged composite of corporate and non-corporate fixed-income securities that are rated investment grade and have at least 10 years to final maturity. An index is unmanaged and does not reflect the costs of operating a mutual fund, such as the costs of buying, selling, and holding securities. Past performance is not a guarantee of future results. You cannot invest directly in an index. 4 Statements Delaware Corporate Bond Fund OF NET ASSETS July 31, 2003 Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Asset-Backed Securities - 1.57% - -------------------------------------------------------------------------------- Goldman Sachs Mortgage Securities Trust 2003-FM1N 7.50% 3/20/33 USD 619,645 $ 613,908 *2002-WFN 144A 8.25% 10/20/32 112,470 112,193 MBNA Credit Card Master Note Trust 2001-C3 C3 6.55% 12/15/08 260,000 277,324 Mid-State Trust 11 A1 4.864% 7/15/38 179,731 168,021 *Novastar Capital Trust 2002-C1 A 144A 7.15% 10/25/31 74,364 74,364 *Sharp 2002-HE2N N 144A 9.50% 10/25/32 113,730 113,730 Sierra Receivables Funding 2003-1A A 3.09% 1/15/14 422,350 424,462 Travelers Funding 1A A1 6.30% 2/18/14 476,374 476,374 ------------- Total-Asset Backed Securities (cost $2,280,717) 2,260,376 ------------- - -------------------------------------------------------------------------------- Collateralized Mortgage Obligations - 1.41% - -------------------------------------------------------------------------------- Commercial Mortgage Pass-Through Certificate Series 2000-C1 A1 7.206% 8/15/33 55,752 60,638 First Union National Bank Commercial Mortgage Series 1999-C4 A1 7.184% 9/15/08 742,394 802,761 Freddie Mac 2075 Park 6.25% 8/15/27 500,000 517,212 *Government National Mortgage Association 2003-5 B 144A 4.486% 10/16/25 250,000 245,124 Merrill Lynch Mortgage Trust 2002-MW1 J 5.695% 7/12/34 130,000 103,012 *|X|Prudential Securities Secured Financing 144A 7.335% 5/15/13 150,000 120,334 *|X|Salomon Brothers Mortgage Securities 1999-C1 J 144A 7.00% 5/18/32 250,000 186,500 ------------- Total Collateralized Mortgage Obligations (cost $2,025,424) 2,035,581 ------------- - -------------------------------------------------------------------------------- Corporate Bonds - 72.01% - -------------------------------------------------------------------------------- Automobiles & Automotive Parts - 2.82% Delphi 6.50% 8/15/13 750,000 733,498 Ford Motor 7.45% 7/16/31 2,430,000 2,080,685 General Motors 7.125% 7/15/13 775,000 757,153 8.375% 7/15/33 550,000 515,238 ------------- 4,086,574 ------------- Banking - 3.97% Bank One 2.625% 6/30/08 775,000 726,906 Branch Banking & Trust Wilson North Carolina 4.875% 1/15/13 1,190,000 1,163,756 Comerica 4.80% 5/1/15 340,000 319,588 Compass Bank 6.45% 5/1/09 645,000 713,488 Frost National Bank 6.875% 8/1/11 15,000 16,123 Popular North America 4.25% 4/1/08 680,000 682,668 |X|RBS Capital Trust I 4.709% 12/29/49 525,000 488,717 Regions Financial 6.375% 5/15/12 685,000 743,176 US Bancorp 3.125% 3/15/08 470,000 457,971 Westpac Banking 4.625% 6/1/18 455,000 410,038 ------------- 5,722,431 ------------- Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Corporate Bonds (continued) - -------------------------------------------------------------------------------- Building & Materials - 0.58% *Lone Star Industries 144A 8.85% 6/15/05 USD 640,000 $ 668,000 York International 6.625% 8/15/06 165,000 175,330 ------------- 843,330 ------------- Cable, Media & Publishing - 6.16% AOL Time Warner 6.75% 4/15/11 20,000 21,539 7.70% 5/1/32 510,000 536,841 CBS 8.625% 8/1/12 500,000 616,251 Comcast 6.50% 1/15/15 680,000 710,811 Continental Cablevision 9.50% 8/1/13 500,000 580,140 InterActiveCorp 6.75% 11/15/05 785,000 844,089 7.00% 1/15/13 1,335,000 1,444,630 Liberty Media 8.25% 2/1/30 675,000 694,952 Lodgenet Entertainment 9.50% 6/15/13 490,000 515,725 PanAmSat 8.50% 2/1/12 150,000 156,750 Time Warner 8.18% 8/15/07 245,000 279,702 Time Warner Entertainment 8.375% 3/15/23 1,625,000 1,876,484 Vertis *144A 9.75% 4/1/09 270,000 280,125 10.875% 6/15/09 335,000 328,300 ------------- 8,886,339 ------------- Chemicals - 1.68% Dow Chemical 6.00% 10/1/12 310,000 315,539 IMC Global 7.375% 8/1/18 300,000 225,000 Lyondell Chemical 9.875% 5/1/07 730,000 711,750 Sherwin-Williams 6.85% 2/1/07 681,000 757,078 Valspar 6.00% 5/1/07 390,000 413,805 ------------- 2,423,172 ------------- Computers & Technology - 0.98% Computer Sciences 3.50% 4/15/08 615,000 605,417 Dell 7.10% 4/15/28 360,000 399,419 *Electronic Data Systems 144A 6.00% 8/1/13 440,000 412,412 ------------- 1,417,248 ------------- Consumer Products - 0.48% *Johnson (SC) & Son 144A 5.75% 2/15/33 750,000 687,979 ------------- 687,979 ------------- Electronics & Electrical Equipment - 1.70% *Amkor Technology 144A 7.75% 5/15/13 795,000 769,163 Jabil Circuit 5.875% 7/15/10 1,295,000 1,272,798 Johnson Controls 5.00% 11/15/06 385,000 408,539 ------------- 2,450,500 ------------- Energy - 7.13% *Alliance Pipeline US 144A 4.591% 12/31/25 813,145 752,683 Amerada Hess 7.30% 8/15/31 695,000 708,795 Enterprise Products Partners 6.375% 2/1/13 500,000 531,435 *144A 6.875% 3/1/33 805,000 807,975 *Kern River Funding 144A 4.893% 4/30/18 490,000 473,885 Kinder Morgan Energy Partners 7.75% 3/15/32 700,000 795,431 Northern Border Pipeline 6.25% 5/1/07 545,000 581,960 *Pemex Project Funding Master Trust 144A 7.375% 12/15/14 740,000 765,900 5 Statements Delaware Corporate Bond Fund OF NET ASSETS (CONTINUED) Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Corporate Bonds (continued) - -------------------------------------------------------------------------------- Energy (continued) Tennessee Gas Pipeline 8.375% 6/15/32 USD 1,040,000 $ 1,024,400 *Tesoro Petroleum 144A 8.00% 4/15/08 1,395,000 1,429,876 USX 9.125% 1/15/13 600,000 742,736 9.375% 2/15/12 430,000 537,431 Valero Energy 6.125% 4/15/07 355,000 380,919 Valero Logistics Operations 6.05% 3/15/13 760,000 750,029 ------------- 10,283,455 ------------- Finance - 15.40% American Express Credit 3.00% 5/16/08 285,000 276,494 Bear Stearns 4.00% 1/31/08 1,150,000 1,161,246 4.65% 7/2/18 1,140,000 1,002,013 Capital One Bank 4.875% 5/15/08 710,000 713,441 6.50% 6/13/13 240,000 224,460 Citigroup 5.625% 8/27/12 520,000 531,543 5.875% 2/22/33 455,000 426,027 6.625% 6/15/32 655,000 676,419 Citigroup Capital III 7.625% 12/1/36 500,000 555,485 Credit Suisse First Boston USA 4.625% 1/15/08 1,020,000 1,052,216 *ERAC USA Finance 144A 7.35% 6/15/08 1,160,000 1,308,068 *Fidelity Investments 144A 7.57% 6/15/29 650,000 752,418 Ford Motor Credit 6.875% 2/1/06 780,000 819,555 7.875% 6/15/10 340,000 350,798 General Electric Capital 5.45% 1/15/13 1,990,000 2,001,538 General Motors Acceptance 7.25% 3/2/11 715,000 717,104 8.00% 11/1/31 1,305,000 1,207,283 Goldman Sachs Group 4.75% 7/15/13 2,125,000 2,014,968 6.125% 2/15/33 755,000 721,773 International Lease Finance 5.875% 5/1/13 450,000 455,605 Janus Capital 7.00% 11/1/06 205,000 224,356 JP Morgan Chase 5.25% 5/1/15 535,000 513,987 MBNA 5.00% 6/15/15 700,000 643,584 Merrill Lynch 3.70% 4/21/08 525,000 521,322 Morgan Stanley 5.30% 3/1/13 1,675,000 1,650,232 National Rural Utilities 3.875% 2/15/08 1,190,000 1,195,662 *Wilmington Trust 144A 4.875% 4/15/13 525,000 501,007 ------------- 22,218,604 ------------- Food, Beverage & Tobacco - 3.51% Altria Group 7.65% 7/1/08 540,000 566,302 Di Giorgio 10.00% 6/15/07 415,000 411,369 Kraft Foods 5.25% 6/1/07 250,000 262,154 6.25% 6/1/12 550,000 576,714 Monsanto 4.00% 5/15/08 320,000 317,168 Safeway 3.80% 8/15/05 125,000 127,126 UST 6.625% 7/15/12 825,000 892,571 8.80% 3/15/05 595,000 646,938 Wendy's International 6.25% 11/15/11 785,000 839,525 6.35% 12/15/05 405,000 432,571 ------------- 5,072,438 ------------- Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Corporate Bonds (continued) - -------------------------------------------------------------------------------- Healthcare & Pharmaceuticals - 1.16% Merck 4.375% 2/15/13 USD 1,305,000 $1,257,908 UnitedHealth Group 4.875% 4/1/13 420,000 409,553 ------------- 1,667,461 ------------- Insurance - 5.10% AON 7.375% 12/14/12 675,000 762,928 *ASIF Global Financing 144A 4.90% 1/17/13 430,000 419,458 *Farmers Insurance Exchange 144A 8.625% 5/1/24 795,000 763,354 Harleysville Group 5.75% 7/15/13 300,000 282,116 Marsh & McLennan 5.875% 8/1/33 650,000 615,883 *Massachusetts Mutual Life Insurance 144A 5.625% 5/15/33 1,025,000 926,675 *Nationwide Life Global Funding 144A 5.35% 2/15/07 550,000 581,910 *Nationwide Mutual Insurance 144A 7.875% 4/1/33 390,000 416,245 *New York Life Insurance 144A 5.875% 5/15/33 540,000 505,504 Progressive 6.25% 12/1/32 975,000 970,348 *Zurich Capital Trust I 144A 8.376% 6/1/37 1,095,000 1,109,171 ------------- 7,353,592 ------------- Metals & Mining - 0.38% Newmont Gold 8.91% 1/5/09 174,070 197,125 United States Steel 9.75% 5/15/10 360,000 347,400 ------------- 544,525 ------------- Miscellaneous - 0.40% Cendant 7.375% 1/15/13 230,000 256,083 PHH 7.125% 3/1/13 305,000 326,985 ------------- 583,068 ------------- Packaging & Containers - 1.22% Portola Packaging 10.75% 10/1/05 435,000 437,175 *Sealed Air 144A 5.375% 4/15/08 400,000 407,096 5.625% 7/15/13 370,000 354,478 6.875% 7/15/33 590,000 556,514 ------------- 1,755,263 ------------- Paper & Forest Products - 1.10% *Bowater 144A 6.50% 6/15/13 1,275,000 1,143,297 *International Paper 144A 5.30% 4/1/15 465,000 442,618 ------------- 1,585,915 ------------- Retail - 0.70% Kohls 6.30% 3/1/11 480,000 524,940 7.25% 6/1/29 425,000 478,771 ------------- 1,003,711 ------------- Shopping Center REIT's - 0.24% *Developers Diversified Realty 144A 4.625% 8/1/10 360,000 344,380 ------------- 344,380 ------------- Telecommunications - 4.85% |X|AT&T 7.00% 11/15/06 665,000 735,639 AT&T Corporate 8.00% 11/15/31 565,000 599,536 8.125% 1/15/22 845,000 837,675 AT&T Wireless Service 7.875% 3/1/11 225,000 253,741 6 Statements Delaware Corporate Bond Fund OF NET ASSETS (CONTINUED) Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Corporate Bonds (continued) - -------------------------------------------------------------------------------- Telecommunications (continued) Citizens Communications 6.375% 8/15/04 USD 680,000 $ 704,987 Sprint Capital 6.375% 5/1/09 320,000 326,928 8.75% 3/15/32 1,160,000 1,259,830 Verizon Maryland 5.125% 6/15/33 500,000 412,109 Verizon Virginia 4.625% 3/15/13 1,425,000 1,346,229 Verizon Wireless Capital 5.375% 12/15/06 490,000 524,348 ------------- 7,001,022 ------------- Textiles, Apparel & Furniture - 0.34% ++*J Crew Intermediate 144A 16.00% 5/15/08 690,906 493,998 ------------- 493,998 ------------- Transportation & Shipping - 1.74% American Airlines 6.817% 5/23/11 1,165,000 969,039 Continental Airlines 6.503% 6/15/11 505,000 478,967 7.033% 6/15/11 658,687 499,674 Delta Air Lines 7.299% 9/18/06 675,000 564,223 ------------- 2,511,903 ------------- Utilities - 10.37% Atmos Energy 5.125% 1/15/13 265,000 262,783 Avista 7.75% 1/1/07 295,000 326,856 9.75% 6/1/08 1,310,000 1,498,312 *CenterPoint Energy Houston Electric 144A 5.70% 3/15/13 1,125,000 1,147,019 Consumers Energy 6.00% 3/15/05 280,000 295,323 *Illinois Power 144A 11.50% 12/15/10 565,000 629,975 *ITC Holdings 144A 5.25% 7/15/13 500,000 464,939 Keyspan 4.65% 4/1/13 405,000 391,275 Keyspan Gas East 6.90% 1/15/08 725,000 806,861 Nevada Power 10.875% 10/15/09 95,000 107,825 Nisource Finance 7.50% 11/15/03 235,000 238,388 *Oncor Electric Delivery 144A 7.25% 1/15/33 825,000 879,065 Peco Energy 3.50% 5/1/08 1,080,000 1,072,496 Pepco Holdings 6.45% 8/15/12 600,000 626,435 *Power Contract Financing 144A 5.20% 2/1/06 580,000 579,740 Progress Energy 6.75% 3/1/06 850,000 928,336 PSEG Energy Holdings 7.75% 4/16/07 1,340,000 1,374,811 8.625% 2/15/08 465,000 482,976 Sempra Energy 6.00% 2/1/13 650,000 673,530 Southern Capital Funding 5.30% 2/1/07 240,000 254,118 TECO Energy 7.20% 5/1/11 755,000 721,025 *TXU Energy 144A 7.00% 3/15/13 715,000 750,189 TXU US Holdings 7.875% 3/1/23 440,000 458,571 ------------- 14,970,848 ------------- Total Corporate Bonds (cost $103,881,553) 103,907,756 ------------- - -------------------------------------------------------------------------------- Foreign Bonds - 13.59% - -------------------------------------------------------------------------------- Aruba - 0.38% UFJ Finance Aruba 6.75% 7/15/13 570,000 552,724 ------------- 552,724 ------------- Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Foreign Bonds (continued) - -------------------------------------------------------------------------------- Bahamas - 0.90% *Bahamas Government International Bond 144A 6.625% 5/15/33 USD 1,335,000 $ 1,291,933 ------------- 1,291,933 ------------- Brazil - 1.32% Federal Republic of Brazil 8.875% 4/15/24 1,340,000 954,750 10.25% 6/17/13 310,000 279,775 11.00% 8/17/40 790,000 671,500 ------------- 1,906,025 ------------- Canada - 0.56% Great Lakes Power 9.00% 8/1/04 150,000 157,616 Placer Dome 6.375% 3/1/33 680,000 649,148 ------------- 806,764 ------------- Chile - 0.51% Empresa Nacional de Petroleo 6.75% 11/15/12 685,000 740,823 ------------- 740,823 ------------- Colombia - 1.02% Republic of Colombia 10.375% 1/28/33 1,435,000 1,478,050 ------------- 1,478,050 ------------- Dominican Republic - 0.80% Dominican Republic +++2.0625% 8/30/24(Brady) 575,000 442,750 9.04% 1/23/13 770,000 712,741 ------------- 1,155,491 ------------- Ecuador - 0.92% Republic of Ecuador ++6.00% 8/15/30 1,160,000 689,114 12.00% 11/15/12 800,000 639,193 ------------- 1,328,307 ------------- France - 0.92% |X|France Telecom 10.00% 3/1/31 710,000 886,975 *Rhodia 144A 8.875% 6/1/11 455,000 436,800 ------------- 1,323,775 ------------- Mexico - 1.99% Mexican United States 7.50% 4/8/33 1,765,000 1,689,987 8.30% 8/15/31 780,000 815,100 11.50% 5/15/26 260,000 351,650 ------------- 2,856,737 ------------- Netherlands - 0.58% *ING Bank 144A 5.125% 5/1/15 865,000 835,305 ------------- 835,305 ------------- Peru - 0.37% |X|Republic of Peru 4.25% 3/7/17 660,000 532,937 ------------- 532,937 ------------- Russia - 1.43% Gazprom OAO 9.625% 3/1/13 1,970,000 2,065,106 ------------- 2,065,106 ------------- Singapore - 0.16% *Singapor Telecommunications 144A 7.375% 12/1/31 200,000 229,378 ------------- 229,378 ------------- 7 Statements Delaware Corporate Bond Fund OF NET ASSETS (CONTINUED) Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Foreign Bonds (continued) - -------------------------------------------------------------------------------- South Africa - 0.74% Republic of South Africa 5.25% 5/16/13 EUR 1,000,000 $ 1,073,851 ------------- 1,073,851 ------------- Supranational - 0.28% *Central American Bank for Economic Integration 144A 6.75% 4/15/13 USD 410,000 409,232 ------------- 409,232 ------------- Uruguay - 0.71% Republic of Uruguay 7.50% 3/15/15 390,000 287,625 7.875% 1/15/33 1,175,000 743,188 ------------- 1,030,813 ------------- Total Foreign Bonds (cost $20,026,287) 19,617,251 ------------- - -------------------------------------------------------------------------------- Municipal Bonds - 1.96% - -------------------------------------------------------------------------------- California State 5.00% 2/1/33 1,145,000 1,034,943 Illinois State 5.10% 6/1/33 2,050,000 1,798,608 ------------- Total Municipal Bonds (cost $3,195,838) 2,833,551 ------------- - -------------------------------------------------------------------------------- U.S. Treasury Obligations - 3.36% - -------------------------------------------------------------------------------- U.S. Treasury Bond 5.375% 2/15/31 10,000 9,953 U.S. Treasury Notes 1.125% 6/30/05 3,730,000 3,686,874 3.625% 5/15/13 1,240,000 1,157,270 ------------- Total U.S. Treasury Obligations (cost $4,878,182) 4,854,097 ------------- - -------------------------------------------------------------------------------- |_|Senior Secured Loans - 3.77% - -------------------------------------------------------------------------------- Centerpoint Energy Bank Loan 12.75% 11/12/05 1,000,000 1,160,000 +++*Evergreen Funding 144A 1.66% 11/15/10 401,187 280,307 Qwest Communications Bank Loan Tranche A 6.50% 6/30/07 1,250,000 1,256,250 Tranche B 6.95% 6/30/10 1,250,000 1,231,250 Vivendi University Bank Loan 3.86% 6/24/08 1,500,000 1,506,562 ------------- Total Senior Secured Loans (cost $5,285,121) 5,434,369 ------------- Number of Shares - -------------------------------------------------------------------------------- Preferred Stock - 0.95% - -------------------------------------------------------------------------------- *Centaur Funding 144A 9.08% 1,225 1,376,594 ------------- Total Preferred Stock (cost $1,173,398) 1,376,594 ------------- - -------------------------------------------------------------------------------- Warrants - 0.00% - -------------------------------------------------------------------------------- +*Solutia Warrants 144A 615 6 ------------- Total Warrants (cost $52,353) 6 ------------- Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Repurchase Agreements - 2.12% - -------------------------------------------------------------------------------- With BNP Paribas 1.05% 8/1/03 (dated 7/31/03, collateralized by $1,161,000 U.S. Treasury Bills due 8/7/03, market value $1,160,623) USD 1,137,800 $ 1,137,800 With J. P. Morgan Securities 0.97% 8/1/03 (dated 7/31/03, collateralized by $728,164 U.S. Treasury Notes 6.750% due 5/15/05, market value $803,642) 787,400 787,400 With UBS Warburg 1.05% 8/1/03 (dated 7/31/03, collateralized by $1,162,400 U.S. Treasury Bills due 10/2/03, market value $1,160,617) 1,137,800 1,137,800 ------------ Total Repurchase Agreements (cost $3,063,000) 3,063,000 ------------ Total Market Value of Securities - 100.74% (cost $145,861,873) 145,382,581 Liabilities Net of Receivables and Other Assets - (0.74%) (1,067,331) ------------ Net Assets Applicable to 25,676,207 Shares Outstanding - 100.00% $144,315,250 ============ Net Asset Value - Delaware Corporate Bond Fund Class A ($34,706,627 / 6,174,720 Shares) $5.62 ----- Net Asset Value - Delaware Corporate Bond Fund Class B ($18,551,104 / 3,300,530 Shares) $5.62 ----- Net Asset Value - Delaware Corporate Bond Fund Class C ($18,313,412 / 3,258,689 Shares) $5.62 ----- Net Asset Value - Delaware Corporate Bond Fund Class R ($5.62 / 1 Shares) $5.62 ----- Net Asset Value - Delaware Corporate Bond Fund Institutional Class ($72,744,101 / 12,942,267 Shares) $5.62 ----- Components of Net Assets at July 31, 2003: Shares of beneficial interest (unlimited authorization - no par) $143,205,169 Distributions in excess of net investment income (9,867) Accumulated net realized gain on investments 1,599,577 Net unrealized depreciation of investments (479,629) ------------ Total net assets $144,315,250 ============ 8 Statements Delaware Corporate Bond Fund OF NET ASSETS (CONTINUED) * Security exempt from registration under Rule 144A of the Securities Act of 1933. See Note 9 in "Notes to Financial Statements". ** Principal amount is stated in the currency in which each bond is denominated. |X| Variable Rate Notes - the interest rate shown is the rate as of July 31, 2003. + Non-income producing security for the year ended July 31, 2003. ++ Step coupon bond. +++ Floating Rate Note - the interest rate shown is the rate as of July 31, 2003. |_| Senior Secured Loans in which the Fund invests generally pay interest at rates which are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the prime rate offered by one or more United States banks, (ii) the lending rate offered by one or more European banks such as the London Inter-Bank Offered Rate ('LIBOR') and (iii) the certificate of deposit rate. Senior Secured Loans may be subject to restrictions on resale. Summary of Abbreviations REITs - Real Estate Investment Trusts EUR - European Monetary Unit USD - U.S. Dollar Net Asset Value and Offering Price per Share - Delaware Corporate Bond Fund Net asset value Class A (A) $5.62 Sales charge (4.50% of offering price, or 4.63% of amount invested per share) (B) 0.26 ----- Offering Price $5.88 ===== (A) Net asset value per share, as illustrated, is the estimated amount which would be paid upon redemption or repurchase of shares. (B) See the current prospectus for purchases of $100,000 or more. See accompanying notes 9 Statements Delaware Extended Duration Bond Fund OF NET ASSETS July 31, 2003 Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Asset-Backed Securities - 0.41% - -------------------------------------------------------------------------------- *Goldman Sachs Mortgage Securities Trust 2002-WFN 144A 8.25% 10/20/32 USD 74,980 $ 74,795 Mid-State Trust 11 A1 4.864% 7/15/38 94,858 88,679 *Novastar Capital Trust 2002-C1 A 144A 7.15% 10/25/31 49,576 49,576 *Sharp 2002-HE2N N 144A 9.50% 10/25/32 75,177 75,177 ------------- Total Asset-Backed Securities (cost $ 293,548) 288,227 ------------- - -------------------------------------------------------------------------------- Collateralized Mortgage Obligations - 0.51% - -------------------------------------------------------------------------------- Government National Mortgage Association 2003-5 B 4.486% 10/16/25 160,000 156,879 Merrill Lynch Mortgage Trust 2002-MW1 J 5.695% 7/12/34 110,000 87,164 *|X|Salomon Brothers Mortgage Securities 1999-C1 J 144A 7.00% 5/18/32 155,000 115,630 ------------- Total Collateralized Mortgage Obligations (cost $363,154) 359,673 ------------- - -------------------------------------------------------------------------------- Corporate Bonds - 75.42% - -------------------------------------------------------------------------------- Automobiles & Automotive Parts - 5.22% Delphi 6.50% 8/15/13 375,000 366,749 Ford Motor 7.45% 7/16/31 2,495,000 2,136,341 General Motors 8.375% 7/15/33 1,205,000 1,128,839 ------------- 3,631,929 ------------- Banking - 2.58% Branch Banking & Trust Wilson North Carolina 4.875% 1/15/13 490,000 479,192 Comerica 4.80% 5/1/15 180,000 169,194 Compass Bank 6.45% 5/1/09 330,000 365,040 |X|RBS Capital Trust I 4.709% 12/29/49 285,000 265,304 Regions Financial 6.375% 5/15/12 310,000 336,328 Westpac Banking 4.625% 6/1/18 200,000 180,237 ------------- 1,795,295 ------------- Building & Materials - 0.57% *Lone Star Industries 144A 8.85% 6/15/05 380,000 396,625 ------------- 396,625 ------------- Cable, Media & Publishing - 9.01% AOL Time Warner 7.70% 5/1/32 440,000 463,157 CBS 8.625% 8/1/12 500,000 616,251 Comcast 6.50% 1/15/15 405,000 423,351 7.05% 3/15/33 55,000 55,130 InterActiveCorp 7.00% 1/15/13 705,000 762,895 Liberty Media 8.25% 2/1/30 1,215,000 1,250,913 Lodgenet Entertainment 9.50% 6/15/13 260,000 273,650 PanAmSat 8.50% 2/1/12 70,000 73,150 Time Warner Entertainment 8.375% 3/15/23 795,000 918,034 Vertis *144A 9.75% 4/1/09 230,000 238,625 10.875% 6/15/09 170,000 166,600 Viacom 7.875% 7/30/30 875,000 1,027,769 ------------- 6,269,525 ------------- Chemicals - 0.97% Dow Chemical 6.00% 10/1/12 160,000 162,859 IMC Global 7.375% 8/1/18 200,000 150,000 Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Corporate Bonds (continued) - -------------------------------------------------------------------------------- Chemicals (continued) Lyondell Chemical 9.875% 5/1/07 USD 370,000 $ 360,750 ------------- 673,609 ------------- Computers & Technology - 1.25% Dell 7.10% 4/15/28 595,000 660,150 *Electronic Data Systems 144A 6.00% 8/1/13 225,000 210,893 ------------- 871,043 ------------- Consumer Products - 0.56% *Johnson (SC) & Son 144A 5.75% 2/15/33 425,000 389,855 ------------- 389,855 ------------- Electronics & Electrical Equipment - 1.50% *Amkor Technology 144A 7.75% 5/15/13 410,000 396,675 Jabil Circuit 5.875% 7/15/10 660,000 648,685 ------------- 1,045,360 ------------- Energy - 5.53% *Alliance Pipeline US 144A 4.591% 12/31/25 443,380 410,412 Amerada Hess 7.30% 8/15/31 340,000 346,749 *Enterprise Products Partners 144A 6.875% 3/1/33 490,000 491,811 *Kern River Funding 144A 4.893% 4/30/18 250,000 241,778 Kinder Morgan Energy Partners 7.75% 3/15/32 400,000 454,532 *Pemex Project Funding Master Trust 144A 7.375% 12/15/14 395,000 408,825 Tennessee Gas Pipeline 8.375% 6/15/32 540,000 531,900 *Tesoro Petroleum 144A 8.00% 4/15/08 530,000 543,249 Valero Logistics Operations 6.05% 3/15/13 420,000 414,490 ------------- 3,843,746 ------------- Finance - 14.81% Bear Stearns 4.65% 7/2/18 600,000 527,375 Capital One Bank 4.875% 5/15/08 385,000 386,866 6.50% 6/13/13 95,000 88,849 Citigroup 5.625% 8/27/12 265,000 270,883 5.875% 2/22/33 470,000 440,071 6.875% 2/15/98 750,000 775,883 Citigroup Capital III 7.625% 12/1/36 1,081,000 1,200,959 *ERAC USA Finance 144A 7.35% 6/15/08 535,000 603,290 *Fidelity Investments 144A 7.57% 6/15/29 350,000 405,148 General Electric Capital 5.45% 1/15/13 840,000 844,870 General Motors Acceptance 8.00% 11/1/31 1,535,000 1,420,061 Goldman Sachs Group 4.75% 7/15/13 985,000 933,997 6.125% 2/15/33 455,000 434,976 International Lease Finance 5.875% 5/1/13 245,000 248,051 JP Morgan Chase 5.25% 5/1/15 295,000 283,414 MBNA 5.00% 6/15/15 375,000 344,777 Morgan Stanley 5.30% 3/1/13 70,000 68,965 7.25% 4/1/32 690,000 758,238 *Wilmington Trust 144A 4.875% 4/15/13 275,000 262,432 ------------- 10,299,105 ------------- 10 Statements Delaware Extended Duration Bond Fund OF NET ASSETS (CONTINUED) Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Corporate Bonds (continued) - -------------------------------------------------------------------------------- Food, Beverage & Tobacco - 3.55% Altria Group 7.65% 7/1/08 USD 295,000 $ 309,369 Di Giorgio 10.00% 6/15/07 215,000 213,119 Kraft Foods 6.25% 6/1/12 355,000 372,242 UST 6.625% 7/15/12 835,000 903,390 Wendy's International 6.25% 11/15/11 625,000 668,412 ------------- 2,466,532 ------------- Healthcare & Pharmaceuticals - 0.33% UnitedHealth Group 4.875% 4/1/13 235,000 229,155 ------------- 229,155 ------------- Insurance - 5.85% American RE 7.45% 12/15/26 155,000 156,179 AON 7.375% 12/14/12 415,000 469,060 *ASIF Global Financing 144A 4.90% 1/17/13 265,000 258,503 *Farmers Insurance Exchange 144A 8.625% 5/1/24 515,000 494,500 Harleysville Group 5.75% 7/15/13 150,000 141,058 Marsh & McLennan 5.875% 8/1/33 350,000 331,629 *Massachusetts Mutual Life Insurance 144A 5.625% 5/15/33 560,000 506,281 *Nationwide Mutual Insurance 144A 7.875% 4/1/33 220,000 234,805 *New York Life Insurance 144A 5.875% 5/15/33 295,000 276,155 Progressive 6.25% 12/1/32 525,000 522,495 *Zurich Capital Trust I 144A 8.376% 6/1/37 670,000 678,670 ------------- 4,069,335 ------------- Metals & Mining - 1.08% Phelps Dodge 9.50% 6/1/31 500,000 559,612 United States Steel 9.75% 5/15/10 195,000 188,175 ------------- 747,787 ------------- Miscellaneous - 0.41% Cendant 7.375% 1/15/13 95,000 105,773 PHH 7.125% 3/1/13 170,000 182,254 ------------- 288,027 ------------- Packaging & Containers - 1.33% Portola Packaging 10.75% 10/1/05 235,000 236,175 *Sealed Air 144A 5.375% 4/15/08 220,000 223,903 5.625% 7/15/13 190,000 182,029 6.875% 7/15/33 300,000 282,973 ------------- 925,080 ------------- Paper & Forest Products - 1.26% *Bowater 144A 6.50% 6/15/13 675,000 605,275 *International Paper 144A 5.30% 4/1/15 285,000 271,282 ------------- 876,557 ------------- Retail - 0.97% Kohls 7.25% 6/1/29 600,000 675,912 ------------- 675,912 ------------- Shopping Center REIT's - 0.25% *Developers Diversified Realty 144A 4.625% 8/1/10 185,000 176,973 ------------- 176,973 ------------- Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Corporate Bonds (continued) - -------------------------------------------------------------------------------- Telecommunications - 6.12% AT&T Corporate 8.00% 11/15/31 USD 490,000 $ 519,952 8.125% 1/15/22 470,000 465,926 AT&T Wireless Services 8.75% 3/1/31 300,000 346,923 Citizens Communications 9.00% 8/15/31 1,000,000 1,222,579 Sprint Capital 6.375% 5/1/09 205,000 209,438 8.75% 3/15/32 615,000 667,927 Verizon Maryland 5.125% 6/15/33 1,000,000 824,217 ------------- 4,256,962 ------------- Textiles, Apparel & Furniture - 0.39% ++*J Crew Intermediate 144A 16.00% 5/15/08 377,588 269,975 ------------- 269,975 ------------- Transportation & Shipping - 1.39% American Airlines 6.817% 5/23/11 565,000 469,963 Continental Airlines 6.503% 6/15/11 240,000 227,628 7.033% 6/15/11 352,537 267,431 ------------- 965,022 ------------- Utilities - 10.49% Atmos Energy 5.125% 1/15/13 165,000 163,619 Avista 9.75% 6/1/08 875,000 1,000,781 *CenterPoint Energy Houston Electric 144A 5.70% 3/15/13 520,000 530,178 Detroit Edison 6.35% 10/15/32 1,100,000 1,102,053 *Illinois Power 144A 11.50% 12/15/10 360,000 401,400 *ITC Holdings 144A 5.25% 7/15/13 250,000 232,469 Nevada Power 10.875% 10/15/09 60,000 68,100 *Ohio Power 144A 6.60% 2/15/33 785,000 794,144 *Oncor Electric Delivery 144A 7.25% 1/15/33 525,000 559,405 Pepco Holdings 6.45% 8/15/12 300,000 313,218 PSEG Energy Holdings 7.75% 4/16/07 735,000 754,095 8.625% 2/15/08 130,000 135,025 Sempra Energy 6.00% 2/1/13 410,000 424,842 TECO Energy 7.20% 5/1/11 410,000 391,550 *TXU Energy 144A 7.00% 3/15/13 405,000 424,932 ------------- 7,295,811 ------------- Total Corporate Bonds (cost $52,757,184) 52,459,220 ------------- - ------------------------------------------------------------------------------ Foreign Bonds - 13.56% - ------------------------------------------------------------------------------ Aruba - 0.40% UFJ Finance Aruba 6.75% 7/15/13 290,000 281,211 ------------- 281,211 ------------- Bahamas - 0.93% *Bahamas Government International Bond 144A 6.625% 5/15/33 665,000 643,547 ------------- 643,547 ------------- 11 Statements Delaware Extended Duration Bond Fund OF NET ASSETS (CONTINUED) Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Foreign Bonds (continued) - -------------------------------------------------------------------------------- Brazil - 0.99% Federal Republic of Brazil 8.875% 4/15/24 USD 100,000 $ 71,250 10.25% 6/17/13 315,000 284,288 11.00% 8/17/40 395,000 335,750 ------------- 691,288 ------------- Canada - 0.50% Placer Dome 6.375% 3/1/33 365,000 348,440 ------------- 348,440 ------------- Chile - 0.58% Empresa Nacional de Petroleo 6.75% 11/15/12 375,000 405,560 ------------- 405,560 ------------- Colombia - 0.68% Republic of Colombia 10.375% 1/28/33 460,000 473,800 ------------- 473,800 ------------- Dominican Republic - 0.86% Dominican Republic +++2.0625% 8/30/24 (Brady) 305,000 234,850 9.04% 1/23/13 390,000 360,999 ------------- 595,849 ------------- Ecuador - 0.98% Republic of Ecuador ++6.00% 8/15/30 570,000 338,616 12.00% 11/15/12 425,000 339,572 ------------- 678,188 ------------- France - 1.04% |X|France Telecom 10.00% 3/1/31 385,000 480,965 *Rhodia 144A 8.875% 6/1/11 250,000 240,000 ------------- 720,965 ------------- Mexico - 2.00% Mexican United States 7.50% 4/8/33 925,000 885,687 8.30% 8/15/31 335,000 350,074 11.50% 5/15/26 115,000 155,538 ------------- 1,391,299 ------------- Netherlands - 0.31% *ING Bank 144A 5.125% 5/1/15 220,000 212,447 ------------- 212,447 ------------- Peru - 0.38% |X|Republic of Peru 4.25% 3/7/17 325,000 262,431 ------------- 262,431 ------------- Russia - 1.50% Gazprom OAO 9.625% 3/1/13 1,000,000 1,048,277 ------------- 1,048,277 ------------- Singapore - 0.29% *Singapor Telecommunications 144A 7.375% 12/1/31 175,000 200,706 ------------- 200,706 ------------- South Africa - 1.08% Republic of South Africa 5.25% 5/16/13 EUR 700,000 751,696 ------------- 751,696 ------------- Principal Market Amount** Value (U.S.$) - -------------------------------------------------------------------------------- Foreign Bonds (continued) - -------------------------------------------------------------------------------- Supranational - 0.32% *Central American Bank for Economic Integration 144A 6.75% 4/15/13 USD 225,000 $ 224,579 ------------- 224,579 ------------- Uruguay - 0.72% Republic of Uruguay 7.50% 3/15/15 190,000 140,125 7.875% 1/15/33 575,000 363,688 ------------- 503,813 ------------- Total Foreign Bonds (cost $9,471,747) 9,434,096 ------------- - -------------------------------------------------------------------------------- Municipal Bonds - 2.08% - -------------------------------------------------------------------------------- California State 5.00% 2/1/33 580,000 524,250 Illinois State 5.10% 6/12/33 1,050,000 921,239 ------------- Total Municipal Bonds (cost$ 1,632,128) 1,445,489 ------------- - -------------------------------------------------------------------------------- U.S. Treasury Obligations - 0.49% - -------------------------------------------------------------------------------- #U.S. Treasury Bond 5.25% 11/15/28 350,000 337,736 ------------- Total U.S. Treasury Obligations (cost $353,500) 337,736 ------------- - -------------------------------------------------------------------------------- |_|Senior Secured Loans - 5.50% - -------------------------------------------------------------------------------- Centerpoint Energy Bank Loan 12.75% 11/12/05 1,000,000 1,160,000 +++*Evergreen Funding 144A 1.66% 11/15/10 401,187 280,307 Qwest Communications Bank Loan Tranche B 6.95% 6/30/10 1,400,000 1,379,000 Vivendi University Bank Loan 3.86% 6/30/08 1,000,000 1,004,375 ------------- Total Senior Secured Loans (cost $3,695,143) 3,823,682 ------------- Number of Shares - -------------------------------------------------------------------------------- Preferred Stock - 1.62% - -------------------------------------------------------------------------------- *Centaur Funding 144A 9.08% 1,000 1,123,750 ------------- Total Preferred Stock (cost $1,046,615) 1,123,750 ------------- - -------------------------------------------------------------------------------- Warrants - 0.00% - -------------------------------------------------------------------------------- +*Solutia Warrants 550 6 ------------- Total Warrants (cost $46,787) 6 ------------- Total Market Value of Securities - 99.59% (cost $69,659,806) 69,271,879 Receivables and Other Assets Net of Liabilities - 0.41% 284,395 ------------- Net Assets Applicable to 12,543,928 Shares Outstanding - 100.00% $69,556,274 ============= 12 Statements Delaware Extended Duration Bond Fund OF NET ASSETS (CONTINUED) - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Net Asset Value - Delaware Extended Duration Bond Fund Class A ($9,539,321 / 1,720,346 shares) $5.55 ----- Net Asset Value - Delaware Extended Duration Bond Fund Class B ($5,374,761 / 969,268 shares) $5.55 ----- Net Asset Value - Delaware Extended Duration Bond Fund Class C ($4,751,437 / 856,886 shares) $5.55 ----- Net Asset Value - Delaware Extended Duration Bond Fund Institutional Class ($49,890,755 / 8,997,428 shares) $5.55 ----- - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Components of Net Assets at July 31, 2003 Shares of beneficial interest (unlimited authorization - no par) $69,835,268 Distributions in excess of net investment income (1,683) Accumulated net realized gain on investments 447,241 Net unrealized depreciation of investments (724,552) ----------- Total net assets $69,556,274 ----------- * Security exempt from registration under Rule 144A of the Securities Act of 1933. See Note 8 in "Notes to Financial Statements." ** Principal amount is stated in the currency in which each bond is denominated. |X| Variable Rate Notes - the interest rate shown is the rate as of July 31, 2003. + Non-income producing security for the year ended July 31,2003. ++ Step coupon bond. +++ Floating Rate Note - the interest rate shown is the rate as of July 31, 2003. # Fully or partially pledged as collateral for financial futures contracts. |_| Senior Secured Loans in which the Fund invests generally pay interest at rates which are periodically redetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the prime rate offered by one or more United States banks, (ii) the lending rate offered by one or more European banks such as the London Inter-Bank Offered Rate ('LIBOR') and (iii) the certificate of deposit rate. Senior Secured Loans may be subject to restrictions on resale. Summary of Abbreviations EUR - European Monetary Unit USD - U.S. Dollar REITs - Real Estate Investment Trusts Net Asset Value and Offering Price per Share - Delaware Extended Duration Bond Fund Net asset value Class A (A) $5.55 Sales charge (4.50% of offering price, or 4.68% of amount invested per share) (B) 0.26 ----- Offering Price $5.81 ----- (A) Net asset value per share, as illustrated, is the estimated amount which would be paid upon redemption or repurchase of shares. (B) See the current prospectus for purchases of $100,000 or more. See accompanying notes 13 Statements Delaware Corporate Bond Fund OF ASSETS AND LIABILITIES July 31, 2003 Assets: Investments at market (cost $145,861,873) $145,382,581 Receivables for securities sold 5,221,247 Interest receivable 2,116,127 Subscriptions receivable 1,324,066 Cash 380,177 ------------ Total assets 154,424,198 ------------ Liabilities: Payables for securities purchased 9,324,361 Liquidations payable 463,040 Accrued expenses 129,069 Distributions payable 192,478 ------------ Total liabilities 10,108,948 ------------ Total Net Assets $144,315,250 ============ See accompanying notes Delaware Extended Duration Bond Fund July 31, 2003 Assets: Investments at market (cost $69,659,806) $69,271,879 Receivables for securities sold 2,591,810 Interest receivable 1,075,887 Subscriptions receivable 157,691 ----------- Total assets 73,097,267 ----------- Liabilities: Cash overdraft 1,703,506 Payables for securities purchased 1,289,180 Futures variation margin payable 237,911 Accrued expenses 76,015 Liquidations payable 124,688 Distributions payable 109,693 ----------- Total liabilities 3,540,993 ----------- Total Net Assets $69,556,274 =========== See accompanying notes 14 Statements Year Ended July 31, 2003 OF OPERATIONS Delaware Corporate Delaware Extended Bond Fund Duration Bond Fund Investment Income: Interest $ 7,621,901 $ 4,960,649 Dividends 65,830 90,800 ----------- ----------- 7,687,731 5,051,449 ----------- ----------- Expenses: Management fees 567,308 372,940 Dividend disbursing and transfer agent fees and expenses 365,688 132,622 Distribution expense -- Class A 71,720 20,767 Distribution expense -- Class B 150,510 43,299 Distribution expense -- Class C 104,298 27,386 Registration fees 64,166 39,550 Accounting and administration expenses 50,642 30,350 Reports and statements to shareholders 45,415 23,394 Professional fees 19,810 10,790 Custodian fees 15,387 14,366 Trustees' fees 5,433 4,622 Other 33,951 18,141 ----------- ----------- 1,494,328 738,227 Less expenses absorbed or waived by investment manager (540,307) (271,540) Less waiver of distribution expenses -- Class A (10,692) (3,141) Less expenses paid indirectly (4,666) (2,305) ----------- ----------- Total expenses 938,663 461,241 ----------- ----------- Net Investment Income 6,749,068 4,590,208 ----------- ----------- Net Realized and Unrealized Gain (Loss) on Investments and Foreign Currencies: Net realized gain (loss) on: Investments 5,332,233 4,191,647 Futures contracts -- 437,417 Foreign currency transactions (4,912) (3,439) ----------- ----------- Net realized gain 5,327,321 4,625,625 Net change in unrealized appreciation/depreciation of investments and foreign currencies 1,046,720 992,913 ----------- ----------- Net Realized and Unrealized Gain on Investments and Foreign Currencies 6,374,041 5,618,538 ----------- ----------- Net Increase in Net Assets Resulting from Operations $13,123,109 $10,208,746 =========== =========== See accompanying notes 15 Statements OF CHANGES IN NET ASSETS Delaware Corporate Delaware Extended Bond Fund Duration Bond Fund Year Ended Year Ended 7/31/03 7/31/02 7/31/03 7/31/02 Increase (Decrease) in Net Assets from Operations: Net investment income $ 6,749,068 $ 5,148,071 $ 4,590,208 $ 5,101,565 Net realized gain on investments and foreign currencies 5,327,321 1,090,086 4,625,625 960,545 Net change in unrealized appreciation/depreciation of investments and foreign currencies 1,046,720 (3,395,125) 992,913 (3,848,781) ----------- ----------- ----------- ------------ Net increase in net assets resulting from operations 13,123,109 2,843,032 10,208,746 2,213,329 ----------- ----------- ----------- ------------ Dividends and Distributions to Shareholders from: Net Investment Income Class A (1,515,366) (725,537) (465,892) (337,516) Class B (825,298) (490,335) (256,436) (141,883) Class C (564,484) (217,538) (157,965) (63,535) Institutional Class (4,105,988) (3,701,695) (3,759,954) (4,453,216) ----------- ----------- ----------- ------------ (7,011,136) (5,135,105) (4,640,247) (4,996,150) ----------- ----------- ----------- ------------ Capital Share Transactions: Proceeds from shares sold: Class A 28,428,524 15,314,140 8,355,235 3,141,532 Class B 10,606,945 9,565,643 2,552,661 2,574,159 Class C 14,081,885 4,786,329 4,380,382 1,185,434 Class R 6 -- -- -- Institutional Class 33,176,155 16,343,326 8,696,274 13,691,709 Net asset value of shares issued upon reinvestment of dividends and distributions: Class A 918,175 425,076 254,133 203,690 Class B 403,587 236,372 128,541 81,063 Class C 347,700 126,156 86,622 42,338 Institutional Class 3,551,075 3,182,038 3,295,783 3,907,387 ----------- ----------- ----------- ------------ 91,514,052 49,979,080 27,749,631 24,827,312 ----------- ----------- ----------- ------------ Cost of shares repurchased: Class A (13,657,834) (2,962,214) (3,970,562) (1,880,937) Class B (5,003,085) (2,547,415) (987,678) (291,763) Class C (2,485,947) (503,317) (1,199,321) (147,953) Institutional Class (20,549,038) (19,737,436) (23,741,044) (20,509,096) ----------- ----------- ----------- ------------ (41,695,904) (25,750,382) (29,898,605) (22,829,749) ----------- ----------- ----------- ------------ Increase (decrease) in net assets derived from capital share transactions 49,818,148 24,228,698 (2,148,974) 1,997,563 ----------- ----------- ----------- ------------ Net Increase (Decrease) in Net Assets 55,930,121 21,936,625 3,419,525 (785,258) Net Assets: Beginning of year 88,385,129 66,448,504 66,136,749 66,922,007 ----------- ----------- ----------- ------------ End of year $144,315,25 $88,385,129 $69,556,274 $66,136,749 =========== =========== =========== ============ See accompanying notes 16 Financial HIGHLIGHTS Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Corporate Bond Fund Class A - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) Year Ended to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $5.220 $5.370 $5.070 $5.280 $5.500 Income (loss) from investment operations: Net investment income 0.339 0.364 0.370 0.353 0.201 Net realized and unrealized gain (loss) on investments and foreign currencies 0.410 (0.152) 0.299 (0.210) (0.216) ------ ------ ------ ------ ------ Total from investment operations 0.749 0.212 0.669 0.143 (0.015) ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.349) (0.362) (0.369) (0.353) (0.201) Net realized gain on investments -- -- -- -- (0.004) ------ ------ ------ ------ ------ Total dividends and distributions (0.349) (0.362) (0.369) (0.353) (0.205) ------ ------ ------ ------ ------ Net asset value, end of period $5.620 $5.220 $5.370 $5.070 $5.280 ====== ====== ====== ====== ====== Total return(2) 14.61% 4.02% 13.72% 2.85% (0.34%) Ratios and supplemental data: Net assets, end of period (000 omitted) $34,707 $17,932 $5,596 $2,790 $1,377 Ratio of expenses to average net assets 0.80% 0.80% 0.80% 0.80% 0.80% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.32% 1.22% 1.20% 1.27% 1.26% Ratio of net investment income to average net assets 5.98% 6.79% 7.16% 6.84% 5.75% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 5.46% 6.37% 6.76% 6.37% 5.29% Portfolio turnover 861% 1044% 709% 118% 175% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager and distributor, as applicable. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.002, a decrease in net realized and unrealized gain (loss) per share of $0.002, and an increase in the ratio of net investment income to average net assets of 0.03%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 17 Financial highlights (continued) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Corporate Bond Fund Class B - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) Year Ended to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $5.220 $5.370 $5.070 $5.280 $5.500 Income (loss) from investment operations: Net investment income 0.298 0.325 0.331 0.315 0.171 Net realized and unrealized gain (loss) on investments and foreign currencies 0.410 (0.152) 0.300 (0.210) (0.216) ------ ------ ------ ------ ------ Total from investment operations 0.708 0.173 0.631 0.105 (0.045) ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.308) (0.323) (0.331) (0.315) (0.171) Net realized gain on investments -- -- -- -- (0.004) ------ ------ ------ ------ ------ Total dividends and distributions (0.308) (0.323) (0.331) (0.315) (0.175) ------ ------ ------ ------ ------ Net asset value, end of period $5.620 $5.220 $5.370 $5.070 $5.280 ====== ====== ====== ====== ====== Total return(2) 13.78% 3.25% 12.89% 2.09% (0.88%) Ratios and supplemental data: Net assets, end of period (000 omitted) $18,551 $11,709 $4,736 $2,057 $1,236 Ratio of expenses to average net assets 1.55% 1.55% 1.55% 1.55% 1.55% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.03% 1.97% 1.95% 2.02% 2.01% Ratio of net investment income to average net assets 5.23% 6.04% 6.41% 6.09% 5.00% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 4.75% 5.62% 6.01% 5.62% 4.54% Portfolio turnover 861% 1044% 709% 118% 175% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.002, a decrease in net realized and unrealized gain (loss) per share of $0.002, and an increase in the ratio of net investment income to average net assets of 0.03%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 18 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Corporate Delaware Corporate Bond Fund Class C Bond Fund Class R - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) 6/2/03(1) Year Ended to to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 7/31/03 Net asset value, beginning of period $5.220 $5.370 $5.070 $5.280 $5.500 $5.930 Income (loss) from investment operations: Net investment income 0.297 0.324 0.331 0.316 0.171 0.030 Net realized and unrealized gain (loss) on investments and foreign currencies 0.410 (0.152) 0.299 (0.210) (0.216) (0.300) ------ ------ ------ ------ ------ ------ Total from investment operations 0.707 0.172 0.630 0.106 (0.045) (0.270) ------ ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.307) (0.322) (0.330) (0.316) (0.171) (0.040) Net realized gain on investments -- -- -- -- (0.004) -- ------ ------ ------ ------ ------ ------ Total dividends and distributions (0.307) (0.322) (0.330) (0.316) (0.175) (0.040) ------ ------ ------ ------ ------ ------ Net asset value, end of period $5.620 $5.220 $5.370 $5.070 $5.280 $5.620 ====== ====== ====== ====== ====== ====== Total return(2) 13.77% 3.24% 12.88% 2.10% (0.88%) (4.58%) Ratios and supplemental data: Net assets, end of period (000 omitted) $18,313 $6,063 $1,804 $296 $303 $0 Ratio of expenses to average net assets 1.55% 1.55% 1.55% 1.55% 1.55% 1.15% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.03% 1.97% 1.95% 2.02% 2.01% 1.57% Ratio of net investment income to average net assets 5.23% 6.04% 6.41% 6.09% 5.00% 4.93% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 4.75% 5.62% 6.01% 5.62% 4.54% 4.51% Portfolio turnover 861% 1044% 709% 118% 175% 861% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.002, a decrease in net realized and unrealized gain (loss) per share of $0.002, and an increase in the ratio of net investment income to average net assets of 0.03%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 19 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Corporate Bond Fund Institutional Class - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) Year Ended to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $5.220 $5.370 $5.070 $5.280 $5.500 Income (loss) from investment operations: Net investment income 0.354 0.378 0.383 0.367 0.212 Net realized and unrealized gain (loss) on investments and foreign currencies 0.410 (0.152) 0.300 (0.210) (0.216) ------ ------ ------ ------ ------ Total from investment operations 0.764 0.226 0.683 0.157 (0.004) ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.364) (0.376) (0.383) (0.367) (0.212) Net realized gain on investments -- -- -- -- (0.004) ------ ------ ------ ------ ------ Total dividends and distributions (0.364) (0.376) (0.383) (0.367) (0.216) ------ ------ ------ ------ ------ Net asset value, end of period $5.620 $5.220 $5.370 $5.070 $5.280 ====== ====== ====== ====== ====== Total return(2) 14.92% 4.29% 14.02% 3.12% (0.14%) Ratios and supplemental data: Net assets, end of period (000 omitted) $72,744 $52,681 $54,312 $55,088 $55,201 Ratio of expenses to average net assets 0.55% 0.55% 0.55% 0.55% 0.55% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.03% 0.97% 0.95% 1.02% 1.01% Ratio of net investment income to average net assets 6.23% 7.04% 7.41% 7.09% 6.00% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 5.75% 6.62% 7.01% 6.62% 5.54% Portfolio turnover 861% 1044% 709% 118% 175% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return reflects waivers and payments of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.002, a decrease in net realized and unrealized gain (loss) per share of $0.002, and an increase in the ratio of net investment income to average net assets of 0.03%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 20 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Extended Duration Bond Fund Class A - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) Year Ended to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $5.050 $5.260 $4.890 $5.150 $5.500 Income (loss) from investment operations: Net investment income 0.373 0.384 0.369 0.360 0.206 Net realized and unrealized gain (loss) on investments and foreign currencies 0.500 (0.218) 0.370 (0.260) (0.347) ------ ------ ------ ------ ------ Total from investment operations 0.873 0.166 0.739 0.100 (0.141) ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.373) (0.376) (0.369) (0.360) (0.206) Net realized gain on investments -- -- -- -- (0.003) ------ ------ ------ ------ ------ Total dividends and distributions (0.373) (0.376) (0.369) (0.360) (0.209) ------ ------ ------ ------ ------ Net asset value, end of period $5.550 $5.050 $5.260 $4.890 $5.150 ====== ====== ====== ====== ====== Total return(2) 17.55% 3.16% 15.76% 2.08% (2.68%) Ratios and supplemental data: Net assets, end of period (000 omitted) $9,539 $4,629 $3,346 $1,948 $1,042 Ratio of expenses to average net assets 0.80% 0.80% 0.80% 0.80% 0.80% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.24% 1.23% 1.26% 1.23% 1.27% Ratio of net investment income to average net assets 6.65% 7.34% 7.38% 7.24% 5.88% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 6.21% 6.91% 6.92% 6.81% 5.41% Portfolio turnover 789% 923% 642% 115% 201% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager and distributor, as applicable. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.008, a decrease in net realized and unrealized gain (loss) per share of $0.008, and an increase in the ratio of net investment income to average net assets of 0.15%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 21 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Extended Duration Bond Fund Class B - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) Year Ended to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $5.050 $5.260 $4.890 $5.150 $5.500 Income (loss) from investment operations: Net investment income 0.332 0.343 0.331 0.323 0.172 Net realized and unrealized gain (loss) on investments and foreign currencies 0.500 (0.218) 0.370 (0.260) (0.347) ------ ------ ------ ------ ------ Total from investment operations 0.832 0.125 0.701 0.063 (0.175) ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.332) (0.335) (0.331) (0.323) (0.172) Net realized gain on investments -- -- -- -- (0.003) ------ ------ ------ ------ ------ Total dividends and distributions (0.332) (0.335) (0.331) (0.323) (0.175) ------ ------ ------ ------ ------ Net asset value, end of period $5.550 $5.050 $5.260 $4.890 $5.150 ====== ====== ====== ====== ====== Total return(2) 16.70% 2.37% 14.90% 1.32% (3.28%) Ratios and supplemental data: Net assets, end of period (000 omitted) $5,375 $3,413 $1,175 $476 $114 Ratio of expenses to average net assets 1.55% 1.55% 1.55% 1.55% 1.55% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.95% 1.98% 2.01% 1.98% 2.02% Ratio of net investment income to average net assets 5.90% 6.59% 6.63% 6.49% 5.13% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 5.50% 6.16% 6.17% 6.06% 4.66% Portfolio turnover 789% 923% 642% 115% 201% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.008, a decrease in net realized and unrealized gain (loss) per share of $0.008, and an increase in the ratio of net investment income to average net assets of 0.15%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 22 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Extended Duration Bond Fund Class C - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) Year Ended to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $5.050 $5.260 $4.890 $5.150 $5.500 Income (loss) from investment operations: Net investment income 0.331 0.343 0.331 0.323 0.180 Net realized and unrealized gain (loss) on investments and foreign currencies 0.500 (0.218) 0.370 (0.260) (0.347) ------ ------ ------ ------ ------ Total from investment operations 0.831 0.125 0.701 0.063 (0.167) ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.331) (0.335) (0.331) (0.323) (0.180) Net realized gain on investments -- -- -- -- (0.003) ------ ------ ------ ------ ------ Total dividends and distributions (0.331) (0.335) (0.331) (0.323) (0.183) ------ ------ ------ ------ ------ Net asset value, end of period $5.550 $5.050 $5.260 $4.890 $5.150 ====== ====== ====== ====== ====== Total return(2) 16.67% 2.37% 14.88% 1.32% (3.15%) Ratios and supplemental data: Net assets, end of period (000 omitted) $4,751 $1,431 $408 $87 $58 Ratio of expenses to average net assets 1.55% 1.55% 1.55% 1.55% 1.55% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.95% 1.98% 2.01% 1.98% 2.02% Ratio of net investment income to average net assets 5.90% 6.59% 6.63% 6.49% 5.13% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 5.50% 6.16% 6.17% 6.06% 4.66% Portfolio turnover 789% 923% 642% 115% 201% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.008, a decrease in net realized and unrealized gain (loss) per share of $0.008, and an increase in the ratio of net investment income to average net assets of 0.15%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 23 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Extended Duration Bond Fund Institutional Class - ------------------------------------------------------------------------------------------------------------------------------------ 9/15/98(1) Year Ended to 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $5.050 $5.260 $4.890 $5.150 $5.500 Income (loss) from investment operations: Net investment income 0.387 0.397 0.382 0.372 0.215 Net realized and unrealized gain (loss) on investments and foreign currencies 0.500 (0.218) 0.370 (0.260) (0.347) ------ ------ ------ ------ ------ Total from investment operations 0.887 0.179 0.752 0.112 (0.132) ------ ------ ------ ------ ------ Less dividends and distributions from: Net investment income (0.387) (0.389) (0.382) (0.372) (0.215) Net realized gain on investments -- -- -- -- (0.003) ------ ------ ------ ------ ------ Total dividends and distributions (0.387) (0.389) (0.382) (0.372) (0.218) ------ ------ ------ ------ ------ Net asset value, end of period $5.550 $5.050 $5.260 $4.890 $5.150 ====== ====== ====== ====== ====== Total return(2) 17.87% 3.43% 16.05% 2.34% (2.52%) Ratios and supplemental data: Net assets, end of period (000 omitted) $49,891 $56,664 $61,993 $61,955 $55,631 Ratio of expenses to average net assets 0.55% 0.55% 0.55% 0.55% 0.55% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 0.95% 0.98% 1.01% 0.98% 1.02% Ratio of net investment income to average net assets 6.90% 7.59% 7.63% 7.49% 6.13% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 6.50% 7.16% 7.17% 7.06% 5.66% Portfolio turnover 789% 923% 642% 115% 201% (1) Date of commencement of operations; ratios and portfolio turnover have been annualized and total return has not been annualized. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return reflects waivers and payments of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.008, a decrease in net realized and unrealized gain (loss) per share of $0.008, and an increase in the ratio of net investment income to average net assets of 0.15%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 24 Notes Delaware Corporate Bond Fund TO FINANCIAL STATEMENTS Delaware Extended Duration Bond Fund July 31, 2003 Delaware Group Income Funds (the "Trust") is organized as a Delaware business trust and offers five series: Delaware Corporate Bond Fund, Delaware Delchester Fund, Delaware Extended Duration Bond Fund, Delaware High-Yield Opportunities Fund and Delaware Strategic Income Fund. These financial statements and the related notes pertain to the Delaware Corporate Bond Fund and Delaware Extended Duration Bond Fund (each referred to as a "Fund" or collectively as the "Funds"). The Trust is an open-end investment company. The Funds are considered diversified under the Investment Company Act of 1940, as amended. The Funds offer Class A, Class B, Class C, Class R and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50%. Class B shares are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. Class R and Institutional Class shares are not subject to a sales charge and are offered for sale exclusively to a limited group of investors. As of July 31, 2003, Delaware Extended Duration Bond Fund Class R had not commenced operations. The investment objective of the Funds is to seek to provide investors with total return. 1. Significant Accounting Policies The following accounting policies are in accordance with accounting principles generally accepted in the United States and are consistently followed by the Funds. Security Valuation - All equity securities are valued at the last quoted sales price as of the time of the regular close of the New York Stock Exchange (NYSE) on the valuation date. Securities traded on the Nasdaq Stock Market, Inc. ("NASDAQ") are valued in accordance with the NASDAQ Official Closing Price, which may not be the last sales price. If on a particular day an equity security does not trade, then the mean between the bid and asked prices will be used. U.S. government and agency securities are valued at the mean between the bid and asked prices. Long-term debt securities are valued by an independent pricing service and such prices are believed to reflect the fair value of such securities. Short-term debt securities having less than 60 days to maturity are valued at amortized cost, which approximates market value. Other securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith under the direction of the Funds' Board of Trustees. Federal Income Taxes - Each Fund intends to continue to qualify for federal income tax purposes as a regulated investment company and make the requisite distributions to shareholders. Accordingly, no provision for federal income taxes has been made in the financial statements. Class Accounting - Investment income and common expenses are allocated to the classes of the Fund on the basis of "settled shares" of each class in relation to the net assets of the Funds. Realized and unrealized gain (loss) on investments are allocated to the various classes of the Funds on the basis of daily net assets of each class. Distribution expenses relating to a specific class are charged directly to that class. Repurchase Agreements - Each Fund may invest in a pooled cash account along with other members of the Delaware Investments Family of Funds. The aggregate daily balance of the pooled cash account is invested in repurchase agreements secured by obligations of the U.S. government. The respective collateral is held by each Fund's custodian bank until the maturity of the respective repurchase agreements. Each repurchase agreement is 102% collateralized. However, in the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral may be subject to legal proceedings. Foreign Currency Transactions - Transactions denominated in foreign currencies are recorded at the prevailing exchange rates on the valuation date. The value of all assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the exchange rate of such currencies against the U.S. dollar daily. Transaction gains or losses resulting from changes in exchange rates during the reporting period or upon settlement of the foreign currency transaction are reported in operations for the current period. The Funds isolate that portion of realized gains and losses on investments in debt securities, which are due to changes in foreign exchange rates from that which are due to changes in market prices of debt securities. The Funds report certain foreign currency related transactions as components of realized gains (losses) for financial reporting purposes, where such components are treated as ordinary income (loss) for federal income tax purposes. Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Other - Expenses common to all funds within the Delaware Investments Family of Funds are allocated amongst the funds on the basis of average net assets. Security transactions are recorded on the date the securities are purchased or sold (trade date). Costs used in calculating realized gains and losses on the sale of investment securities are those of the specific securities sold. Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis. Discounts and premiums are amortized to interest income over the lives of the respective securities. Realized gains (losses) on paydowns of mortgage- and asset-backed securities are classified as interest income. Each Fund declares dividends daily from net investment income and pays such dividends monthly and declares and pays distributions from net realized gains on investments, if any, annually. Certain expenses of the Funds are paid through commission arrangements with brokers. These transactions are done subject to best execution. In addition, the Funds may receive earnings credits from its custodian when positive cash balances are maintained, which are used to offset custody fees. The expenses paid under the above arrangements are included in their respective expense captions on the Statements of Operations with the corresponding expense offset shown as "expenses paid indirectly". The amount of these expenses for the year ended July 31, 2003 were as follows: Delaware Delaware Corporate Extended Duration Bond Fund Bond Fund --------- ----------------- Commission reimbursements $2,723 $1,627 Earnings credits 1,943 678 2. Investment Management, Administration Agreements and Other Transactions with Affiliates In accordance with the terms of its respective investment management agreement, each Fund pays Delaware Management Company (DMC), a series of Delaware Management Business Trust and the investment manager, an annual fee based on each Fund's average daily net assets as follows: Delaware Delaware Corporate Extended Duration Bond Fund Bond Fund --------- ----------------- On the first $500 million 0.500% 0.550% On the next $500 million 0.475% 0.500% On the next $1.5 billion 0.450% 0.450% In excess of $2.5 billion 0.425% 0.425% DMC has contractually agreed to waive that portion, if any, of its management fee and reimburse each Fund to the extent necessary to ensure that annual operating expenses, exclusive of taxes, interest, brokerage commissions, distribution fees, and extraordinary expenses, do not exceed 0.55% of average daily net assets for each Fund through September 30, 2004. 25 Notes Delaware Corporate Bond Fund TO FINANCIAL STATEMENTS (CONTINUED) Delaware Extended Duration Bond Fund 2. Investment Management, Administration Agreements and Other Transactions with Affiliates (continued) Delaware Service Company, Inc. (DSC), an affiliate of DMC, provides accounting, administration, dividend disbursing and transfer agent services. Each Fund pays DSC a monthly fee based on average net assets subject to certain minimums for accounting and administration services. Each Fund pays DSC a monthly fee based on the number of shareholder accounts for dividend disbursing and transfer agent services. Prior to June 1, 2003, the monthly fee for dividend disbursing and transfer agent services was based on the number of shareholder accounts and shareholder transactions. Pursuant to a distribution agreement and distribution plan, each Fund pays Delaware Distributors, L.P. (DDLP), the distributor and an affiliate of DMC, an annual fee not to exceed 0.30% of the average daily net assets of Class A shares, 1.00% of the average daily net assets of the Class B and C shares, and 0.60% of the average daily net assets of Class R shares. Institutional Class shares pay no distribution and service expenses. DDLP has contracted to waive distribution fees through September 30, 2004 in order to prevent distribution fees of Class A shares from exceeding 0.25% of average daily net assets. At July 31, 2003, each Fund had liabilities payable to affiliates as follows: Delaware Delaware Corporate Extended Duration Bond Fund Bond Fund ----------- ----------------- Investment Management fee payable to DMC $6,191 $9,355 Dividend disbursing, transfer agent fees, accounting and other expenses payable to DSC 30,975 13,011 Other expenses payable to DMC and affiliates 2,082 1,037 For the year ended July 31, 2003, DDLP earned commissions on the sales of the Class A shares for each Fund as follows: Delaware Corporate Bond Fund $29,363 Delaware Extended Duration Bond Fund $8,392 Certain officers of DMC, DSC and DDLP are officers, and/or trustees of the Trust. These officers and trustees are paid no compensation by the Funds. 3. Investments For the year ended July 31, 2003, the Funds made purchases and sales of investment securities other than U.S. government securities and short-term investments as follows: Delaware Delaware Corporate Extended Duration Bond Fund Bond Fund ------------ ----------------- Purchases $532,158,136 $254,041,870 Sales 484,406,468 253,037,397 At July 31, 2003, the cost of investments and unrealized appreciation (depreciation) for federal income tax purposes for each Fund were as follows: Delaware Delaware Corporate Extended Duration Bond Fund Bond Fund ------------ ----------------- Cost of investments $146,368,471 $69,784,136 ============ =========== Aggregate unrealized appreciation $ 3,588,339 $ 2,313,368 Aggregate unrealized depreciation (4,574,229) (2,825,625) ------------ ----------- Net unrealized depreciation $ (985,890) $ (512,257) ============ =========== 4. Dividend and Distribution Information Income and long-term capital gain distributions are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States. The tax character of dividends and distributions paid during the years ending July 31, 2003 and 2002 were as follows: Delaware Delaware Corporate Extended Duration Bond Fund Bond Fund ---------------- --------------- 2003 2002 2003 2002 Ordinary income $7,011,136 $5,135,105 $4,640,247 $4,996,150 As of July 31, 2003, the components of net assets on a tax basis were as follows: Delaware Delaware Corporate Extended Duration Bond Fund Bond Fund ------------ ----------------- Shares of beneficial interest $143,205,169 $69,835,268 Undistributed ordinary income 1,405,603 1,756 Undistributed long-term capital gain 695,617 235,182 Post-October currency losses (4,912) (3,439) Unrealized depreciation on investments and foreign currencies (986,227) (512,493) ------------ ------------ Net Assets $144,315,250 $ 69,556,274 ============ ============ Post-October losses represent losses realized on investment and currency transactions from November 1, 2002 through July 31, 2003 that, in accordance with federal income tax regulations, the Fund has elected to defer and treat as having arisen in the following fiscal year. 26 Notes Delaware Corporate Bond Fund TO FINANCIAL STATEMENTS (CONTINUED) Delaware Extended Duration Bond Fund 5. Capital Shares Transactions in capital shares were as follows: Delaware Corporate Delaware Extended Bond Fund Duration Bond Fund ------------------ ------------------ Year Ended Year Ended 7/31/03 7/31/02 7/31/03 7/31/02 Shares sold: Class A 5,013,367 2,865,441 1,456,924 601,760 Class B 1,890,068 1,792,051 449,772 492,768 Class C 2,471,148 895,352 773,883 226,214 Class R 1 -- -- -- Institutional Class 5,967,397 3,060,909 1,572,296 2,613,281 Shares issued upon reinvestment of dividends and distributions: Class A 164,198 79,564 45,798 39,021 Class B 72,256 44,216 23,194 15,527 Class C 61,964 23,605 15,453 8,099 Institutional Class 637,752 595,929 600,939 748,742 ----------- ----------- ----------- ----------- 16,278,151 9,357,067 4,938,259 4,745,412 ----------- ----------- ----------- ----------- Shares repurchased: Class A (2,435,058) (555,864) (698,863) (360,575) Class B (902,814) (478,053) (179,404) (56,053) Class C (434,901) (94,638) (215,847) (28,487) Institutional Class (3,745,700) (3,697,340) (4,395,521) (3,931,380) ----------- ----------- ----------- ----------- (7,518,473) (4,825,895) (5,489,635) (4,376,495) ----------- ----------- ----------- ----------- Net increase (decrease) 8,759,678 4,531,172 (551,376) 368,917 =========== =========== =========== =========== Class B shares converted to Class A shares* 7/31/03 7/31/02 Shares Value Shares Value ------ ------- ------ ------- Corporate Bond 14,784 $83,540 5,337 $29,126 Extended Duration 309 1,889 -- -- *The respective amounts are included in Class B redemptions and Class A subscriptions in the table above and the Statements of Changes in Net Assets. 6. Futures Contracts Each Fund may invest in financial futures contracts to hedge its existing portfolio securities against fluctuations in fair value caused by changes in prevailing market interest rates. Upon entering into a futures contract, each Fund deposits cash or pledges U.S. government securities to a broker, equal to the minimum "initial margin" requirements of the exchange on which the contract is traded. (In some cases, due to the form of the futures agreement, initial margin is held in a segregated account with the Fund's custodian, rather than directly with the broker). Subsequent payments are received from the broker or paid to the broker, (or added to the segregated account) each day, based on the daily fluctuation in the market value of the contract. These receipts or payments are known as "variation margin" and are recorded daily by each Fund as unrealized gains or losses until the contracts are closed. When the contracts are closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risk of entering into futures contracts include potential imperfect correlation between the futures contracts and the underlying securities and the possibility of an illiquid secondary market for these instruments. Financial futures contracts open at July 31, 2003 were as follows: Delaware Extended Duration Bond Fund Contracts to Buy Notional Cost Expiration Date Unrealized Loss ---------------- ------------- --------------- --------------- 111 U.S. 20 Year Treasury $12,060,763 September 2003 $(336,388) Bond Contracts The use of futures contracts involves elements of market risk and risks in excess of the amount recognized in the financial statements. The notional amount presented above represents the Fund's total exposure in such contracts, whereas only the net unrealized appreciation (depreciation) is reflected in the Fund's net assets. 27 Notes Delaware Corporate Bond Fund TO FINANCIAL STATEMENTS (CONTINUED) Delaware Extended Duration Bond Fund 7. Line of Credit The Funds, along with certain other funds in the Delaware Investments Family of Funds (the "Participants"), participate in a $202,300,000 revolving line of credit facility to be used for temporary or emergency purposes as an additional source of liquidity to fund redemptions of investor shares. The Participants are charged an annual commitment fee, which is allocated across the Participants on the basis of each fund's allocation of the entire facility. The Participants may borrow up to a maximum of one third of their net assets under the agreement. The Funds had no amounts outstanding as of July 31, 2003, or at any time during the year. 8. Foreign Exchange Contracts The Funds may enter into forward foreign currency exchange contracts (and forward foreign cross currency exchange contracts) as a way of managing foreign exchange rate risk. The Fund may enter into these contracts to fix the U.S. dollar value of a security that it has agreed to buy or sell for the period between the date the trade was entered into and the date the security is delivered and paid for. The Fund may also use these contracts to hedge the U.S. dollar value of securities it already owns that are denominated in foreign currencies. Forward foreign currency exchange contracts (and forward foreign cross currency exchange contracts) are valued at the mean between the bid and asked prices of the contracts and are marked-to-market daily. Interpolated values are derived when the settlement date of the contract is an interim date for which quotations are not available. The change in market value is recorded as an unrealized gain or loss. When the contract is closed, a realized gain or loss is recorded equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The use of forward foreign currency exchange contracts (and forward foreign cross currency exchange contracts) does not eliminate fluctuations in the underlying prices of the securities, but does establish a rate of exchange that can be achieved in the future. Although forward foreign currency exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. In addition, the Funds could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts. No forward foreign currency exchange contracts were outstanding at July 31, 2003. 9. Credit and Market Risk Each Fund may invest in high-yield fixed-income securities, which carry ratings of BB or lower by S&P and/or Ba or lower by Moody's. Investments in these higher yielding securities are generally accompanied by a greater degree of credit risk than higher rated securities. Additionally, lower rated securities may be more susceptible to adverse economic and competitive industry conditions than investment grade securities. Each Fund invests in fixed-income securities whose value is derived from an underlying pool of mortgages or consumer loans. Investors receive principal and interest payments as the underlying mortgages and consumer loans are paid back. Prepayment of mortgages may shorten the stated maturity of the obligations and can result in a loss of premium, if any has been paid. Each Fund may invest up to 15% of its total assets in illiquid securities which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and other securities which may not be readily marketable. The relative illiquidity of these securities may impair each Fund from disposing of them in a timely manner and at a fair price when it is necessary or desirable to do so. 10. Tax Information (Unaudited) The information set forth below is for the Funds' fiscal year as required by federal laws. Shareholders, however, must report distributions on a calendar year basis for income tax purposes, which may include distributions for portions of two fiscal years of the funds. Accordingly, the information needed by shareholders for income tax purposes will be sent to them in January of each year. Please consult your tax advisor for proper treatment of this information. For the fiscal year ended July 31, 2003, the Funds designate distributions paid during the period as follows: Delaware Corporate Delaware Extended Bond Fund Duration Bond Fund ------------------ ------------------ (A) Long-Term Capital Gains Distributions -- -- (Tax Basis) (B) Ordinary Income Distributions (Tax Basis) 100% 100% (C) Total Distributions (Tax Basis) 100% 100% (D) Qualifying Dividends(1) -- -- (A) and (B) are based on a percentage of the Fund's total distributions. (D) is based on a percentage of ordinary income of the Fund. (1) Qualifying dividends represent dividends which qualify for the corporate dividends received deduction. 28 Report OF INDEPENDENT AUDITORS To the Shareholders and Board of Trustees Delaware Group Income Funds We have audited the accompanying statements of net assets and statements of assets and liabilities of Delaware Corporate Bond Fund and Delaware Extended Duration Bond Fund (the "Funds") (each a series of Delaware Group Income Funds) as of July 31, 2003, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of July 31, 2003, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the above listed Funds at July 31, 2003, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and their financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States. Ernst & Young LLP Philadelphia, Pennsylvania September 12, 2003 29 Delaware Investments Family of Funds BOARD OF DIRECTORS/TRUSTEES AND OFFICERS ADDENDUM A mutual fund is governed by a Board of Trustees which has oversight responsibility for the management of a fund's business affairs. Trustees establish procedures and oversee and review the performance of the investment manager, the distributor and others that perform services for the fund. The independent fund trustees, in particular, are advocates for shareholder interests. The following is a list of the Trustees/Officers and certain background and related information. Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee Trustee - ----------------------------------------------------------------------------------------------------------------------------------- INTERESTED TRUSTEES Jude to Driscoll(2) Chairman and 3 Years - Since August 2000, 83 None 2005 Market Street Trustee(4) Executive Officer Mr. Driscoll has served in Philadelphia, PA various executive capacities 19103 Trustee as of at different times at May 15, 2003 Delaware Investments(1) March 10, 1963 Senior Vice President and Director of Fixed-Income Process - Conseco Capital Management (June 1998 - August 2000) Managing Director - NationsBanc Capital Markets (February 1996 - June 1998) - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES Walter P. Babich Trustee 15 Years Board Chairman - 101 None 2005 Market Street Citadel Construction, Corporation Philadelphia, PA (1989 - Present) 19103 October 1, 1927 John H. Durham Trustee 24 Years(3) Private Investor 101 Trustee - 2005 Market Street Abington Memorial Philadelphia, PA Hospital 19103 August 7, 1937 President/Director - 22 WR Corporation John A. Fry Trustee(4) 2 Years President - 83 None 2005 Market Street Franklin & Marshall College Philadelphia, PA (June 2002 - Present) 19103 Executive Vice President - University of Pennsylvania May 28, 1960 (April 1995 - June 2002) 30 Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee/Officer Trustee/Officer - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES (CONTINUED) Anthony D. Knerr Trustee 10 Years Founder/Managing Director - 101 None 2005 Market Street Anthony Knerr & Associates Philadelphia, PA (Strategic Consulting) 19103 (1990 - Present) December 7, 1938 Ann R. Leven Trustee 14 Years Treasurer/Chief Fiscal Officer - 101 Director - 2005 Market Street National Gallery of Art Systemax, Inc. Philadelphia, PA (1994 - 1999) 19103 Director - Andy Warhol Foundation November 1, 1940 Thomas F. Madison Trustee 9 Years President/Chief 101 Director - 2005 Market Street Executive Officer - CenterPoint Energy Philadelphia, PA MLM Partners, Inc. 19103 (Small Business Investing Director - Digital and Consulting) River Inc. (January 1993 - Present) February 25, 1936 Director - Rimage Corporation Director - Valmont Industries, Inc. Janet L. Yeomans Trustee 4 Years Vice President/Mergers & 101 None 2005 Market Street Acquisitions - 3M Corporation Philadelphia, PA (January 2003 - Present) 19103 Ms. Yeomans has held July 31, 1948 various management positions at 3M Corporation since 1983. - ----------------------------------------------------------------------------------------------------------------------------------- OFFICERS Richelle S. Maestro Senior Vice President, 4 Years Ms. Maestro has served in 101 None 2005 Market Street General Counsel various executive capacities Philadelphia, PA and Secretary at different times at 19103 Delaware Investments. November 26, 1957 Michael P. Bishof Senior Vice President 7 Years Mr. Bishof has served in 101 None 2005 Market Street and Treasurer various executive capacities Philadelphia, PA at different times at 19103 Delaware Investments. August 18, 1962 (1) Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its subsidiaries, including the Registrant's investment advisor, principal underwriter and its transfer agent. (2) Mr. Driscoll is considered to be an "Interested Trustee" because he is an executive officer of the Fund's manager and distributor. (3) Mr. Durham served as a Director Emeritus from 1995 through 1998. (4) Mr. Driscoll and Mr. Fry are not Trustees of the portfolios of Voyageur Insured Funds, Voyageur Intermediate Tax Free Funds, Voyageur Investment Trust, Voyageur Mutual Funds, Voyageur Mutual Funds II, Voyageur Mutual Funds III and Voyageur Tax Free Funds. The Statement of Additional Information for the Fund(s) includes additional information about the Trustees and Officers and is available, without charge, upon request by calling 800 523-1918. 31 Delaware Investments(SM) - -------------------------------------- A member of Lincoln Financial Group(R) This annual report is for the information of Delaware Corporate Bond Fund and Delaware Extended Duration Bond Fund shareholders, but it may be used with prospective investors when preceded or accompanied by a current prospectus for Delaware Corporate Bond Fund and Delaware Extended Duration Bond Fund and the Delaware Investments Performance Update for the most recently completed calendar quarter. The prospectus sets forth details about charges, expenses, investment objectives, and operating policies of each Fund. You should read the prospectus carefully before you invest. The figures in this report represent past results which are not a guarantee of future results. The return and principal value of an investment in a Fund will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Board of Trustees Affiliated Officers Contact Information Jude T. Driscoll Michael P. Bishof Investment Manager Chairman Senior Vice President and Treasurer Delaware Management Company Delaware Investments Family of Funds Delaware Investments Family of Funds Philadelphia, PA Philadelphia, PA Philadelphia, PA International Affiliate Walter P. Babich Richelle S. Maestro Delaware International Advisers Ltd. Board Chairman Executive Vice President, London, England Citadel Construction Corporation General Counsel and Secretary King of Prussia, PA Delaware Investments Family of Funds National Distributor Philadelphia, PA Delaware Distributors, L.P. John H. Durham Philadelphia, PA Private Investor Gwynedd Valley, PA Shareholder Servicing, Dividend Disbursing and Transfer Agent John A. Fry Delaware Service Company, Inc. President 2005 Market Street Franklin & Marshall College Philadelphia, PA 19103-7094 Lancaster, PA For Shareholders Anthony D. Knerr 800 523-1918 Managing Director Anthony Knerr & Associates For Securities Dealers and Financial New York, NY Institutions Representatives Only 800 362-7500 Ann R. Leven Former Treasurer/Chief Fiscal Officer Web site National Gallery of Art www.delawareinvestments.com Washington, DC Thomas F. Madison President and Chief Executive Officer MLM Partners, Inc. Minneapolis, MN -------------------------------------------------------------------------------- Janet L. Yeomans A description of the policies and procedures that the Fund uses to determine how Vice President/Mergers & Acquisitions to vote proxies (if any) relating to portfolio securities is available without 3M Corporation St. charge (i) upon request, by calling 800 523-1918; (ii) on the Fund's website at Paul, MN http://www.delawareinvestments.com; and (iii) on the Commission's website at http://www.sec.gov. Beginning no later than August 31, 2004, information (if any) regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge (i) through the Fund's website at http://www.delawareinvestments.com; and (ii) on the Commission's website at http://www.sec.gov. -------------------------------------------------------------------------------- (8152) Printed in the USA AR-460 [7/03] IVES 9/03 J9373 Delaware Investments(SM) -------------------------------------- A member of Lincoln Financial Group(R) FIXED INCOME Annual Report 2003 - -------------------------------------------------------------------------------- DELAWARE DELCHESTER FUND [LOGO] POWERED BY RESEARCH.(SM) Table OF CONTENTS - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT REVIEW 1 - -------------------------------------------------------------------------------- PERFORMANCE SUMMARY 3 - -------------------------------------------------------------------------------- FINANCIAL STATEMENTS: - -------------------------------------------------------------------------------- Statement of Net Assets 4 - -------------------------------------------------------------------------------- Statement of Assets and Liabilities 8 - -------------------------------------------------------------------------------- Statement of Operations 9 - -------------------------------------------------------------------------------- Statements of Changes in Net Assets 10 - -------------------------------------------------------------------------------- Financial Highlights 11 - -------------------------------------------------------------------------------- Notes to Financial Statements 15 - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT AUDITORS 18 - -------------------------------------------------------------------------------- BOARD OF TRUSTEES/OFFICERS 19 - -------------------------------------------------------------------------------- Funds are not FDIC insured and are not guaranteed. It is possible to lose the principal amount invested. Mutual fund advisory services provided by Delaware Management Company, a series of Delaware Management Business Trust, which is a registered investment advisor. (C) 2003 Delaware Distributors, L.P. Portfolio Delaware Delchester Fund MANAGEMENT REVIEW August 12, 2003 Fund Manager Timothy L. Rabe Senior Vice President/Senior Portfolio Manager Q: Please discuss the Fund's performance and the high yield market in general during the 12-month period. A: Delaware Delchester Fund gained +28.67% (Class A shares at net asset value with distributions reinvested) for the fiscal year ended July 31, 2003. The Fund's peer group, as measured by the Lipper High Current Yield Funds Average, returned +20.38%. The Fund's benchmark, the Citigroup High-Yield Cash Pay Index, formerly the Salomon Smith Barney High-Yield Cash Pay Index, gained +28.62%. We attribute the Fund's strong performance to our disciplined, long-term investment approach. A focus on prudent business operations and ethical accounting practices helped companies post stronger earnings, sparking a rebound in the high yield market in the second quarter of 2003. Refinancing debt at longer maturities has been a positive strategy for many high-yield issuers, providing them with more time to focus on improving their balance sheets. Investors discouraged by low yielding fixed-income vehicles such as money market funds are increasingly accepting the risks associated with non investment-grade bonds in an effort to capture more attractive yields. In the second quarter of 2003, new high-yield issuance climbed to its highest level in five years. Coupled with a declining default rate and strong cash flows, a healthier high-yield bond market generated its best return in years. Q: Please discuss the Fund's strategy over the past year. A: In an effort to avoid sector bets and minimize portfolio risk, we maintained neutral sector weightings relative to the Fund's benchmark index, with several exceptions. In healthcare, the fallout from criminal investigations at HealthSouth and Tenet Healthcare created negative implications for the entire sector, prompting us to maintain a less heavily-weighted position. We also believed it was unlikely that the financial prospects for airline carriers would improve, and remain skeptical today. Due to continued industry uncertainty, we avoided this sector during the fiscal year. In the utility sector, the Fund held a neutral weighting despite concerns about debt burdens and fraudulent accounting practices that have plagued the industry in recent years. Our research group helped us search through the plagued industry to find candidates for the portfolio. We believe that extensive research is critical to helping us in an environment where corporate malfeasance at one firm can weaken an entire sector. Our position in Calpine, an electric utility generator, posted strong returns following its successful debt refinancing amid a highly volatile industry. Q: How do you manage investment risk? A: We believe that a bottom-up approach to portfolio construction is the most effective way to select good companies. Our investment discipline is founded on in-depth company research and credit analysis supported by a team of 19 sector-specific analysts. This highly-focused approach provides us with the ability to thoroughly scrutinize each investment opportunity. It helps us select the market's most attractive yields and create a well-diversified portfolio. Of course, ongoing credit analysis and portfolio monitoring are critical to helping us identify factors or situations that might have a potential negative impact on the Fund. Q: Which holdings had the greatest positive impact on performance? A: A focus on corporate debt restructuring was a key driver of performance among many of our core holdings. Calpine delivered strong returns following a successful debt refinancing. Clothing retailer J Crew also benefited from a positive debt restructuring. With a strong brand name and capable management, we believe the long-term prospects for J Crew remain promising. In the cable arena, Charter Communications Holdings rebounded in the second quarter of 2003 following last year's investigation into suspected fraudulent accounting practices and a high-profile management turnover. We believe the strong price performance for Charter Communications' bonds is warranted and that the company may fare well under the leadership of Paul Allen, a former Microsoft executive. R.H. Donnelley was also a noteworthy contributor to performance due to its recent acquisition of Sprint Directory Publishing. 1 Q: Please discuss any securities that detracted from performance. A: While the Fund generated strong performance relative to its peers, several holdings fell below our performance expectations. The Fund had a market-weighted position in leading chemical producer Solutia, which suffered from a highly-publicized water contamination case in Alabama. A weak U.S. dollar and high natural gas prices also contributed to the firm's poor financial results, as did legal expenditures associated with the ongoing litigation. However, we remain optimistic that Solutia's legal issues will be fairly resolved and that its competitive market position may reward investors over the long term. We were also disappointed by our investment in Newmont Yandal Operations, the Australian subsidiary of Newmont Mining Corporation, which declared bankruptcy proceedings during the period and is consequently no longer a holding within the portfolio. 2 Delaware DELCHESTER FUND Fund Basics As of July 31, 2003 - ----------------------------------------------- Fund Objective: The Fund seeks as high a level of current income as is consistent with providing reasonable safety. - ----------------------------------------------- Total Fund Assets: $370.57 million - ----------------------------------------------- Number of Holdings: 179 - ----------------------------------------------- Fund Start Date: August 20, 1970 - ----------------------------------------------- Your Fund Manager: Timothy L. Rabe is Senior Vice President/Senior Portfolio Manager of Delaware's high-yield funds. Mr. Rabe received a bachelor's degree in finance from the University of Illinois. Prior to joining Delaware Investments in 2000, Mr. Rabe was a high-yield portfolio manager for Conseco Capital Management. Before that, he worked as a tax analyst for The Northern Trust Company. He is a CFA charterholder. - ----------------------------------------------- Nasdaq Symbols: Class A DETWX Class B DHYBX Class C DELCX Fund Performance Average Annual Total Returns Through July 31, 2003 Lifetime 10 Years Five Years One Year - -------------------------------------------------------------------------------- Class A (Est. 8/20/70) Excluding Sales Charge +7.48% +1.77% -5.13% +28.67% Including Sales Charge +7.33% +1.31% -5.99% +22.95% - -------------------------------------------------------------------------------- Class B (Est. 5/2/94) Excluding Sales Charge +0.86% -5.77% +27.68% Including Sales Charge +0.86% -5.94% +23.68% - -------------------------------------------------------------------------------- Class C (Est. 11/29/95) Excluding Sales Charge +0.03% -5.77% +27.68% Including Sales Charge +0.03% -5.77% +26.68% - -------------------------------------------------------------------------------- Delaware Delchester Fund invests primarily in high-yield bonds (commonly known as "junk bonds"), which involve greater risk than higher quality bonds. Returns reflect the reinvestment of distributions and any applicable sales charges as noted below. Returns and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance for Class B and C shares, excluding sales charges, assumes either that contingent deferred sales charges did not apply or the investment was not redeemed. Past performance is not a guarantee of future results. The Fund offers Class A, B, C, R, and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50% and have an annual distribution and service fee of up to 0.30%. Class B shares are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. They are also subject to an annual distribution and service fee of 1%. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. They are also subject to an annual distribution and service fee of 1%. Class R shares are available only for certain retirement plan products. They are sold without a sales charge and have an annual distribution and service fee of 0.60%. No Class R shares were made available during the periods shown. An expense limitation was in effect for all share classes for the periods through 7/31/01. Performance would have been lower had the expense limitation not been in effect. The average annual total returns for the lifetime (since 8/20/70), 10-year, five-year, and one-year periods ended July 31, 2003 for Delaware Delchester Fund's Institutional Class were +7.62%, +2.06%, -4.81%, and +29.46%, respectively. The Institutional Class shares were first made available on June 1, 1992 and are available without sales or asset-based distribution charges only to certain eligible institutional accounts. Institutional Class performance prior to June 1, 1992 for Delaware Delchester Fund is based on Class A performance and was adjusted to eliminate the sales charges, but not the asset-based distribution charge of Class A shares. The performance table and graph do not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Nasdaq Institutional Class symbol: DETIX Performance of a $10,000 Investment July 31, 1993 through July 31, 2003 Delaware Citigroup High-Yield Delchester Fund Cash Pay Index --------------- -------------- Jul-93 $9,550 $10,000 Jul-94 $9,703 $10,320 Jul-95 $10,524 $11,805 Jul-96 $11,376 $12,857 Jul-97 $13,371 $14,888 Jul-98 $14,772 $16,475 Jul-99 $13,642 $16,440 Jul-00 $12,043 $16,302 Jul-01 $9,609 $16,663 Jul-02 $8,827 $15,086 Jul-03 $11,357 $19,404 Chart assumes $10,000 invested on July 31, 1993 and includes the effect of a 4.50% front-end sales charge and the reinvestment of all distributions. Performance of other Fund classes will vary due to different charges and expenses. Returns plotted on the chart were as of the last day of each month shown. The Citigroup High-Yield Cash Pay Index (formerly the Salomon Smith Barney High-Yield Cash Pay Index) is an unmanaged index that generally tracks the performance of high-yield bonds. An index is unmanaged and does not reflect the costs of operating a mutual fund, such as the costs of buying, selling, and holding securities. You cannot invest directly in an index. Past performance is not a guarantee of future results. 3 Statement Delaware Delchester Fund OF NET ASSETS July 31, 2003 Market Principal Value Amount (U.S.$) Asset-Backed Securities - 0.63% *Master Asset Securitization Trust NIM 2003-OPT2 144A 9.79% 5/26/33 $ 1,531,791 $ 1,532,271 *South Street 1999-1A A1 144A 7.16% 7/1/11 900,000 805,553 ----------- Total Asset-Backed Securities (cost $2,337,218) 2,337,824 ----------- Collateralized Mortgage Obligations - 0.93% *Goldman Sachs Mortgage Securities 2002-HE2N 144A 8.25% 10/20/32 726,951 726,951 *|X|Prudential Securities Secured Financing 1998 C1-J 144A 7.335% 5/15/13 850,000 681,893 *|X|Salomon Brothers Mortgage Securities 1999 C1-J 144A 7.00% 5/18/32 2,730,000 2,036,579 ----------- Total Collateralized Mortgage Obligations (cost $3,496,986) 3,445,423 ----------- Corporate Bonds - 76.15% Aerospace & Defense - 0.51% *Aviall 144A 7.625% 7/1/11 1,425,000 1,425,000 *TD Funding 144A 8.375% 7/15/11 450,000 460,125 ----------- 1,885,125 ----------- Automobiles & Automotive Parts - 1.76% *Advanced Accessory Systems 144A 10.75% 6/15/11 1,285,000 1,355,675 +CSK Auto 12.00% 6/15/06 1,875,000 2,088,281 General Motors 8.375% 7/15/33 2,030,000 1,901,696 *UIS 144A 9.375% 6/15/13 1,100,000 1,152,250 oVenture Holdings Trust 12.00% 6/1/09 3,465,000 38,981 ----------- 6,536,883 ----------- Banking, Finance & Insurance - 2.93% *Crum & Forster 144A 10.375% 6/15/13 1,720,000 1,784,500 *Farmers Exchange Capital 144A 7.20% 7/15/48 945,000 737,782 *Farmers Insurance Exchange 144A 8.625% 5/1/24 735,000 705,743 Finova Group 7.50% 11/15/09 5,235,000 2,381,925 Qwest Capital Funding 5.875% 8/3/04 3,075,000 2,905,875 TIG Holdings 8.125% 4/15/05 2,010,000 1,939,650 *Zurich Capital Trust I 144A 8.376% 6/1/37 400,000 405,176 ----------- 10,860,651 ----------- Buildings & Materials - 1.85% +Foster Wheeler 6.75% 11/15/05 3,415,000 1,997,775 *Lone Star Industries 144A 8.85% 6/15/05 1,940,000 2,024,875 United States Steel 10.75% 8/1/08 1,770,000 1,770,000 oWCI Steel 10.00% 12/1/04 3,215,000 1,060,950 ----------- 6,853,600 ----------- Business Services - 0.51% *Brickman Group 144A 11.75% 12/15/09 1,070,000 1,185,025 *Worldspan Finance 144A 9.625% 6/15/11 675,000 705,375 ----------- 1,890,400 ----------- Market Principal Value Amount (U.S.$) Corporate Bonds (continued) Cable, Media & Publishing - 10.83% American Media Operation 10.25% 5/1/09 $ 1,845,000 $ 1,969,538 +Charter Communications Holdings 10.00% 4/1/09 7,155,000 5,580,899 10.75% 10/1/09 5,435,000 4,388,763 +CSC Holdings 10.50% 5/15/16 445,000 476,150 +Insight Midwest 10.50% 11/1/10 3,310,000 3,558,250 +Lodgenet Entertainment 9.50% 6/15/13 4,840,000 5,094,100 Mediacom 9.50% 1/15/13 3,350,000 3,333,250 PanAmSat 8.50% 2/1/12 2,675,000 2,795,375 *PEI Holdings 144A 11.00% 3/15/10 1,195,000 1,320,475 +*RH Donnelley Finance 144A 10.875% 12/15/12 3,300,000 3,729,000 Vertis 10.875% 6/15/09 2,740,000 2,685,200 13.50% 12/7/09 1,525,000 1,418,250 XM Satellite Radio +*144A 12.00% 6/15/10 855,000 850,725 #14.00% 12/31/09 4,000,000 2,920,000 ----------- 40,119,975 ----------- Chemicals - 3.12% *++HMP Equity 144A 15.433% 5/15/08 1,080,000 534,600 +Huntsman International *144A 9.875% 3/1/09 1,550,000 1,596,500 10.125% 7/1/09 2,095,000 2,021,675 IMC Global 7.625% 11/1/05 2,600,000 2,756,000 +Solutia 6.72% 10/15/37 2,650,000 1,603,250 11.25% 7/15/09 2,030,000 1,410,850 *Westlake Chemical 144A 8.75% 7/15/11 1,645,000 1,645,000 ----------- 11,567,875 ----------- Computers & Technology - 2.70% +*Amkor Technology 144A 7.75% 5/15/13 1,950,000 1,886,625 *Cooperative Computing 144A 10.50% 6/15/11 2,150,000 2,214,500 *DigitalNet 144A 9.00% 7/15/10 800,000 788,000 +Northern Telecom Capital 7.40% 6/15/06 2,060,000 2,008,500 7.875% 6/15/26 950,000 878,750 +Sanmina 10.375% 1/15/10 1,975,000 2,231,750 ----------- 10,008,125 ----------- Consumer Products - 2.61% +American Greetings 11.75% 7/15/08 2,405,000 2,753,725 *Jacuzzi Brands 144A 9.625% 7/1/10 1,500,000 1,552,500 +Playtex Products 9.375% 6/1/11 1,075,000 1,037,375 +Salton 10.75% 12/15/05 1,255,000 1,248,725 12.25% 4/15/08 1,025,000 1,045,500 +Samsonite 10.75% 6/15/08 1,980,000 2,049,300 ----------- 9,687,125 ----------- Consumer Services - 1.29% +Alderwoods Group 12.25% 1/2/09 2,350,000 2,520,375 Corrections Corporation of America 7.50% 5/1/11 1,175,000 1,192,625 *144A 7.50% 5/1/11 1,025,000 1,068,563 ----------- 4,781,563 ----------- 4 Statement Delaware Delchester Fund OF NET ASSETS (CONTINUED) Market Principal Value Amount (U.S.$) Corporate Bonds (continued) Energy - 9.75% *Citgo Petroleum 144A 11.375% 2/1/11 $ 3,405,000 $ 3,771,037 +Dynegy Holdings 6.75% 12/15/05 2,200,000 2,189,000 +El Paso 7.00% 5/15/11 2,765,000 2,198,175 *El Paso Natural Gas 144A 7.625% 8/1/10 2,000,000 1,870,000 *El Paso Production Holding 144A 7.75% 6/1/13 1,850,000 1,706,625 Energy Partners 8.75% 8/1/10 1,200,000 1,203,000 +*Gemstone Investor 144A 7.71% 10/31/04 1,605,000 1,560,863 +Hanover Equipment Trust 8.50% 9/1/08 1,440,000 1,512,000 *Houston Exploration 144A 7.00% 6/15/13 1,835,000 1,835,000 +Petroleum Geo-Services 6.25% 11/19/03 2,440,000 1,622,600 *SEMCO Energy 144A 7.75% 5/15/13 1,675,000 1,706,406 *Southern Natural Gas 144A 8.875% 3/15/10 1,630,000 1,687,050 +Tennessee Gas Pipeline 8.375% 6/15/32 2,535,000 2,496,975 Transcontinental Gas Pipeline 6.125% 1/15/05 650,000 648,375 8.875% 7/15/12 1,985,000 2,153,725 +Williams Companies 6.625% 11/15/04 1,065,000 1,049,025 8.125% 3/15/12 3,855,000 3,720,075 *Williams Gas Pipelines Central 144A 7.375% 11/15/06 3,010,000 3,198,125 ----------- 36,128,056 ----------- Environmental Services - 1.38% +*Casella Waste Systems 144A 9.75% 2/1/13 2,345,000 2,485,700 IESI 10.25% 6/15/12 2,500,000 2,637,500 ----------- 5,123,200 ----------- Food, Beverage & Tobacco - 4.50% Avado Brands 9.75% 6/1/06 1,540,000 708,400 B&G Foods 9.625% 8/1/07 1,160,000 1,191,900 * Commonwealth Brands 144A 10.625% 9/1/08 3,525,000 3,560,250 Denny's 12.75% 9/30/07 3,400,000 3,408,500 Di Giorgio 10.00% 6/15/07 3,045,000 3,018,356 *Le-Natures 144A 9.00% 6/15/13 2,800,000 2,912,000 *National Beef Packing 144A 10.50% 8/1/11 1,865,000 1,865,000 ----------- 16,664,406 ----------- Healthcare & Pharmaceuticals - 1.86% +Alliance Imaging 10.375% 4/15/11 3,195,000 3,195,000 Team Health 12.00% 3/15/09 3,595,000 3,684,875 ----------- 6,879,875 ----------- Home Builders - 1.76% Schuler Homes 10.50% 7/15/11 1,960,000 2,224,600 +Standard Pacific 9.25% 4/15/12 1,930,000 2,103,700 +Technical Olympic USA 10.375% 7/1/12 2,040,000 2,193,000 ----------- 6,521,300 ----------- Leisure, Lodging & Entertainment - 2.39% Extended Stay America 9.875% 6/15/11 2,805,000 3,001,350 *Hard Rock Hotel 144A 8.875% 6/1/13 1,600,000 1,652,000 Herbst Gaming 10.75% 9/1/08 1,545,000 1,703,363 +MeriStar Hospitality Operating Partnership REIT 10.50% 6/15/09 1,675,000 1,708,500 Regal Cinemas 9.375% 2/1/12 725,000 804,750 ----------- 8,869,963 ----------- Principal Market Amount Value (U.S.$) Corporate Bonds (continued) Packaging & Containers - 3.53% +AEP Industries 9.875% 11/15/07 $ 3,995,00 $ 3,735,325 *Anchor Glass Container 144A 11.00% 2/15/13 950,000 1,028,375 +Consolidated Container 10.125% 7/15/09 3,505,000 2,120,525 Portola Packaging 10.75% 10/1/05 2,475,000 2,487,375 +*Radnor Holdings 144A 11.00% 3/15/10 3,705,000 3,705,000 ----------- 13,076,600 ----------- Paper & Forest Products - 1.20% Georgia-Pacific 9.875% 11/1/21 4,590,000 4,429,350 ----------- 4,429,350 ----------- Real Estate - 0.65% +Tanger Properties REIT 9.125% 2/15/08 2,230,000 2,419,550 ----------- 2,419,550 ----------- Retail - 4.52% *J Crew Intermediate 144A 16.00% 5/15/08 5,117,943 3,659,329 +J Crew Operating 10.375% 10/15/07 2,698,000 2,657,530 *Jafra Cosmetics 144A 10.75% 5/15/11 2,585,000 2,727,175 +Office Depot 10.00% 7/15/08 2,750,000 3,176,250 Petco Animal Supplies 10.75% 11/1/11 1,305,000 1,461,600 *Remington Arms 144A 10.50% 2/1/11 1,925,000 1,996,995 +Saks 7.25% 12/1/04 1,010,000 1,042,825 ----------- 16,721,704 ----------- Telecommunications - 6.76% +Alamosa Delaware 12.50% 2/1/11 2,965,000 2,564,725 oAllegiance Telecom 11.75% 2/15/08 3,135,000 705,375 ++American Tower Escrow 10.886% 8/1/08 1,135,000 754,775 *Centennial Cellular Operating 144A 10.125% 6/15/13 2,800,000 2,751,000 *Cincinnati Bell 144A 7.25% 7/15/13 645,000 614,363 +Crown Castle International 10.75% 8/1/11 3,250,000 3,574,999 Nextel Partners *144A 8.125% 7/1/11 1,400,000 1,309,000 12.50% 11/15/09 1,220,000 1,354,200 *Qwest Services 144A 13.50% 12/15/10 2,430,000 2,624,400 +Time Warner Telecommunications 9.75% 7/15/08 3,300,000 3,184,500 +#UbiquiTel Operating 14.00% 4/15/10 5,420,000 2,574,500 *Western Wireless 144A 9.25% 7/15/13 2,000,000 1,910,000 +oWorldCom 7.50% 5/15/11 4,275,000 1,138,219 ----------- 25,060,056 ----------- Textiles, Apparel & Furniture - 0.45% Levi Strauss 12.25% 12/15/12 1,970,000 1,674,500 ----------- 1,674,500 ----------- Transportation & Shipping - 1.66% +Hornbeck Offshore Services 10.625% 8/1/08 1,595,000 1,706,650 +*Overseas Shipholding Group 144A 8.25% 3/15/13 2,210,000 2,303,925 *Seabulk International 144A 9.50% 8/15/13 2,150,000 2,150,000 ----------- 6,160,575 ----------- Utilities - 7.63% +*Allegheny Energy Supply Statutory Trust 2001 144A Series A 10.25% 11/15/07 2,784,065 2,867,587 Series B 10.25% 11/15/07 615,935 609,776 5 Statement Delaware Delchester Fund OF NET ASSETS (CONTINUED) Principal Market Amount Value (U.S.$) Corporate Bonds (continued) Utilities (continued) Avista 9.75% 6/1/08 $ 2,775,000 $ 3,173,906 +Calpine *144A 8.50% 7/15/10 1,500,000 1,357,500 10.50% 5/15/06 3,895,000 3,563,926 Homer City Fund 8.137% 10/1/19 1,165,000 1,141,700 *Illinois Power 144A 11.50% 12/15/10 695,000 774,925 Midland Funding II 11.75% 7/23/05 1,050,000 1,139,250 Midwest Generation 8.30% 7/2/09 2,435,000 2,419,463 +*oMirant 144A 7.40% 7/15/04 1,415,000 608,450 oMirant Americas Generation 7.625% 5/1/06 2,910,000 2,138,850 Nevada Power 10.875% 10/15/09 1,015,000 1,152,025 Orion Power Holdings 12.00% 5/1/10 2,440,000 2,793,800 *PG&E 144A 6.875% 7/15/08 1,900,000 1,938,000 +PSEG Energy Holdings 7.75% 4/16/07 1,705,000 1,749,294 *USGen New England 144A 7.459% 1/2/15 1,700,000 834,241 ------------ 28,262,693 ------------ Total Corporate Bonds (cost $279,466,028) 282,183,150 ------------ Foreign Bonds - 16.81% Brazil - 0.84% Federal Republic of Brazil 10.00% 8/7/11 3,475,000 3,097,094 ------------ 3,097,094 ------------ British Virgin Islands - 0.70% +ChipPac International 12.75% 8/1/09 2,385,000 2,605,613 ------------ 2,605,613 ------------ Canada - 3.16% Ainsworth Lumber 12.50% 7/15/07 2,375,000 2,677,813 13.875% 7/15/07 870,000 983,100 CP Ships 10.375% 7/15/12 1,930,000 2,113,350 *Hollinger 144A 11.875% 3/1/11 2,290,000 2,507,550 Western Oil Sands 8.375% 5/1/12 3,130,000 3,458,649 ------------ 11,740,462 ------------ Cayman Islands - 0.56% *Bluewater Finance 144A 10.25% 2/15/12 2,070,000 2,059,650 ------------ 2,059,650 ------------ Colombia - 0.70% Republic of Colombia 10.00% 1/23/12 1,400,000 1,494,500 10.375% 1/28/33 1,075,000 1,107,250 ------------ 2,601,750 ------------ Dominican Republic - 1.28% Dominican Republic **2.0625% 8/30/24 (Brady) 1,470,000 1,131,900 9.04% 1/23/13 1,300,000 1,203,329 *144A 9.04% 1/23/13 2,660,000 2,400,650 ------------ 4,735,879 ------------ Principal Market Amount Value (U.S.$) Foreign Bonds (continued) Ecuador - 0.55% #Republic of Ecuador 6.00% 8/15/30 $ 3,425,000 $ 2,034,669 ----------- 2,034,669 ----------- France - 0.86% +*Rhodia SA 144A 8.875% 6/1/11 3,320,000 3,187,200 ----------- 3,187,200 ----------- Ireland - 1.98% *Eircom Funding 144A 8.25% 8/15/13 2,750,000 2,818,750 Smurfit Capital 7.50% 11/20/25 4,725,000 4,559,625 ----------- 7,378,375 ----------- Liberia - 0.60% Royal Caribbean Cruises 7.50% 2,500,000 2,212,500 10/15/27 ----------- 2,212,500 ----------- Norway - 0.65% Ocean Rig Norway 10.25% 6/1/08 2,830,000 2,419,650 ----------- 2,419,650 ----------- Panama - 1.00% Republic of Panama 8.875% 9/30/27 3,705,000 3,714,263 ----------- 3,714,263 ----------- Russia - 1.22% Gazprom OAO 9.625% 3/1/13 1,300,000 1,362,760 *144A 9.625% 3/1/13 3,000,000 3,150,000 ----------- 4,512,760 ----------- Sweden - 0.97% Stena AB 9.625% 12/1/12 3,255,000 3,592,706 ----------- 3,592,706 ----------- United Kingdom - 0.73% Avecia Group 11.00% 7/1/09 3,160,000 2,701,800 ----------- 2,701,800 ----------- Uruguay - 0.04% +Republic of Uruguay 7.50% 3/15/15 190,000 140,125 ----------- 140,125 ----------- Venezuela - 0.97% Republic of Venezuela Series A 6.75% 3/31/20 1,945,000 1,664,819 Series B 6.75% 3/31/20 2,250,000 1,925,883 ----------- 3,590,702 ----------- Total Foreign Bonds (cost $62,557,699) 62,325,198 ----------- 6 Statement Delaware Delchester Fund OF NET ASSETS (CONTINUED) Number of Market Shares Value (U.S.$) Common Stock - 0.47% +++Kmart Holdings 50,769 $ 1,188,005 +++NII Holdings 11,251 556,137 ------------ Total Common Stock (cost $1,887,106) 1,744,142 ------------ Preferred Stock - 1.07% CSC Holdings PIK 11.75% 37,750 3,954,314 ------------ Total Preferred (cost $3,470,086) 3,954,314 ------------ Warrants - 0.30% +++*American Tower 144A 1,175 135,713 +++*Horizon PCS 144A 7,300 365 +++*Solutia 144A 4,410 44 +++XM Satellite Radio 1,045 961,400 ------------ Total Warrants (cost $1,163,467) 1,097,522 ------------ Total Market Value of Securities -96.36% (cost $354,378,590) 357,087,573 Short-Term Investments Held as Collateral for Loaned Securities - 21.51% (cost $79,721,066)*** 79,721,066 Obligations to Return Securities Lending Collateral - (21.51%)*** (79,721,066) Receivables and Other Assets Net of Liabilities - 3.64% 13,484,206 ------------ Net Assets Applicable to 123,323,217 Shares Outstanding - 100.00% $370,571,779 ============ Net Asset Value - Delaware Delchester Fund Class A ($253,965,697 / 84,567,381 Shares) $3.00 ----- Net Asset Value - Delaware Delchester Fund Class B ($82,345,309 / 27,362,722 Shares) $3.01 ----- Net Asset Value - Delaware Delchester Fund Class C ($16,964,710 / 5,636,366 Shares) $3.01 ----- Net Asset Value - Delaware Delchester Fund Institutional Class ($17,296,063 / 5,756,748 Shares) $3.00 ----- Components of Net Assets at July 31, 2003: Shares of beneficial interest (unlimited authorization-- no par) $1,047,275,035 Undistributed net investment income 11,354 Accumulated net realized loss on investments (679,423,593) Net unrealized appreciation of investments 2,708,983 -------------- Total net assets $ 370,571,779 -------------- *Security exempt from registration under Rule 144A of the Securities Act of 1933. See Note 8 in "Notes to Financial Statements". **Floating Rate Note - the interest rate shown is the rate as of July 31, 2003 and the maturity date shown is the longer of the next interest readjustment or the date the principal amount shown can be recovered through demand. ***See Note 7 in "Notes to Financial Statements". +Fully or partially on loan. ++Zero coupon bond. The interest rate shown is the yield at the time of purchase. +++Non-income producing security for the year ended July 31,2003. #Step coupon bond. oNon-income producing security. Security is currently in default. |X|Variable rate notes. The interest rate shown is the rate as of July 31,2003. Summary of Abbreviations NIM - Net Interest Margin PIK - Pay-in-kind REIT - Real Estate Investment Trust Net Asset Value and Offering Price Per Share - Delaware Delchester Fund Net asset value Class A (A) $ 3.00 Sales charge (4.50% of offering price or 4.67% of the amount invested per share) (B) 0.14 ------ Offering price $ 3.14 ====== (A) Net asset value per share, as illustrated, is the estimated amount, which would be paid upon redemption or repurchase of shares. (B) See the current prospectus for purchases of $100,000 or more. See accompanying notes 7 Statement Delaware Detchester Fund OF ASSETS AND LIABILITIES July 31,2003 Assets: Investments at market (cost $354,378,590) $ 357,087,573 Receivables for securities sold 80,932,678 Short-term investments held as collateral loaned securities 79,721,066 Interest receivable 7,189,705 Subscriptions receivable 296,761 Other assets 9,507 ------------- Total assets 525,237,290 ------------- Liabilities: Obligations to return securities lending collateral 79,721,066 Payables for securities purchased 67,970,836 Liquidations payable 3,841,670 Cash overdraft 2,020,774 Distributions payable 907,652 Accrued expenses 203,513 ------------- Total liabilities 154,665,511 ------------- Total Net Assets $ 370,571,779 ============= See accompanying notes 8 Statement Delaware Delchester Fund OF OPERATIONS Year Ended July 31, 2003 Investment Income: Interest $39,784,452 Dividends 289,888 Securities lending income 135,914 $40,210,254 ----------- ----------- Expenses: Management fees 2,107,471 Distribution expense - Class A 610,947 Distribution expense - Class B 782,673 Distribution expense - Class C 131,885 Dividend disbursing and transfer agent fees and expenses 1,171,389 Reports and statements to shareholders 170,000 Accounting and administration expenses 144,893 Registration fees 68,000 Custodian fees 48,279 Professional fees 42,700 Trustees' fees 17,000 Other 109,353 5,404,590 ----------- Less expenses paid indirectly (12,758) ----------- Total expenses 5,391,832 ----------- Net Investment Income 34,818,422 ----------- Net Realized and Unrealized Gain on Investments: Net realized gain on investments 17,615,827 Net change in unrealized appreciation/depreciation of investments 29,262,361 ----------- Net Realized and Unrealized Gain on Investments 46,878,188 ----------- Net Increase in Net Assets Resulting from Operations $81,696,610 =========== See accompanying notes 9 Statements Delaware Delchester Fund OF CHANGES IN NET ASSETS Year Ended 7/31/03 7/31/02 Increase (Decrease) in Net Assets from Operations: Net investment income $ 34,818,422 $ 39,463,259 Net realized gain (loss) on investments 17,615,827 (60,189,654) Net change in unrealized appreciation/depreciation of investments 29,262,361 (6,434,705) ------------ ------------ Net increase (decrease) in net assets resulting from operations 81,696,610 (27,161,100) ------------ ------------ Dividends and Distributions to Shareholders from: Net investment income: Class A (22,181,414 (24,865,632) Class B (7,415,497) (9,838,723) Class C (1,239,632) (1,367,538) Institutional Class (1,474,718) (1,407,087) ------------ ------------ (32,311,261) (37,478,980) ------------ ------------ Capital Share Transactions: Proceeds from shares sold: Class A 92,592,117 29,594,726 Class B 19,861,389 11,387,592 Class C 6,787,876 1,978,001 Institutional Class 14,111,433 5,925,087 Net asset value of shares issued upon reinvestment of dividends and distributions: Class A 11,223,968 12,009,813 Class B 2,948,502 3,754,222 Class C 717,706 682,422 Institutional Class 1,377,306 1,378,453 ------------ ------------ 149,620,297 66,710,316 ------------ ------------ Cost of shares repurchased: Class A (72,145,113) (89,672,334) Class B (31,661,917) (36,183,890) Class C (3,726,368) (5,834,983) Institutional Class (10,861,376) (14,581,401) ------------ ------------ (118,394,774) (146,272,608) ------------ ------------ Increase (decrease) in net assets derived from capital share transactions 31,225,523 (79,562,292) ------------ ------------ Net Increase (Decrease) in Net Assets 80,610,872 (144,202,372) Net Assets: Beginning of year 289,960,907 434,163,279 ------------ ------------ End of year $370,571,779 $289,960,907 ============ ============ See accompanying notes 10 Financial HIGHLIGHTS Selected data for each share of the Fund outstanding throughout each period were as follows: Delaware Delchester Fund Class A Year Ended 7/31/03 07/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $2.580 $3.110 $4.390 $5.540 $6.650 Income (loss) from investment operations: Net investment income(1) 0.303 0.317 0.432 0.524 0.597 Net realized and unrealized gain (loss) on investments 0.399 (0.543) (1.276) (1.155) (1.102) ------- ------- ------- ------- ------- Total from investment operations 0.702 (0.226) (0.844) (0.631) (0.505) ------- ------- ------- ------- ------- Less dividends and distributions from: Net investment income (0.282) (0.304) (0.436) (0.519) (0.605) ------- ------- ------- ------- ------- Total dividends and distributions 0.282) (0.304) (0.436) (0.519) (0.605) ------- ------- ------- ------- ------- Net asset value, end of period $3.000 $2.580 $3.110 $4.390 $5.540 ======= ======= ======= ======= ======= Total return(2) 28.67% (7.94%) (20.22%) (11.93%) (7.65%) Ratios and supplemental data: Net assets, end of period (000 omitted) $253,966 $188,736 $278,975 $485,581 $813,787 Ratio of expenses to average net assets 1.47% 1.32% 1.25% 1.27% 1.10% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.47% 1.32% 1.33% 1.30% 1.10% Ratio of net investment income to average net assets 10.93% 10.76% 11.63% 10.55% 10.12% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 10.93% 10.76% 11.55% 10.52% 10.12% Portfolio turnover 788% 441% 294% 82% 85% (1) The average shares outstanding method has been applied for per share information for the periods ended July 31, 2003, 2002, 2001 and 2000. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.019, a decrease in net realized and unrealized gain (loss) per share of $0.019, and an increase in the ratio of net investment income to average net assets of 0.65%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 11 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: Delaware Delchester Fund Class B Year Ended 7/31/03 07/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $2.590 $3.120 $4.390 $5.540 $6.650 Income (loss) from investment operations: Net investment income(1) 0.283 0.295 0.405 0.487 0.557 Net realized and unrealized gain (loss) on investments 0.399 (0.543) (1.270) (1.154) (1.103) ------- ------- ------- ------- ------- Total from investment operations 0.682 (0.248) (0.865) (0.667) (0.546) ------- ------- ------- ------- ------- Less dividends and distributions from: Net investment income (0.262) (0.282) (0.405) (0.483) (0.564) ------- ------- ------- ------- ------- Total dividends and distributions (0.262) (0.282) (0.405) (0.483) (0.564) ------- ------- ------- ------- ------- Net asset value, end of period $3.010 $2.590 $3.120 $4.390 $5.540 ======= ======= ======= ======= ======= Total return(2) 27.68% (8.28%) (20.85%) (12.57%) (8.34%) Ratios and supplemental data: Net assets, end of period (000 omitted) $82,345 $79,507 $118,235 $208,784 $349,960 Ratio of expenses to average net assets 2.19% 2.04% 1.98% 2.00% 1.85% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.19% 2.04% 2.06% 2.03% 1.85% Ratio of net investment income to average net assets 10.21% 10.04% 10.90% 9.82% 9.37% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 10.21% 10.04% 10.82% 9.79% 9.37% Portfolio turnover 788% 441% 294% 82% 85% (1) The average shares outstanding method has been applied for per share information for the periods ended July 31, 2003, 2002, 2001 and 2000. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.019, a decrease in net realized and unrealized gain (loss) per share of $0.019, and an ncrease in the ratio of net investment income to average net assets of 0.65%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 12 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: Delaware Delchester Fund Class C Year Ended 7/31/03 07/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $2.590 $3.120 $4.390 $5.540 $6.650 Income (loss) from investment operations: Net investment income(1) 0.283 0.295 0.405 0.487 0.566 Net realized and unrealized gain (loss) on investments 0.399 (0.543) (1.270) (1.154) (1.111) ------- ------- ------- ------- ------- Total from investment operations 0.682 (0.248) (0.865) (0.667) (0.545) ------- ------- ------- ------- ------- Less dividends and distributions from: Net investment income (0.262) (0.282) (0.405) (0.483) (0.565) ------- ------- ------- ------- ------- Total dividends and distributions (0.262) (0.282) (0.405) (0.483) (0.565) ------- ------- ------- ------- ------- Net asset value, end of period $3.010 $2.590 $3.120 $4.390 $5.540 ======= ======= ======= ======= ======= Total return(2) 27.68% (8.28%) (20.85%) (12.57%) (8.34%) Ratios and supplemental data: Net assets, end of period (000 omitted) $16,965 $11,176 $16,841 $33,871 $62,613 Ratio of expenses to average net assets 2.19% 2.04% 1.98% 2.00% 1.85% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.19% 2.04% 2.06% 2.03% 1.85% Ratio of net investment income to average net assets 10.21% 10.04% 10.90% 9.82% 9.37% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 10.21% 10.04% 10.82% 9.79% 9.37% Portfolio turnover 788% 441% 294% 82% 85% (1) The average shares outstanding method has been applied for per share information for the periods ended July 31, 2003, 2002, 2001 and 2000. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects waivers and payments of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.019, a decrease in net realized and unrealized gain (loss) per share of $0.019, and an increase in the ratio of net investment income to average net assets of 0.65%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 13 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: Delaware Delchester Fund Institutional Class Year Ended 7/31/03 07/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $2.590 $3.110 $4.390 $5.540 $6.650 Income (loss) from investment operations: Net investment income(1) 0.311 0.325 0.442 0.538 0.613 Net realized and unrealized gain (loss) on investments 0.389 (0.533) (1.277) (1.156) (1.104) Total from investment operations 0.700 (0.208) (0.835) (0.618) (0.491) ------- ------- ------- ------- ------- Less dividends and distributions from: Net investment income (0.290) (0.312) (0.445) (0.532) (0.619) ------- ------- ------- ------- ------- Total dividends and distributions (0.290) (0.312) (0.445) (0.532) (0.619) ------- ------- ------- ------- ------- Net asset value, end of period $3.000 $2.590 $3.110 $4.39 $5.540 ======= ======= ======= ======= ======= Total return(2) 29.46% (7.69%) (19.98%) (11.70%) (7.42%) Ratios and supplemental data: Net assets, end of period (000 omitted) $17,296 $10,542 $20,112 $19,751 $38,687 Ratio of expenses to average net assets 1.19% 1.04% 0.98% 1.00% 0.85% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.19% 1.04% 1.06% 1.03% 0.85% Ratio of net investment income to average net assets 11.21% 11.04% 11.90% 10.82% 10.37% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 11.21% 11.04% 11.82% 10.79% 10.37% Portfolio turnover 788% 441% 294% 82% 85% (1) The average shares outstanding method has been applied for per share information for the periods ended July 31, 2003, 2002, 2001 and 2000. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return reflects waivers and payments of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was an increase in net investment income per share of $0.019, a decrease in net realized and unrealized gain (loss) per share of $0.019, and an increase in the ratio of net investment income to average net assets of 0.65%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 14 Notes Delaware Delchester Fund TO FINACIAL STATEMENTS July 31, 2003 Delaware Group Income Funds (the "Trust") is organized as a Delaware business trust and offers five series: Delaware Corporate Bond Fund, Delaware Delchester Fund, Delaware Extended Duration Bond Fund, Delaware High-Yield Opportunities Fund and Delaware Strategic Income Fund. These financial statements and the related notes pertain to Delaware Delchester Fund (the "Fund"). The Trust is an open-end investment company. The Fund is considered diversified under the Investment Company Act of 1940, as amended, and offers Class A, Class B, Class C, Class R, and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50%. Class B shares are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. Class R and Institutional Class shares are not subject to a sales charge and are offered for sale exclusively to a limited group of investors. As of July 31, 2003, Class R has not commenced operations. The investment objective of the Fund is to seek as high a level of current income as is consistent with providing reasonable safety. 1. Significant Accounting Policies The following accounting policies are in accordance with accounting principles generally accepted in the United States and are consistently followed by the Fund. Security Valuation -- All equity securities are valued at the last quoted sales price as of the time of the regular close of the New York Stock Exchange (NYSE) on the valuation date. Securities traded on the Nasdaq Stock Market, Inc. ("NASDAQ") are valued in accordance with the NASDAQ Official Closing Price, which may not be the last sales price. If on a particular day an equity security does not trade, then the mean between the bid and asked prices will be used. Long-term debt securities are valued by an independent pricing service and such prices are believed to reflect the fair value of such securities. Short-term debt securities having less than 60 days to maturity are valued at amortized cost, which approximates market value. Other securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith under the direction of the Fund's Board of Trustees. Federal Income Taxes -- The Fund intends to continue to qualify for federal income tax purposes as a regulated investment company and make the requisite distributions to shareholders. Accordingly, no provision for federal income taxes has been made in the financial statements. Class Accounting -- Investment income and common expenses are allocated to the classes of the Fund on the basis of "settled shares" of each class in relation to the net assets of the Fund. Realized and unrealized gain (loss) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Distribution expenses relating to a specific class are charged directly to that class. Repurchase Agreements -- The Fund may invest in a pooled cash account along with other members of the Delaware Investments Family of Funds. The aggregate daily balance of the pooled cash account is invested in repurchase agreements secured by obligations of the U.S. government. The respective collateral is held by the Fund's custodian bank until the maturity of the respective repurchase agreements. Each repurchase agreement is 102% collateralized. However, in the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral may be subject to legal proceedings. Use of Estimates -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Other -- Expenses common to all funds within the Delaware Investments Family of Funds are allocated amongst the funds on the basis of average net assets. Security transactions are recorded on the date the securities are purchased or sold (trade date). Costs used in calculating realized gains and losses on the sale of investment securities are those of the specific securities sold. Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis. Discounts and premiums are amortized to interest income over the lives of the respective securities. Realized gains (losses) on paydowns of mortgage- and asset-backed securities are classified as interest income. The Fund declares dividends daily from net investment income and pays such dividends monthly and declares and pays distributions from net realized gains on investments, if any, annually. Certain expenses of the Fund are paid through commission arrangements with brokers. These transactions are done subject to best execution. The amount of these expenses was approximately $7,781 for the year ended July 31, 2003. In addition, the Fund receives earnings credits from its custodian when positive cash balances are maintained, which are used to offset custody fees. The earnings credits for the year ended July 31, 2003 were approximately $4,977. The expenses paid under the above arrangements are included in their respective expense captions on the Statement of Operations with the corresponding expense offset shown as "expenses paid indirectly". 2. Investment Management, Administration Agreements and Other Transactions with Affiliates In accordance with the terms of its investment management agreement, the Fund pays Delaware Management Company (DMC), a series of Delaware Management Business Trust and the investment manager, an annual fee which is calculated daily at the rate of 0.65% on the first $500 million of average daily net assets of the Fund, 0.60% on the next $500 million, 0.55% on the next $1.5 billion, and 0.50% on average daily net assets in excess of $2.5 billion. Delaware Service Company, Inc. (DSC), an affiliate of DMC, provides accounting, administration, dividend disbursing and transfer agent services. The Fund pays DSC a monthly fee based on average net assets subject to certain minimums for accounting and administration services. The Fund pays DSC a monthly fee based on the number of shareholder accounts for dividend disbursing and transfer agent services. Prior to June 1, 2003, the monthly fee for dividend disbursing and transfer agent services was based on the number of shareholder accounts and shareholder transactions. Pursuant to a distribution agreement and distribution plan, the Fund pays Delaware Distributors, L.P. (DDLP), the distributor and an affiliate of DMC, an annual fee not to exceed 0.30% of the average daily net assets of the Class A shares, 1.00% of the average daily net assets of the Class B and C shares, and 0.60% of the average daily net assets of Class R shares. Institutional Class shares pay no distribution and service expenses. At July 31, 2003, the Fund had liabilities payable to affiliates as follows: Investment management fees payable to DMC $ 41,357 Dividend disbursing, transfer agent fees, accounting and other expenses payable to DSC 15,869 Other expenses payable to DMC and affiliates 8,589 For the year ended July 31, 2003, DDLP earned $16,476 for commissions on sales of the Fund's Class A shares. Certain officers of DMC, DSC and DDLP are officers and/or trustees of the Trust. These officers and trustees are paid no compensation by the Fund. 15 Notes Delaware Delchester Fund TO FINANCIAL STATEMENTS (CONTINUED) 3. Investments For the year ended July 31, 2003, the Fund made purchases of $3,074,663,267 and sales of $2,456,856,274 of investment securities other than short-term investments. At July 31, 2003, the cost of investments for federal income tax purposes was $354,292,966. At July 31, 2003, net unrealized appreciation was $2,794,607, which $17,200,566 related to unrealized appreciation of investments and of $14,405,959 related to unrealized depreciation of investments. 4. Dividend and Distribution Information Income and long-term capital gain distributions are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States. The tax character of dividends and distributions paid during the years ending July 31, 2003 and 2002 were as follows: 2003 2002 Ordinary Income $ 32,311,261 $ 37,478,980 As of July 31, 2003, the components of net assets on a tax basis were as follows: Shares of beneficial interest $1,047,275,035 Undistributed ordinary income 11,354 Capital loss carryforwards (674,253,699) Post-October losses (5,255,518) Unrealized appreciation of investments 2,794,607 -------------- Net assets $ 370,571,779 ============== For federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains. Such capital loss carryforwards expire as follows: $10,982,838 expires in 2007, $147,703,776 expires in 2008, $284,053,994 expires in 2009, $211,481,773 expires in 2010 and $20,031,318 expires in 2011. During the year ended July 31, 2003, $87,593,579 of unused capital loss carryforwards expired. Post-October losses represent losses realized on investment transactions from November 1, 2002 through July 31, 2003 that, in accordance with federal income tax regulations, the Fund has elected to defer and treat as having arisen in the following fiscal year. 5.Capital Shares Transactions in capital shares were as follows: Year Ended 7/31/03 7/31/02 Shares sold: Class A 33,365,111 9,958,716 Class B 7,213,107 3,831,704 Class C 2,412,224 670,486 Institutional Class 5,137,453 1,992,363 Shares issued upon reinvestment of dividends and distributions: Class A 4,038,769 4,119,452 Class B 1,064,668 1,285,644 Class C 256,850 233,953 Institutional Class 495,471 472,384 ----------- ----------- 53,983,653 22,564,702 ----------- ----------- Shares repurchased: Class A (25,854,116) (30,649,968) Class B (11,613,868) (12,370,137) Class C (1,347,248) (1,994,829) Institutional Class (3,953,892) (4,848,366) ----------- ----------- (42,769,124) (49,863,300) ----------- ----------- Net increase (decrease) 11,214,529 (27,298,598) =========== =========== For the years ended July 31, 2003 and 2002, 2,791,938 Class B shares were converted to 2,795,743 Class A shares valued at $7,737,698 and 314,471 Class B shares were converted to 314,471 Class A shares valued at $872,631, respectively. The respective amounts are included in Class B redemptions and Class A subscriptions in the table above and the Statements of Changes in Net Assets. 6. Line of Credit The Fund, along with certain other funds in the Delaware Investments Family of Funds (the "Participants"), participates in a $202,300,000 revolving line of credit facility to be used for temporary or emergency purposes as an additional source of liquidity to fund redemptions of investor shares. The Participants are charged an annual commitment fee, which is allocated across the Participants on the basis of each fund's allocation of the entire facility. The Participants may borrow up to a maximum of one third of their net assets under the agreement. The Fund had no amounts outstanding as of July 31, 2003 or at any time during the year. 16 Notes Delaware Delchester Fund TO FINANCIAL STATEMENTS (CONTINUED) 7. Securities Lending The Fund, along with other funds in the Delaware Investments Family of Funds, may lend its securities pursuant to a security lending agreement (Lending Agreement) with J.P. Morgan Chase. Initial security loans made pursuant to the Lending Agreement are required to be secured by U.S. Treasury obligations and/or cash collateral not less than 102% of the market value of the securities issued in the United States. With respect to each loan, if the aggregate market value of the collateral held on any business day is less than the aggregate market value of the securities which are the subject of such loan, the borrower will be notified to provide additional collateral not less than the applicable collateral requirements. Cash collateral received is invested in fixed-income securities, with a weighted average maturity not to exceed 90 days, rated in one of the top two tiers by Standard & Poor's Ratings Group or Moody's Investors Service, Inc. or repurchase agreements collateralized by such securities. However, in the event of default or bankruptcy by the lending agent, realization and/or retention of the collateral may be subject to legal proceedings. In the event that the borrower fails to return loaned securities and the collateral received is insufficient to cover the value of the loaned securities and provided such collateral shortfall is not the result of investment losses, the lending agent has agreed to pay the amount of the shortfall to the Fund, or at the discretion of the lending agent, replace the loaned securities. At July 31, 2003, the market value of securities on loan was $77,657,576. The securities on loan were collateralized by the following: Description Market Value FNMA 1.0549% 1/29/04 $ 21,886,018 UBS Warburg LLC 1.14% 8/01/03 20,074,015 Landesbank Hessen Thur New York 1.10% 8/6/03 3,875,998 Deutsche Bank Financial 1.0909% 1/16/04 3,504,327 Allied Irish Dublin 1.06% 10/10/03 3,501,852 Citibank Canada, Toronto 1.06% 11/12/03 3,501,852 Fortis Bank, Brussels 1.05% 9/30/03 3,501,852 Barclays, London 1.05% 8/15/03 3,239,217 ABN Amro Bank Chicago 1.119% 6/07/04 3,067,262 Rabobank, London 1.035% 8/12/03 3,064,309 Goldman Sachs Group LP 1.255% 12/15/03 3,064,120 Merrill Lynch Mortgage Capital 1.225% 8/07/03 2,626,389 Credit Suisse First Boston, NY 1.05% 8/11/03 2,188,657 Barton Capital Corporation 1.0409% 8/08/03 1,312,056 Morgan Stanley Dean Witter, Discover 1.2069% 8/31/04 875,463 Canadian Imperial Bank, NY 1.1593% 10/09/03 437,679 ------------ $ 79,721,066 ------------ 8. Credit and Market Risk The Fund invests in high-yield fixed-income securities, which carry ratings of BB or lower by S&P and/or Ba or lower by Moody's. Investments in these higher yielding securities are generally accompanied by a greater degree of credit risk than higher rated securities. Additionally, lower rated securities may be more susceptible to adverse economic and competitive industry conditions than investment grade securities. The Fund may invest up to 15% of its total assets in illiquid securities, which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and other securities which may not be readily marketable. The relative illiquidity of these securities may impair the Fund from disposing of them in a timely manner and at a fair price when it is necessary or desirable to do so. 9. Tax Information (Unaudited) The information set forth below is for the Fund's fiscal year as required by federal laws. Shareholders, however, must report distributions on a calendar year basis for income tax purposes, which may include distributions for portions of two fiscal years of a fund. Accordingly, the information needed by shareholders for income tax purposes will be sent to them in January of each year. Please consult your tax advisor for proper treatment of this information. For the fiscal year ended July 31, 2003, the Fund designates distributions paid during the year as follows: (A) (B) Long-Term Ordinary (C) Capital Gains Income Total (D) Distributions Distributions Distributions Qualifying (Tax Basis) (Tax Basis) (Tax Basis) Dividends(1) - ------------- -------------- ------------- ------------ -- 100% 100% -- (A) and (B) are based on a percentage of the Fund's total distributions. (D) is based on a percentage of ordinary income of the Fund. (1)Qualifying dividends represent dividends which qualify for the corporate dividends received deduction. 17 Report OF INDEPENDENT AUTITORS To the Shareholders and Board of Trustees Delaware Group Income Funds - Delaware Delchester Fund We have audited the accompanying statement of net assets and statement of assets and liabilities of Delaware Delchester Fund (the "Fund") as of July 31, 2003, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of July 31, 2003, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Delaware Delchester Fund at July 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States. Ernst & Young LLP Philadelphia, Pennsylvania September 12, 2003 18 Delaware Investments Family of Funds BOARD OF DIRECTORS/TRUSTEES AND OFFICERS ADDENDUM A mutual fund is governed by a Board of Trustees which has oversight responsibility for the management of a fund's business affairs. Trustees establish procedures and oversee and review the performance of the investment manager, the distributor and others that perform services for the fund. The independent fund trustees, in particular, are advocates for shareholder interests. The following is a list of the Trustees/Officers and certain background and related information. Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee Trustee - ---------------------------------------------------------------------------------------------------------------------------- INTERESTED TRUSTEES Jude T. Driscoll(2) Chairman and 3 Years - Since August 2000, 83 None 2005 Market Street Trustee(4) Executive Officer Mr. Driscoll has served in Philadelphia,PA various executive capacities 19103 Trustee as of at different times at May 15, 2003 Delaware Investments1 March 10,1963 Senior Vice President and Director of Fixed-Income Process - Conseco Capital Management (June 1998 - August 2000) Managing Director - NationsBanc Capital Markets (February 1996 - June 1998) - ---------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES Walter P. Babich Trustee 15 Years Board Chairman - 101 None 2005 Market Street Citadel Construction Corporation Philadelphia, PA (1989 - Present) 19103 October 1, 1927 - ---------------------------------------------------------------------------------------------------------------------------- John H.Durham Trustee 24 Years(3) Private Investor 101 Trustee - Abington 2005 Market Street Memorial Hospital Philadelphia, PA 19103 President/Director - 22 WR Corporation August 7, 1937 - ---------------------------------------------------------------------------------------------------------------------------- John A. Fry Trustee(4) 2 Years President - 83 None 2005 Market Street Franklin & Marshall College Philadelphia, PA (June 2002 - Present) 19103 Executive Vice President - May 28, 1960 University of Pennsylvania (April 1995 - June 2002) 19 Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee/Officer Trustee/Officer - ---------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES (CONTINUED) Anthony D. Knerr Trustee 10 Years Founder/Managing Director - 101 None 2005 Market Street Anthony Knerr & Associates Philadelphia, PA (Strategic Consulting) 19103 (1990 - Present) December 7, 1938 - ---------------------------------------------------------------------------------------------------------------------------- Ann R. Leven Trustee 14 Years Treasurer/Chief Fiscal Officer - 101 Director - Systemax Inc. 2005 Market Street National Gallery of Art Philadelphia,PA (1994 - 1999) 19103 Director - Andy Warhol Foundation November 1, 1940 - ---------------------------------------------------------------------------------------------------------------------------- Thomas F. Madison Trustee 9 Years President/Chief 101 Director - 2005 Market Street Executive Officer - CenterPoint Energy Philadelphia, PA MLM Partners, Inc. 19103 (Small Business Investing Director - Digital River Inc. and Consulting) February 25,1936 (January 1993 - Present) Director - Rimage Corporation Director - Valmont Industries, Inc. - ---------------------------------------------------------------------------------------------------------------------------- Janet L.Yeomans Trustee 4 Years Vice President/Mergers & 101 None 2005 Market Street Acquisitions - 3M Corporation Philadelphia,PA (January 2003 - Present) 19103 Ms. Yeomans has held July 31, 1948 various management positions at 3M Corporation since 1983. - ---------------------------------------------------------------------------------------------------------------------------- OFFICERS Richell S.Maestro Executive 4 Years Ms. Maestro has served in 101 None 2005 Market Street Vice President, various executive capacities Philadelphia,PA General Counsel at different times at 19103 and Secretary Delaware Investments. November 26,1957 - ---------------------------------------------------------------------------------------------------------------------------- Michael P. Bishof Senior Vice 7 Years Mr. Bishof has served in 101 None 2005 Market Street President and various executive capacities Philadelphia, PA Treasurer at different times at 19103 Delaware Investments. August 18, 1962 - ---------------------------------------------------------------------------------------------------------------------------- (1) Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its subsidiaries, including the Registrant's investment advisor, principal underwriter and its transfer agent. (2) Mr. Driscoll is considered to be an "Interested Trustee" because he is an executive officer of the Fund's manager and distributor. (3) Mr. Durham served as a Director Emeritus from 1995 through 1998. (4) Mr. Driscoll and Mr. Fry are not Trustees of the portfolios of Voyageur Insured Funds, Voyageur Intermediate Tax Free Funds, Voyageur Investment Trust, Voyageur Mutual Funds, Voyageur Mutual Funds II, Voyageur Mutual Funds III and Voyageur Tax Free Funds. The Statement of Additional Information for the Fund(s) includes additional information about the Trustees and Officers and is available, without charge, upon request by calling 800 523-1918. 20 Delaware Investments(SM) - -------------------------------------- A member of Lincoln Financial Group(R) This annual report is for the information of Delaware Delchester Fund shareholders, but it may be used with prospective investors when preceded or accompanied by a current prospectus for Delaware Delchester Fund and the Delaware Investments Performance Update for the most recently completed calendar quarter. The prospectus sets forth details about charges, expenses, investment objectives, and operating policies of the Fund. You should read the prospectus carefully before you invest. The figures in this report represent past results which are not a guarantee of future results. The return and principal value of an investment in the Fund will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. BOARD OF TRUSTEES AFFILIATED OFFICERS CONTACT INFORMATION Jude T. Driscoll Michael P. Bishof Investment Manager Chairman Senior Vice President and Treasurer Delaware Management Company Delaware Investments Family of Funds Delaware Investments Family of Funds Philadelphia, PA Philadelphia, PA Philadelphia, PA International Affiliate Walter P. Babich Richelle S. Maestro Delaware International Advisers Ltd. Board Chairman Executive Vice President, London, England Citadel Construction Corporation General Counsel and Secretary King of Prussia, PA Delaware Investments Family of Funds National Distributor Philadelphia, PA Delaware Distributors, L.P. John H. Durham Philadelphia, PA Private Investor Gwynedd Valley, PA Shareholder Servicing, Dividend Disbursing and Transfer Agent John A. Fry Delaware Service Company, Inc. President 2005 Market Street Franklin & Marshall College Philadelphia, PA 19103-7094 Lancaster, PA For Shareholders Anthony D. Knerr 800 523-1918 Managing Director Anthony Knerr & Associates For Securities Dealers and Financial New York, NY Institutions Representatives Only 800 362-7500 Ann R. Leven Former Treasurer/Chief Fiscal Officer Web site National Gallery of Art www.delawareinvestments.com Washington, DC Thomas F. Madison President and Chief Executive Officer MLM Partners, Inc. Minneapolis, MN Janet L. Yeomans Vice President/Mergers & Acquisitions 3M Corporation St. Paul, MN - -------------------------------------------------------------------------------- A description of the policies and procedures that the Fund uses to determine how to vote proxies (if any) relating to portfolio securities is available without charge (i) upon request, by calling 800 523-1918; (ii) on the Fund's website at http://www.delawareinvestments.com; and (iii) on the Commission's website at http://www.sec.gov. Beginning no later than August 31, 2004, information (if any) regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge (i) through the Fund's website at http://www.delawareinvestments.com; and (ii) on the Commission's website at http://www.sec.gov. - -------------------------------------------------------------------------------- (8144) Printed in the USA AR-024 [7/03] IVES 9/03 J9364 Delaware Investments(SM) --------------------------------------- FIXED INCOME A member of Lincoln Financial Group (R) Annual Report 2003 - -------------------------------------------------------------------------------- DELAWARE HIGH-YIELD OPPORTUNITIES FUND [Logo]POWERED BY RESEARCH.(SM) Table OF CONTENTS - -------------------------------------------------------------------------- PORTFOLIO MANAGEMENT REVIEW 1 - -------------------------------------------------------------------------- PERFORMANCE SUMMARY 3 - -------------------------------------------------------------------------- FINANCIAL STATEMENTS: Statement of Net Assets 4 Statement of Assets and Liabilities 8 Statement of Operations 9 Statements of Changes in Net Assets 10 Financial Highlights 11 Notes to Financial Statements 16 - -------------------------------------------------------------------------- REPORT OF INDEPENDENT AUDITORS 19 - -------------------------------------------------------------------------- BOARD OF TRUSTEES/OFFICERS 20 - -------------------------------------------------------------------------- Funds are not FDIC insured and are not guaranteed. It is possible to lose the principal amount invested. Mutual fund advisory services provided by Delaware Management Company, a series of Delaware Management Business Trust, which is a registered investment advisor. (C)2003 Delaware Distributors, L.P. Portfolio Delaware High-Yield Opportunities Fund MANAGEMENT REVIEW August 12, 2003 Fund Manager Timothy L. Rabe Senior Portfolio Manager Q: Please discuss the Fund's performance and the high-yield market in general during the 12-month period. A: Delaware High-Yield Opportunities Fund returned +28.02% (Class A shares at net asset value with distributions reinvested) for the fiscal year ended July 31, 2003. The average high-yield bond fund, however, had much lower results, returning +20.38% (based on the performance of 415 funds that compose the Lipper High Current Yield Funds Average). The Fund's benchmark, the Citigroup High-Yield Cash Pay Index (formerly the Salomon Smith Barney High-Yield Cash Pay Index), slightly outperformed the Fund, gaining +28.62% for the same period. Throughout much of 2002, the high-yield corporate bond market suffered from uncertainty, fueled by a wave of corporate scandals and an escalating default rate. Renewed strength among high-yield issuers prompted a market rally in the first half of 2003, helping the sector deliver its best returns in years. Companies benefited from refinancing their debt at longer maturities, providing them with more time to focus on improving their balance sheets. Along with a significant rise in new issuance, the high-yield market also witnessed a noticeable decline in default rates. Consequently, as a healthier high-yield market emerged, inflows into high-yield securities grew stronger. Investors discouraged by low-yielding fixed-income vehicles such as money market funds increasingly accepted the risks associated with non-investment-grade bonds in an effort to capture more attractive yields. Q: Please discuss the Fund's strategy over the past year. A: We continued to concentrate on selecting good companies, utilizing a bottom-up approach to portfolio construction. A dedicated team of 19 analysts supports our extensive research effort and provides us with the ability to thoroughly scrutinize every potential investment opportunity. We are confident that our research-driven approach helps us minimize portfolio risk during market downturns and leverage attractive long-term opportunities in up markets. Over the past year, we maintained neutral sector weightings relative to the benchmark index, while lowering our stakes in select industries. In healthcare, the fallout from criminal investigations at HealthSouth and Tenet Healthcare created negative implications for the entire sector, prompting us to maintain an underweighted position. We also remain skeptical that the financial problems among airline carriers will improve in the near future, and steered away from this sector as a result. In the utility sector, the Fund held a neutral weighting despite concerns about debt burdens and fraudulent accounting practices that have plagued the industry in recent years. Our research group helped us search through the plagued industry to find candidates for the portfolio. We believe that extensive research is critical to helping us in an environment where corporate malfeasance at one firm can weaken an entire sector. Research strength helps us to identify high-quality companies with strong long-term business prospects. Our position in Calpine, an electric utility generator, is one example of a holding that performed extremely well compared with its competitors. Q: Which holdings had the greatest positive impact on performance? A: A focus on corporate debt restructuring was a key driver of performance among many of our core holdings. Calpine delivered strong returns following a successful debt refinancing. Clothing retailer J Crew also benefited from a positive debt restructuring. With a strong brand name and capable management, we believe the long-term prospects for J Crew remain promising. In the cable arena, Charter Communications rebounded in the second quarter of 2003 following last year's investigation into suspected fraudulent accounting practices and a high-profile management turnover. We believe the strong price performance for Charter Communications' bonds is warranted and that the company will fare well under the leadership of Paul Allen, a former Microsoft executive. A noteworthy contributor to performance was the beneficiary of a recent business acquisition. RH Donnelley, which acquired Sprint Directory Publishing, is now the nation's largest yellow page directory publisher. Consistent sales, attractive revenue, steady cash flow, and low capital expenditures remain compelling qualities of this company. 1 Q: Please discuss any securities that detracted from performance. A: While the Fund generated strong performance relative to its peers, several holdings fell below our performance expectations. The Fund had a market-weighted position in leading chemical producer Solutia, which suffered from a highly publicized water contamination case in Alabama. Work force reductions, a weak U.S. dollar, and high natural gas prices also contributed to the firm's poor financial results, as did legal expenditures associated with the ongoing litigation. However, we remain optimistic that Solutia's legal issues will be fairly resolved and that its competitive market position will reward investors over the long term. We were also disappointed by our investment in Newmont Yandal Operations, the Australian subsidiary of Newmont Mining Corporation, which declared bankruptcy proceedings during the period and is consequently no longer a holding within the portfolio. 2 Delaware HIGH-YIELD OPPORTUNITIES FUND Fund Basics As of July 31, 2003 - ------------------------------------------------------------ Fund Objectives: The Fund seeks total return, and as a secondary objective, high current income. - ------------------------------------------------------------ Total Fund Net Assets: $54.08 million - ------------------------------------------------------------ Number of Holdings: 179 - ------------------------------------------------------------ Fund Start Date: December 30, 1996 - ------------------------------------------------------------ Your Fund Manager: Timothy L. Rabe is Senior Vice President/Senior Portfolio Manager of Delaware's high-yield funds. Mr. Rabe received a bachelor's degree in finance from the University of Illinois. Prior to joining Delaware Investments in 2000, Mr. Rabe was a high-yield portfolio manager for Conseco Capital Management. Before that, he worked as a tax analyst for The Northern Trust Company. He is a CFA charterholder. - ------------------------------------------------------------ Nasdaq Symbols: Class A DHOAX Class B DHOBX Class C DHOCX Fund Performance Average Annual Total Returns Through July 31, 2003 Lifetime Five Years One Year - -------------------------------------------------------------------------------- Class A (Est. 12/30/96) Excluding Sales Charge +5.28% +1.84% +28.02% Including Sales Charge +4.55% +0.91% +22.30% - -------------------------------------------------------------------------------- Class B (Est. 2/17/98) Excluding Sales Charge +1.68% +1.13% +27.14% Including Sales Charge +1.57% +0.94% +23.14% - -------------------------------------------------------------------------------- Class C (Est. 2/17/98) Excluding Sales Charge +1.68% +1.13% +27.13% Including Sales Charge +1.68% +1.13% +26.13% - -------------------------------------------------------------------------------- The Fund invests primarily in high-yield bonds (commonly known as "junk bonds"), which involve greater risk than investing in higher-quality bonds. Returns reflect the reinvestment of distributions and any applicable sales charges as noted below. Returns and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance for Class B and C shares, excluding sales charges, assumes either that contingent deferred sales charges did not apply or the investment was not redeemed. Past performance is not a guarantee of future results. The Fund offers Class A, B, C, R, and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50% and have an annual distribution and service fee of up to 0.30%. Class B shares are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. They are also subject to an annual distribution and service fee of 1%. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. They are also subject to an annual distribution and service fee of 1%. The cumulative total return for the lifetime period ended July 31, 2003 for Delaware High-Yield Opportunities Fund's Class R shares was +1.49%. Class R shares were first made available on June 2, 2003 and are available only for certain retirement plan products. They are sold without a sales charge and have an annual distribution and service fee of 0.60%. The average annual total returns for the lifetime, five-year, and one-year periods ended July 31, 2003 for Delaware High-Yield Opportunities Fund's Institutional Class were +5.56%, +2.16%, and +28.40%, respectively. The Institutional Class shares were first made available on December 30, 1996 and are available without sales or asset-based distribution charges only to certain eligible institutional accounts. An expense limitation was in effect for all classes of Delaware High-Yield Opportunities Fund during the periods shown. Performance would have been lower had the expense limitation not been in effect. The performance table and graph do not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Nasdaq Institutional Class symbol: DHOIX Nasdaq Class R symbol: DHIRX Performance of a $10,000 Investment December 30, 1996 (Fund's inception) through July 31, 2003 Delaware High Yield Opportunities Fund Performance of $10,000 investment chart - -------------------------------------------------------------------------------- Delaware High-Yield Opportunities Fund - Citigroup High-Yield Cash Class A shares Pay Index Dec-96 $ 9,549 $10,000 Jul-97 $10,580 $10,835 Jul-98 $12,211 $11,993 Jul-99 $11,693 $11,968 Jul-00 $12,102 $11,886 Jul-01 $10,799 $12,149 Jul-02 $10,448 $11,000 Jul-03 $13,409 $14,148 Chart assumes $10,000 invested on December 30, 1996 and includes the effect of a 4.50% front-end sales charge and the reinvestment of all distributions. Performance of other Fund classes will vary due to different charges and expenses. Returns plotted on the chart were as of the last day of each month shown. The Citigroup High-Yield Cash Pay Index (formerly the Salomon Smith Barney High-Yield Cash Pay Index) is an unmanaged index that generally tracks the performance of high-yield bonds. An index is unmanaged and does not reflect the costs of operating a mutual fund, such as the costs of buying, selling, and holding securities. You cannot invest directly in an index. Past performance is not a guarantee of future results. 3 Statement Delaware High-Yield Opportunities Fund OF NET ASSETS July 31, 2003 Principal Market Amount Value (U.S.$) Asset-Backed Securities - 0.74% *Master Asset Securitization NIM Trust 2003-OPT2 144A 9.79% 5/26/33 $218,827 $218,896 *South Street 1999-1A A1 144A 7.16% 7/1/11 200,000 179,012 --------- Total Asset-Backed Securities (cost $397,817) 397,908 --------- Collateralized Mortgage Obligations - 0.71% *Goldman Sachs Mortgage Securities 2002-HE2N 144A 8.25% 10/20/32 77,888 77,888 |X|*Prudential Securities Secured Financing 1998 C1-J 144A 7.335% 5/15/13 100,000 80,223 |X|*Salomon Brothers Mortgage Securities 1999 C1-J 144A 7.00% 5/18/32 300,000 223,799 --------- Total Collateralized Mortgage Obligations (cost $387,738) 381,910 --------- Corporate Bonds - 76.94% Aerospace & Defense - 0.65% *Aviall 144A 7.625% 7/1/11 275,000 275,000 *TD Funding 144A 8.375% 7/15/11 75,000 76,688 --------- 351,688 --------- Automobiles & Automotive Parts - 2.19% *Advanced Accessory Systems 144A 10.75% 6/15/11 200,000 211,000 CSK Auto 12.00% 6/15/06 325,000 361,969 General Motors 8.375% 7/15/33 450,000 421,557 *UIS 144A 9.375% 6/15/13 175,000 183,313 +Venture Holdings Trust 12.00% 6/1/09 475,000 5,344 --------- 1,183,183 ========= Banking, Finance & Insurance - 3.08% *Crum & Forster 144A 10.375% 6/15/13 275,000 285,313 *Farmers Exchange Capital 144A 7.20% 7/15/48 125,000 97,590 *Farmers Insurance Exchange 144A 8.625% 5/1/24 75,000 72,015 Finova Group 7.50% 11/15/09 725,000 329,875 Qwest Capital Funding 5.875% 8/3/04 600,000 566,999 TIG Holdings 8.125% 4/15/05 250,000 241,250 *Zurich Capital Trust I 144A 8.376% 6/1/37 75,000 75,971 --------- 1,669,013 --------- Buildings & Materials - 1.63% Foster Wheeler 6.75% 11/15/05 400,000 234,000 *Lone Star Industries 144A 8.85% 6/15/05 250,000 260,938 United States Steel 10.75% 8/1/08 250,000 250,000 +WCI Steel 10.00% 12/1/04 425,000 140,250 --------- 885,188 --------- Business Services - 0.59% *Brickman Group 144A 11.75% 12/15/09 125,000 138,438 *Worldspan Finance 144A 9.625% 6/15/11 175,000 182,875 --------- 321,313 --------- Principal Market Amount Value (U.S.$) Corporate Bonds (continued) Cable, Media & Publishing - 11.07% American Media Operation 10.25% 5/1/09 $ 250,000 $ 266,875 Charter Communications Holdings 10.00% 4/1/09 1,025,000 799,499 10.75% 10/1/09 775,000 625,813 CSC Holdings 10.50% 5/15/16 75,000 80,250 Insight Midwest 10.50% 11/1/10 500,000 537,500 Lodgenet Entertainment 9.50% 6/15/13 600,000 631,500 Mediacom 9.50% 1/15/13 500,000 497,500 PanAmSat 8.50% 2/1/12 425,000 444,125 *PEI Holdings 144A 11.00% 3/15/10 175,000 193,375 *RH Donnelley Finance 144A 10.875% 12/15/12 475,000 536,750 Vertis 10.875% 6/15/09 375,000 367,500 13.50% 12/7/09 200,000 186,000 XM Satellite Radio *144A 12.00% 6/15/10 275,000 273,625 **14.00% 12/31/09 750,000 547,500 --------- 5,987,812 --------- Chemicals - 3.06% *++HMP Equity 144A 15.433% 5/15/08 125,000 61,875 Huntsman International *144A 9.875% 3/1/09 300,000 309,000 10.125% 7/1/09 275,000 265,375 IMC Global 7.625% 11/1/05 350,000 371,000 Solutia 6.72% 10/15/37 325,000 196,625 11.25% 7/15/09 250,000 173,750 *Westlake Chemical 144A 8.75% 7/15/11 275,000 275,000 --------- 1,652,625 --------- Computers & Technology - 2.84% *Amkor Technology 144A 7.75% 5/15/13 275,000 266,063 *Cooperative Computing 144A 10.50% 6/15/11 300,000 309,000 *DigitalNet 144A 9.00% 7/15/10 125,000 123,125 Northern Telecom Capital 7.40% 6/15/06 275,000 268,125 7.875% 6/15/26 125,000 115,625 Sanmina 10.375% 1/15/10 400,000 452,000 --------- 1,533,938 --------- Consumer Products - 3.60% American Greetings 11.75% 7/15/08 275,000 314,875 *Jacuzzi Brands 144A 9.625% 7/1/10 200,000 207,000 Playtex Products 9.375% 6/1/11 150,000 144,750 *Remington Arms 144A 10.50% 2/1/11 275,000 285,285 Salton 10.75% 12/15/05 250,000 248,750 12.25% 4/15/08 225,000 229,500 Samsonite 10.75% 6/15/08 325,000 336,375 *Warnaco 144A 8.875% 6/15/13 175,000 182,875 --------- 1,949,410 --------- Consumer Services - 1.36% Alderwoods Group 12.25% 1/2/09 425,000 455,813 Corrections Corporation of America 7.50% 5/1/11 225,000 228,375 *144A 7.50% 5/1/11 50,000 52,125 --------- 736,313 --------- 4 Statement Delaware High-Yield Opportunities Fund OF NET ASSETS (CONTINUED) Principal Market Amount Value (U.S.$) Corporate Bonds (continued) Energy - 9.19% *Citgo Petroleum 144A 11.375% 2/1/11 $ 425,000 $ 470,687 Dynegy Holdings 6.75% 12/15/05 275,000 273,625 El Paso 7.00% 5/15/11 325,000 258,375 *El Paso Natural Gas 144A 7.625% 8/1/10 400,000 374,000 *El Paso Production Holding 144A 7.75% 6/1/13 275,000 253,688 Energy Partners 8.75% 8/1/10 200,000 200,500 *Gemstone Investor 144A 7.71% 10/31/04 200,000 194,500 Hanover Equipment Trust 8.50% 9/1/08 200,000 210,000 *Houston Exploration 144A 7.00% 6/15/13 500,000 499,999 Petroleum Geo-Services 6.25% 11/19/03 75,000 49,875 *SEMCO Energy 144A 7.75% 5/15/13 250,000 254,688 *Southern Natural Gas 144A 8.875% 3/15/10 150,000 155,250 Tennessee Gas Pipeline 8.375% 6/15/32 300,000 295,500 Transcontinental Gas Pipeline 6.125% 1/15/05 100,000 99,750 6.25% 1/15/08 175,000 172,375 8.875% 7/15/12 215,000 233,275 Williams Companies 6.625% 11/15/04 125,000 123,125 8.125% 3/15/12 525,000 506,624 *Williams Gas Pipelines Central 144A 7.375% 11/15/06 325,000 345,313 --------- 4,971,149 --------- Environmental Services - 1.37% *Casella Waste Systems 144A 9.75% 2/1/13 325,000 344,500 IESI 10.25% 6/15/12 375,000 395,625 --------- 740,125 --------- Food, Beverage & Tobacco - 4.33% Avado Brands 9.75% 6/1/06 150,000 69,000 B&G Foods 9.625% 8/1/07 200,000 205,500 *Commonwealth Brands 144A 10.625% 9/1/08 500,000 505,000 Denny's 12.75% 9/30/07 450,000 451,125 Di Giorgio 10.00% 6/15/07 425,000 421,281 *Le-Natures 144A 9.00% 6/15/13 400,000 416,000 *National Beef Packing 144A 10.50% 8/1/11 275,000 275,000 --------- 2,342,906 --------- Healthcare & Pharmaceuticals - 2.02% Alliance Imaging 10.375% 4/15/11 475,000 475,000 Team Health 12.00% 3/15/09 600,000 615,000 --------- 1,090,000 --------- Home Builders - 1.68% Schuler Homes 10.50% 7/15/11 275,000 312,125 Standard Pacific 9.25% 4/15/12 225,000 245,250 Technical Olympic USA 10.375% 7/1/12 325,000 349,375 --------- 906,750 --------- Leisure, Lodging & Entertainment - 2.84% Alliance Gaming 10.00% 8/1/07 75,000 77,906 Extended Stay America 9.875% 6/15/11 425,000 454,750 *Hard Rock Hotel 144A 8.875% 6/1/13 350,000 361,375 Herbst Gaming 10.75% 9/1/08 250,000 275,625 MeriStar Hospitality Operating Partnership REIT 10.50% 6/15/09 250,000 255,000 Regal Cinemas 9.375% 2/1/12 100,000 111,000 --------- 1,535,656 --------- Principal Market Amount Value (U.S.$) Corporate Bonds (continued) Packaging & Containers - 3.56% AEP Industries 9.875% 11/15/07 $700,000 $ 654,500 *Anchor Glass Container 144A 11.00% 2/15/13 125,000 135,313 Consolidated Container 10.125% 7/15/09 550,000 332,750 Portola Packaging 10.75% 10/1/05 225,000 226,125 *Radnor Holdings 144A 11.00% 3/15/10 575,000 575,000 --------- 1,923,688 --------- Paper & Forest Products - 1.65% Georgia-Pacific 9.875% 11/1/21 925,000 892,625 --------- 892,625 --------- Real Estate - 0.60% Tanger Properties REIT 9.125% 2/15/08 300,000 325,500 --------- 325,500 --------- Retail - 3.73% *J Crew Intermediate 144A 16.00% 5/15/08 610,568 436,556 J Crew Operating 10.375% 10/15/07 325,000 320,125 *Jafra Cosmetics 144A 10.75% 5/15/11 425,000 448,375 Office Depot 10.00% 7/15/08 350,000 404,250 Petco Animal Supplies 10.75% 11/1/11 250,000 280,000 Saks 7.25% 12/1/04 120,000 123,900 --------- 2,013,206 --------- Telecommunications - 6.35% Alamosa Delaware 12.50% 2/1/11 475,000 410,875 +Allegiance Telecom 11.75% 2/15/08 350,000 78,750 ++American Tower Escrow 10.886% 8/1/08 140,000 93,100 *Centennial Cellular Operating 144A 10.125% 6/15/13 450,000 442,125 *Cincinnati Bell 144A 7.25% 7/15/13 100,000 95,250 Crown Castle International 10.75% 400,000 440,000 8/1/11 Nextel Partners *144A 8.125% 7/1/11 300,000 280,500 12.50% 11/15/09 125,000 138,750 *Qwest Services 144A 13.50% 12/15/10 350,000 378,000 Time Warner Telecommunications 9.75% 7/15/08 400,000 386,000 **UbiquiTel Operating 14.00% 4/15/10 550,000 261,250 *Western Wireless 144A 9.25% 7/15/13 275,000 262,625 +WorldCom 7.50% 5/15/11 625,000 166,406 --------- 3,433,631 --------- Textiles, Apparel & Furniture - 0.39% Levi Strauss 12.25% 12/15/12 250,000 212,500 --------- 212,500 --------- Transportation & Shipping - 1.92% Hornbeck Offshore Services 10.625% 8/1/08 200,000 214,000 Kansas City Southern Railway 9.50% 10/1/08 75,000 83,250 *Overseas Shipholding Group 144A 8.25% 3/15/13 400,000 417,000 *Seabulk International 144A 9.50% 8/15/13 325,000 325,000 --------- 1,039,250 --------- 5 Statement Delaware High-Yield Opportunities Fund OF NET ASSETS (CONTINUED) Principal Market Amount Value (U.S.$) Corporate Bonds (continued) Utilities - 7.24% *Allegheny Energy Supply Statutory Trust 2001 144A 10.25% 11/15/07 $555,000 $ 568,249 Avista 9.75% 6/1/08 325,000 371,719 Calpine *144A 8.50% 7/15/10 300,000 271,500 10.50% 5/15/06 625,000 571,874 Homer City Fund 8.137% 10/1/19 150,000 147,000 *Illinois Power 144A 11.50% 12/15/10 100,000 111,500 Midland Funding II 11.75% 7/23/05 125,000 135,625 Midwest Generation 8.30% 7/2/09 300,000 298,086 *+Mirant 144A 7.40% 7/15/04 200,000 86,000 +Mirant Americas Generation 7.625% 5/1/06 425,000 312,375 Nevada Power 10.875% 10/15/09 100,000 113,500 Orion Power Holdings 12.00% 5/1/10 300,000 343,500 *PG&E 144A 6.875% 7/15/08 250,000 255,000 PSEG Energy Holdings 7.75% 4/16/07 200,000 205,196 *USGen New England 144A 7.459% 1/2/15 250,000 122,683 --------- 3,913,807 --------- Total Corporate Bonds (cost $ 41,211,777) 41,611,276 ---------- Foreign Bonds - 13.16% British Virgin Islands - 0.60% ChipPAC International 12.75% 8/1/09 300,000 327,750 --------- 327,750 --------- Canada - 2.77% Ainsworth Lumber 12.50% 7/15/07 375,000 422,812 13.875% 7/15/07 100,000 113,000 CP Ships 10.375% 7/15/12 250,000 273,750 *Hollinger 144A 11.875% 3/1/11 325,000 355,875 Western Oil Sands 8.375% 5/1/12 300,000 331,500 --------- 1,496,937 --------- Cayman Islands - 0.69% *Bluewater Finance 144A 10.25% 2/15/12 375,000 373,125 --------- 373,125 --------- Colombia - 0.78% Republic of Colombia 10.00% 1/23/12 250,000 266,875 10.375% 1/28/33 150,000 154,500 --------- 421,375 --------- Dominican Republic - 1.20% Dominican Republic |X|2.063% 8/30/24 (Brady) 250,000 192,500 9.04% 1/23/13 175,000 161,987 *144A 9.04% 4/1/13 325,000 293,312 --------- 647,799 --------- Ecuador - 0.22% **Republic of Ecuador 6.00% 8/15/30 200,000 118,813 --------- 118,813 --------- France - 0.84% *Rhodia SA 144A 8.875% 6/1/11 475,000 456,000 --------- 456,000 --------- Principal Market Amount Value (U.S.$) Foreign Bonds (continued) Ireland - 1.92% Smurfit Capital 7.50% 11/20/25 $1,075,000 $1,037,375 --------- 1,037,375 --------- Liberia - 0.61% Royal Caribbean Cruises 7.50% 10/15/27 375,000 331,875 --------- 331,875 --------- Norway - 0.59% Ocean Rig Norway 10.25% 6/1/08 375,000 320,625 --------- 320,625 --------- Panama - 0.78% Republic of Panama 8.875% 9/30/27 420,000 421,050 --------- 421,050 --------- Russia - 0.35% Gazprom OAO 9.625% 3/1/13 180,000 188,690 --------- 188,690 --------- Sweden - 1.02% Stena AB 9.625% 12/1/12 500,000 551,875 --------- 551,875 --------- Venezuela - 0.79% Republic of Venezuela Series A 6.75% 3/31/20 250,000 213,987 Republic of Venezuela Series B 6.75% 3/31/20 250,000 213,987 --------- 427,974 --------- Total Foreign Bonds (cost $7,141,995) 7,121,263 --------- Number of Shares Common Stock - 0.33% Kmart Holdings 5,549 129,847 NII Holdings 989 48,886 --------- Total Common Stock (cost $204,590) 178,733 --------- Preferred Stock - 1.02% CSC Holdings 5,250 549,986 11.75% Intermedia Communications PIK 13.50% 1 11 Rural Cellular PIK 1 396 11.375% --------- Total Preferred Stock (cos$491,963) 550,393 --------- Warrants - 0.24% *American Tower 144A 140 16,170 *Horizon PCS 144A 600 30 *Solutia 144A 450 5 XM Satellite Radio 125 115,000 --------- Total Warrants (cost $ 116,345) 131,205 --------- 6 Statement Delaware High-Yield Opportunities Fund OF NET ASSETS (CONTINUED) Total Market Value of Securities - 93.14% (cost $ 49,952,2$5) 50,372,688 Receivables and Other Assets Net of Liabilities - 6.86% 3,708,901 ----------- Net Assets Applicable to 13,633,286 Shares Outstanding - 100.00% $54,081,589 ----------- Net Asset Value - Delaware High-Yield Opportunities Fund Class A ($29,385,147 / 7,407,368 Shares) $ 3.97 ------ Net Asset Value - Delaware High-Yield Opportunities Fund Class B ($15,464,355 / 3,898,516 Shares) $ 3.97 ------ Net Asset Value - Delaware High-Yield Opportunities Fund Class C ($5,916,219 / 1,491,456 Shares) $ 3.97 ------ Net Asset Value - Delaware High-Yield Opportunities Fund Class R ($4.02 / 1.012 Shares) $ 3.97 ------ Net Asset Value -- Delaware High-Yield Opportunities Fund Institutional Class ($3,315,864/ 835,945 Shares) $ 3.97 ------ Components of Net Assets at July 31, 2003: Shares of beneficial interest (unlimited authorization -- no par) $64,136,725 Undistributed net investment income 1,035 Accumulated net realized loss on investments (10,476,634) Net unrealized appreciation of investments 420,463 ----------- Total net assets $54,081,589 ----------- *Security exempt from registration under Rule 144A of the Securities Act of 1933. See Note 7 in "Notes to Financial Statements." **Step coupon bond. +Non-income producing security. Security is currently in default. ++Zero coupon bond. The interest rate shown is the yield at the time of purchase. +++Non-income producing security for the year ended July 31, 2003. |X|Variable rate notes. The interest rate shown is the rate as of July 31, 2003. Summary of Abbreviations NIM -- Net Interest Margin PIK -- Pay-in-kind REIT -- Real Estate Investment Trust Net Asset Value and Offering Price per Share - Delaware High-Yield Opportunities Fund Net asset value Class A (A) $3.97 Sales charge (4.50% of offering price, or 4.79% of amount invested per share) (B) 0.19 ----- Offering price $4.16 ----- (A) Net asset value per share, as illustrated, is the estimated amount which would be paid upon redemption or repurchase of shares. (B) See the current prospectus for purchases of $100,000 or more. See accompanying notes 7 Statement Delaware High-Yield Opportunities Fund OF ASSETS AND LIABILITIES July 31, 2003 Assets: Investments at market (cost $49,952,225) $ 50,372,688 Cash 880,430 Subscriptions receivable 425,381 Receivables for securities sold 9,554,969 Interest receivable 1,014,744 Due from DMC 8,068 ------------ Total assets 62,256,280 ------------ Liabilities: Payables for securities purchased 7,375,230 Liquidations payable 628,745 Distributions payable 111,942 Accrued expenses 58,774 ------------ Total liabilities 8,174,691 ------------ Total Net Assets $ 54,081,589 ------------ See accompanying notes 8 Statement Delaware High-Yield Opportunities Fund OF OPERATIONS Year Ended July 31, 2003 Investment Income: Interest $ 4,393,436 Dividends 36,232 $4,429,668 ----------- ---------- Expenses: Management fees 250,579 Distribution expense - Class A 58,588 Distribution expense - Class B 120,101 Distribution expense - Class C 39,778 Dividend disbursing and transfer agent fees and expenses 122,568 Registration fees 49,148 Reports and statements to shareholders 18,952 Accounting and administration expenses 17,174 Custodian fees 12,051 Professional fees 5,679 Trustees' fees 2,601 Other 8,820 706,039 ----------- ---------- Less expenses absorbed or waived (167,041) Less expenses paid indirectly (1,284) --------- Total expenses 537,714 --------- Net Investment Income 3,891,954 --------- Net Realized and Unrealized Gain on Investments: Net realized gain on investments 2,685,528 Net change in unrealized appreciation/ depreciation of investments 2,805,137 --------- Net Realized and Unrealized Gain on Investments 5,490,665 --------- Net Increase in Net Assets Resulting from Operations $9,382,619 ========== See accompanying notes 9 Statements Delaware High-Yield Opportunities Fund OF CHANGES IN NET ASSETS Year Ended 7/31/03 7/31/02 Increase (Decrease) in Net Assets from Operations: Net investment income $3,891,954 $3,106,184 Net realized gain (loss) on investments 2,685,528 (3,047,410) Net change in unrealized appreciation/ depreciation of investments 2,805,137 (1,913,658) ---------- ---------- Net increase (decrease) in net assets resulting from operations 9,382,619 (1,854,884) ---------- ---------- Dividends and Distributions to Shareholders from: Net investment income: Class A (1,903,645) (1,922,328) Class B (1,086,914) (1,002,194) Class C (360,627) (273,572) Institutional Class (294,034) (307,668) ---------- ---------- (3,645,220) (3,505,762) ---------- ---------- Capital Share Transactions: Proceeds from shares sold: Class A 15,615,594 8,881,337 Class B 8,097,884 4,512,149 Class C 4,428,710 1,219,846 Class R 4 -- Institutional Class 16,601 4,099,027 Net asset value of shares issued upon reinvestment of dividends and distributions: Class A 1,445,505 1,481,164 Class B 447,781 427,436 Class C 235,707 166,851 Institutional Class 292,625 301,157 ---------- ---------- 30,580,411 21,088,967 ---------- ---------- Cost of shares repurchased: Class A (5,324,461) (11,317,246) Class B (4,349,310) (5,094,602) Class C (2,238,032) (1,091,567) Institutional Class (15) (1,284,648) ---------- ---------- (11,911,818) (18,788,063) ---------- ---------- Increase in net assets derived from capital share transactions 18,668,593 2,300,904 ---------- ---------- Net Increase (Decrease) in Net Assets 24,405,992 (3,059,742) Net Assets: Beginning of year 29,675,597 32,735,339 ---------- ---------- End of year $54,081,589 $29,675,597 =========== =========== See accompanying notes 10 Financial HIGHLIGHTS Selected data for each share of the Fund outstanding throughout each period were as follows: Year Ended 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $3.420 $3.950 $4.850 $5.120 $5.920 Income (loss) from investment operations: Net investment income(1) 0.377 0.344 0.444 0.455 0.434 Net realized and unrealized gain (loss) on investments and foreign currencies 0.532 (0.488) (0.893) (0.296) (0.691) ----- ------ ------ ------ ------ Total from investment operations 0.909 (0.144) (0.449) 0.159 (0.257) ----- ------ ------ ----- ------ Less dividends and distributions from: Net investment income (0.359) (0.386) (0.451) (0.429) (0.438) Net realized gain on investments -- -- -- -- (0.105) ----- ------ ------ ----- ------ Total dividends and distributions (0.359) (0.386) (0.451) (0.429) (0.543) ------ ------ ------ ------ ------ Net asset value, end of period $3.970 $3.420 $3.950 $4.850 $5.120 ====== ====== ====== ====== ====== Total return(2) 28.02% (3.87%) (9.96%) 3.28% (4.26%) ----- ----- ----- ---- ----- Ratios and supplemental data: Net assets, end of period (000 omitted) $29,385 $14,767 $18,478 $15,650 $12,558 Ratio of expenses to average net assets 1.13% 1.13% 1.30% 1.30% 1.27% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.56% 1.44% 1.40% 1.57% 1.89% Ratio of net investment income to average net assets 10.36% 9.05% 10.06% 9.21% 8.02% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 9.93% 8.74% 9.96% 8.94% 7.39% Portfolio turnover 832% 609% 1,201% 396% 382% (1) The average shares outstanding method has been applied for per share information. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $0.030, an increase in net realized and unrealized gain (loss) per share of $0.030, and a decrease in the ratio of net investment income to average net assets of 0.79%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 11 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: Year Ended 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $3.420 $ 3.960 $4.850 $5.120 $ 5.920 Income (loss) from investment operations: Net investment income(1) 0.352 0.317 0.413 0.421 0.401 Net realized and unrealized gain (loss) on investments and foreign currencies 0.532 (0.498) (0.886) (0.294) (0.694) -------- ------- ------ ------ -------- Total from investment operations 0.884 (0.181) (0.473) 0.127 (0.293) -------- ------- ------ ------ -------- Less dividends and distributions from: Net investment income (0.334) (0.359) (0.417) (0.397) (0.402) Net realized gain on investments -- -- -- -- (0.105) -------- ------- ------ ------ -------- Total dividends and distributions (0.334) (0.359) (0.417) (0.397) (0.507) -------- ------- ------ ------ -------- Net asset value, end of period $3.970 $3.420 $3.960 $4.850 $5.120 ====== ====== ====== ====== ====== Total return(2) 27.14% (4.80%) (10.44%) 2.62% (4.91%) Ratios and supplemental data: Net assets, end of period (000 omitted) $15,464 $9,435 $11,210 $9,589 $6,296 Ratio of expenses to average net assets 1.83% 1.83% 2.00% 2.00% 1.97% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.26% 2.14% 2.10% 2.27% 2.59% Ratio of net investment income to average net assets 9.66% 8.35% 9.36% 8.51% 7.32% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 9.23% 8.04% 9.26% 8.24% 6.69% Portfolio turnover 832% 609% 1,201% 396% 382% (1) The average shares outstanding method has been applied for per share information. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $0.030, an increase in net realized and unrealized gain (loss) per share of $0.030, and a decrease in the ratio of net investment income to average net assets of 0.79%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 12 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: Year Ended 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $3.420 $3.960 $4.850 $5.120 $5.920 Income (loss) from investment operations: Net investment income(1) 0.352 0.317 0.414 0.422 0.403 Net realized and unrealized gain (loss) on investments and foreign currencies 0.532 (0.498) (0.887) 0.295) (0.696) ----- ------ ------ ------ ------ Total from investment operations 0.884 (0.181) (0.473) 0.127 (0.293) ----- ------ ------ ----- ------ Less dividends and distributions from: Net investment income (0.334) (0.359) (0.417) (0.397) (0.402) Net realized gain on investments -- -- -- -- (0.105) ----- ------ ------ ----- ------ Total dividends and distributions (0.334) (0.359) (0.417) (0.397) (0.507) ------ ------ ------ ------ ------ Net asset value, end of period $3.970 $3.420 $3.960 $4.850 $5.120 ====== ====== ====== ====== ====== Total return(2) 27.13% (4.80%) (10.44%) 2.61% (4.91%) Ratios and supplemental data: Net assets, end of period (000 omitted) $5,916 $2,905 $3,044 $2,264 $1,913 Ratio of expenses to average net assets 1.83% 1.83% 2.00% 2.00% 1.97% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.26% 2.14% 2.10% 2.27% 2.59% Ratio of net investment income to average net assets 9.66% 8.35% 9.36% 8.51% 7.32% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 9.23% 8.04% 9.26% 8.24% 6.69% Portfolio turnover 832% 609% 1,201% 396% 382% (1) The average shares outstanding method has been applied for per share information. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $0.030, an increase in net realized and unrealized gain (loss) per share of $0.030, and a decrease in the ratio of net investment income to average net assets of 0.79%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 13 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: 6/2/03(1) to 7/31/03 Net asset value, beginning of period $3.960 Income from investment operations: Net investment income(2) 0.050 Net realized and unrealized gain on investments 0.010 ------ Total from investment operations 0.060 ------ Less dividends and distributions from: Net investment income (0.050) ------ Total dividends and distributions (0.050) ------ Net asset value, end of period $3.970 ====== Total return(3) 1.49% Ratios and supplemental data: Net assets, end of period (000 omitted) $ -- Ratio of expenses to average net assets 1.43% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.25% Ratio of net investment income to average net assets 9.57% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 8.75% Portfolio turnover 832% (1) Date of commencement of operations; ratios have been annualized and total return has not been annualized. (2) The average shares outstanding method has been applied for per share information. (3) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. See accompanying notes 14 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: Year Ended 7/31/03 7/31/02(3) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $3.420 3.950 4.850 5.120 5.920 Income (loss) from investment operations: Net investment income(1) 0.388 0.355 0.458 0.473 0.444 Net realized and unrealized gain (loss) on investments and foreign currencies 0.532 (0.487) (0.893) (0.298) (0.684) ----- ------ ------ ------ ------ Total from investment operations 0.920 (0.132) (0.435) 0.175 (0.240) ----- ------ ------ ----- ------ Less dividends and distributions from: Net investment income (0.370) (0.398) (0.465) (0.445) (0.455) Net realized gain on investments -- -- -- -- (0.105) ----- ------ ------ ----- ------ Total dividends and distributions (0.370) (0.398) (0.465) (0.445) (0.560) ----- ------ ------ ----- ------ Net asset value, end of period $3.970 $3.420 $3.950 $4.850 $5.120 ====== ====== ====== ====== ====== Total return(2) 28.40% (3.57%) (9.67%) 3.61% (3.96%) Ratios and supplemental data: Net assets, end of period (000 omitted) $3,316 $2,569 $ 3 $ 4 $3,691 Ratio of expenses to average net assets 0.83% 0.83% 1.00% 1.00% 0.97% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.26% 1.14% 1.10% 1.27% 1.59% Ratio of net investment income to average net assets 10.66% 9.35% 10.36% 9.51% 8.32% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 10.23% 9.04% 10.26% 9.24% 7.69% Portfolio turnover 832% 609% 1,201% 386% 382% (1) The average shares outstanding method has been applied for per share information. (2) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. (3) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $0.030, an increase in net realized and unrealized gain (loss) per share of $0.030, and a decrease in the ratio of net investment income to average net assets of 0.79%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. See accompanying notes 15 Notes Delaware High-Yield Opportunities Fund TO FINANCIAL STATEMENTS July 31, 2003 Delaware Group Income Funds (the "Trust") is organized as a Delaware business trust and offers five series: Delaware Corporate Bond Fund, Delaware Delchester Fund, Delaware Extended Duration Bond Fund, Delaware High-Yield Opportunities Fund and Delaware Strategic Income Fund. These financial statements and the related notes pertain to Delaware High-Yield Opportunities Fund (the "Fund"). The Trust is an open-end investment company. The Fund is considered diversified under the Investment Company Act of 1940, as amended, and offers Class A, Class B, Class C, Class R and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50%. Class B shares are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. Class R and Institutional Class shares are not subject to a sales charge and are offered for sale exclusively to a limited group of investors. The investment objective of the Fund is to seek total return and, as a secondary objective, high current income. 1. Significant Accounting Policies The following accounting policies are in accordance with accounting principles generally accepted in the United States and are consistently followed by the Fund. Security Valuation -- All equity securities are valued at the last quoted sales price as of the time of regular close of the New York Stock Exchange ("NYSE") on the valuation date. Securities traded on the Nasdaq Stock Market, Inc. ("NASDAQ") are valued in accordance with the NASDAQ Official Closing Price, which may not be the last sales price. If on a particular day an equity security does not trade, then the mean between the bid and asked prices will be used. Long-term debt securities are valued by an independent pricing service and such prices are believed to reflect the fair value of such securities. Short-term debt securities having less than 60 days to maturity are valued at amortized cost, which approximates market value. Other securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith under the direction of the Fund's Board of Trustees. Federal Income Taxes -- The Fund intends to continue to qualify for federal income tax purposes as a regulated investment company and make the requisite distributions to shareholders. Accordingly, no provision for federal income taxes has been made in the financial statements. Class Accounting -- Investment income and common expenses are allocated to the classes of the Fund on the basis of "settled shares" of each class in relation to the net assets of the Fund. Realized and unrealized gain (loss) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Distribution expenses relating to a specific class are charged directly to that class. Repurchase Agreements -- The Fund may invest in a pooled cash account along with other members of the Delaware Investments Family of Funds. The aggregate daily balance of the pooled cash account is invested in repurchase agreements secured by obligations of the U.S government. The respective collateral is held by the Fund's custodian bank until the maturity of the respective repurchase agreements. Each repurchase agreement is 102% collateralized. However, in the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral may be subject to legal proceedings. Foreign Currency Transactions -- Transactions denominated in foreign currencies are recorded at the prevailing exchange rates on the valuation date. The value of all assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the exchange rate of such currencies against the U.S. dollar daily. Transaction gains or losses resulting from changes in exchange rates during the reporting period or upon settlement of the foreign currency transaction are reported in operations for the current period. The Fund isolates that portion of realized gains and losses on investments in debt securities, which are due to changes in foreign exchange rates from that which are due to changes in market prices of debt securities. The Fund reports certain foreign currency related transactions as components of realized gains (losses) for financial reporting purposes, where such components are treated as ordinary income (loss) for federal income tax purposes. Use of Estimates -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Other -- Expenses common to all funds within the Delaware Investments Family of Funds are allocated amongst the funds on the basis of average net assets. Security transactions are recorded on the date the securities are purchased or sold (trade date). Costs used in calculating realized gains and losses on the sale of investment securities are those of the specific securities sold. Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis. Discounts and premiums are amortized to interest income over the lives of the respective securities. Realized gains (losses) on paydowns of mortgage- and asset-backed securities are classified as interest income. The Fund declares dividends daily from net investment income and pays such dividends monthly and the Fund declares and pays distributions from net realized gain on investments, if any, annually. Certain expenses of the Fund are paid through commission arrangements with brokers. These transactions are done subject to best execution. The amount of these expenses was approximately $925 for the year ended July 31, 2003. In addition, the Fund receives earnings credits from its custodian when positive cash balances are maintained, which are used to offset custody fees. The earnings credits for the year ended July 31, 2003 were approximately $359. The expenses paid under the above arrangements are included in their respective expense captions on the Statement of Operations with the corresponding expense offset shown as "expenses paid indirectly." 2. Investment Management, Administration Agreements and Other Transactions with Affiliates In accordance with the terms of its investment management agreement, the Fund pays Delaware Management Company (DMC), a series of Delaware Management Business Trust and the investment manager, an annual fee which is calculated daily at the rate of 0.65% on the first $500 million of the average daily net assets of the Fund, 0.60% on the next $500 million, 0.55% on the next $1.5 billion, and 0.50% on average daily net assets in excess of $2.5 billion. DMC has contractually agreed to waive that portion, if any, of its management fee and reimburse the Fund to the extent necessary to ensure that annual operating expenses, exclusive of taxes, interest, brokerage commissions, distribution fees, and extraordinary expenses, do not exceed 0.83% of average daily net assets of the Fund through September 30, 2004. 16 Notes Delaware High-Yield Opportunities Fund TO FINANCIAL STATEMENTS (CONTINUED) 2. Investment Management, Administration Agreements and Other Transactions with Affiliates (continued) Delaware Service Company, Inc. (DSC), an affiliate of DMC, provides accounting, administration, dividend disbursing and transfer agent services. The Fund pays DSC a monthly fee based on average net assets subject to certain minimums for accounting and administration services. The Fund pays DSC a monthly fee based on the number of shareholder accounts for dividend disbursing and transfer agent services. Prior to June 1, 2003, the monthly fee for dividend disbursing and transfer agent services was based on the number of shareholder accounts and shareholder transactions. Pursuant to a distribution agreement and distribution plan, the Fund pays Delaware Distributors, L.P. (DDLP), the distributor and an affiliate of DMC, an annual distribution and service fee not to exceed 0.30% of the average daily net assets of the Class A shares, 1.00% of the average daily net assets of the Class B and C shares, and 0.60% of the average daily net assets of Class R shares. No distribution and service expenses are paid by Institutional Class shares. At July 31, 2003, the Fund had receivables from or liabilities payable to affiliates as follows: Dividend disbursing, transfer agent fees, accounting and other expenses payable to DSC ($12,824) Other expenses payable to DMC and affiliates (8,387) Receivable from DMC under expense limitation agreement 8,068 For the year ended July 31, 2003, DDLP earned $11,350 for commissions on sales of the Fund's Class A shares. Certain officers of DMC, DSC and DDLP are officers and/or trustees of the Trust. These officers and trustees are paid no compensation by the Fund. 3. Investments For the year ended July 31, 2003, the Fund made purchases of $314,103,957 and sales of $297,996,505 of investment securities other than short-term investments. At July 31, 2003, the cost of investments for federal income tax purposes was $49,966,036. At July 31, 2003, net unrealized appreciation was $406,652, of which $2,094,550 related to unrealized appreciation of investments and $1,687,898 related to unrealized depreciation of investments. 4. Dividend and Distribution Information Income and long-term capital gain distributions are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States. The tax character of dividends and distributions paid during the years ended July 31, 2003 and 2002 was as follows: 2003 2002 Ordinary income $3,645,220 $3,505,762 As of July 31, 2003, the components of net assets on a tax basis were as follows: Shares of beneficial interest $64,136,725 Undistributed ordinary income 1,035 Capital loss carryforwards (10,138,820) Post-October losses (324,003) Unrealized appreciation on investments 406,652 ----------- Net assets $54,081,589 =========== For federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains. Such capital loss carryforwards expire as follows: $845,969 expires in 2008, $2,847,377 expires in 2009 and $6,445,474 expires in 2010. Post-October losses represent losses realized on investment transactions from November 1, 2002 through July 31, 2003 that, in accordance with federal income tax regulations, the Fund has elected to defer and treat as having arisen in the following fiscal year. 5. Capital Shares Transactions in capital shares were as follows: Year Ended 7/31/03 7/31/02 Shares sold: Class A 4,112,658 2,334,583 Class B 2,180,603 1,192,799 Class C 1,177,944 327,189 Class R 1 -- Institutional Class 4,553 1,019,717 Shares issued upon reinvestment of dividends and distributions: Class A 392,923 392,117 Class B 122,073 113,185 Class C 64,271 44,267 Institutional Class 80,170 79,676 ---------- ---------- 8,135,196 5,503,533 ---------- ---------- Shares repurchased: Class A (1,415,636) (3,082,757) Class B (1,163,767) (1,376,965) Class C (600,233) (290,936) Institutional Class (4) (348,921) ---------- ---------- (3,179,640) (5,099,579) ---------- ---------- Net increase 4,955,556 403,954 ========== ========== For the year ended July 31, 2003, 27,154 Class B shares were converted to 27,145 Class A shares valued at $98,827. The respective amounts are included in Class B redemptions and Class A subscriptions in the table above and the Statement of Changes in Net Assets. 17 Notes Delaware High-Yield Opportunities Fund TO FINANCIAL STATEMENTS (CONTINUED) 6. Line of Credit The Fund, along with certain other funds in the Delaware Investments Family of Funds (the "Participants"), participates in a $202,300,000 revolving line of credit facility to be used for temporary or emergency purposes as an additional source of liquidity to fund redemptions of investor shares. The Participants are charged an annual commitment fee, which is allocated across the Participants on the basis of each fund's allocation of the entire facility. The Participants may borrow up to a maximum of one third of their net assets under the agreement. The Fund had no amounts outstanding as of July 31, 2003, or at any time during the period. 7. Credit and Market Risk The Fund invests in high-yield fixed-income securities, which carry ratings of BB or lower by S&P and/or Ba or lower by Moody's. Investments in these higher yielding securities are generally accompanied by a greater degree of credit risk than higher rated securities. Additionally, lower rated securities may be more susceptible to adverse economic and competitive industry conditions than investment grade securities. The Fund may invest up to 15% of its total assets in illiquid securities, which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and other securities which may not be readily marketable. The relative illiquidity of these securities may impair the Fund from disposing of them in a timely manner and at a fair price when it is necessary or desirable to do so. 8. Tax Information (Unaudited) The information set forth below is for the Fund's fiscal year as required by federal laws. Shareholders, however, must report distributions on a calendar year basis for income tax purposes, which may include distributions for portions of two fiscal years of a fund. Accordingly, the information needed by shareholders for income tax purposes will be sent to them in January of each year. Please consult your tax advisor for proper treatment of this information. For the fiscal year ended July 31, 2003, the Fund designates distributions paid during the year as follows: (A) (B) Long-Term Ordinary (C) Capital Gains Income Total (D) Distributions Distributions Distributions Qualifying (Tax Basis) (Tax Basis) (Tax Basis) Dividends(1) - ------------- -------------- ------------- ------------- -- 100% 100% -- (A) and (B) are based on a percentage of the Fund's total distributions. (D) is based on a percentage of ordinary income of the Fund. (1) Qualifying dividends represent dividends which qualify for the corporate dividends received deduction. 18 Report OF INDEPENDENT AUDITORS To the Shareholders and Board of Trustees Delaware Group Income Funds - Delaware High-Yield Opportunities Fund We have audited the accompanying statement of net assets and statement of assets and liabilities of Delaware High-Yield Opportunities Fund (the "Fund") as of July 31, 2003, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of July 31, 2003, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Delaware High-Yield Opportunities Fund at July 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States. Ernst + Young LLP Philadelphia, Pennsylvania September 12, 2003 19 Delaware Investments Family of Funds BOARD OF DIRECTORS/TRUSTEES AND OFFICERS ADDENDUM A mutual fund is governed by a Board of Trustees which has oversight responsibility for the management of a fund's business affairs. Trustees establish procedures and oversee and review the performance of the investment manager, the distributor and others that perform services for the fund. The independent fund trustees, in particular, are advocates for shareholder interests. The following is a list of the Trustees/Officers and certain background and related information. Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee Trustee - ----------------------------------------------------------------------------------------------------------------------------------- INTERESTED TRUSTEES Jude T. Driscoll(2) Chairman and 3 Years - Since August 2000, 83 None 2005 Market Street Trustee(4) Executive Officer Mr. Driscoll has served in Philadelphia, PA various executive capacities 19103 Trustee as of at different times at May 15, 2003 Delaware Investments(1) March 10, 1963 Senior Vice President and Director of Fixed-Income Process - Conseco Capital Management (June 1998 - August 2000) Managing Director - NationsBanc Capital Markets (February 1996 - June 1998) - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES Walter P. Babich Trustee 15 Years Board Chairman - 101 None 2005 Market Street Citadel Constructors, Inc. Philadelphia, PA (1989 - Present) 19103 October 1, 1927 - ----------------------------------------------------------------------------------------------------------------------------------- John H. Durham Trustee 24 Years(3) Private Investor 101 Trustee - Abington 2005 Market Street Memorial Hospital Philadelphia, PA 19103 August 7, 1937 President/Director - 22 WR Corporation - ----------------------------------------------------------------------------------------------------------------------------------- John A. Fry Trustee(4) 2 Years President - 83 None 2005 Market Street Franklin & Marshall College Philadelphia, PA (June 2002 - Present) 19103 Executive Vice President - University of Pennsylvania May 28, 1960 (April 1995 - June 2002) - ----------------------------------------------------------------------------------------------------------------------------------- 20 Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee/Officer Trustee/Officer - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES (CONTINUED) Anthony D. Knerr Trustee 10 Years Founder/Managing Director - 101 None 2005 Market Street Anthony Knerr & Associates Philadelphia, PA (Strategic Consulting) 19103 (1990 - Present) December 7,1938 - ----------------------------------------------------------------------------------------------------------------------------------- Ann R. Leven Trustee 14 Years Treasurer/Chief Fiscal Officer - 101 Director - 2005 Market Street National Gallery of Art Systemax, Inc. Philadelphia, PA (1994 - 1999) 19103 Director - Andy Warhol Foundation November 1, 1940 ----------------------------------------------------------------------------------------------------------------------------------- Thomas F. Madison Trustee 9 Years President/Chief 101 Director - 2005 Market Street Executive Officer - CenterPoint Energy Philadelphia, PA MLM Partners, Inc. 19103 (Small Business Investing Director - Digital and Consulting) River Inc. (January 1993 - Present) February 25, 1936 Director - Rimage Corporation Director - Valmont Industries, Inc. - ----------------------------------------------------------------------------------------------------------------------------------- Janet L. Yeomans Trustee 4 Years Vice President/Mergers & 101 None 2005 Market Street Acquisitions - 3M Corporation Philadelphia, PA (January 2003 - Present) 19103 Ms. Yeomans has held July 31, 1948 various management positions at 3M Corporation since 1983. - ----------------------------------------------------------------------------------------------------------------------------------- OFFICERS Richelle S. Maestro Executive Vice President, 4 Years Ms. Maestro has served in 101 None 2005 Market Street General Counsel various executive capacities Philadelphia, PA and Secretary at different times at 19103 Delaware Investments. November 26, 1957 - ----------------------------------------------------------------------------------------------------------------------------------- Michael P. Bishof Senior Vice President 7 Years Mr. Bishof has served in 101 None 2005 Market Street and Treasurer various executive capacities Philadelphia, PA at different times at 19103 Delaware Investments. August 18, 1962 - ----------------------------------------------------------------------------------------------------------------------------------- (1) Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its subsidiaries, including the Registrant's investment advisor, principal underwriter and its transfer agent. (2) Mr. Driscoll is considered to be an "Interested Trustee" because he is an executive officer of the Fund's manager and distributor. (3) Mr. Durham served as a Director Emeritus from 1995 through 1998. (4) Mr. Driscoll and Mr. Fry are not Trustees of the portfolios of Voyageur Insured Funds, Voyageur Intermediate Tax Free Funds, Voyageur Investment Trust, Voyageur Mutual Funds, Voyageur Mutual Funds II, Voyageur Mutual Funds III and Voyageur Tax Free Funds. The Statement of Additional Information for the Fund(s) includes additional information about the Trustees and Officers and is available, without charge, upon request by calling 800 523-1918. 21 Delaware Investments(SM) - ------------------------------------- A member of Lincoln Financal Group(R) This annual report is for the information of Delaware High-Yield Opportunities Fund shareholders, but it may be used with prospective investors when preceded or accompanied by a current prospectus for Delaware High-Yield Opportunities Fund and the Delaware Investments Performance Update for the most recently completed calendar quarter. The prospectus sets forth details about charges, expenses, investment objectives, and operating policies of the Fund. You should read the prospectus carefully before you invest. The figures in this report represent past results which are not a guarantee of future results. The return and principal value of an investment in the Fund will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Board of Trustees Affiliated Officers Contact Information Jude T. Driscoll Michael P. Bishof Investment Manager Chairman Senior Vice President and Treasurer Delaware Management Company Delaware Investments Family of Funds Delaware Investments Family of Funds Philadelphia, PA Philadelphia, PA Philadelphia, PA International Affiliate Walter P. Babich Richelle S. Maestro Delaware International Advisers Ltd. Board Chairman Executive Vice President, London, England Citadel Construction Corporation General Counsel and Secretary King of Prussia, PA Delaware Investments Family of Funds National Distributor Philadelphia, PA Delaware Distributors, L.P. John H. Durham Philadelphia, PA Private Investor Gwynedd Valley, PA Shareholder Servicing, Dividend Disbursing and Transfer Agent John A. Fry Delaware Service Company, Inc. President 2005 Market Street Franklin & Marshall College Philadelphia, PA 19103-7094 Lancaster, PA For Shareholders Anthony D. Knerr 800 523-1918 Managing Director Anthony Knerr & Associates For Securities Dealers and Financial New York, NY Institutions Representatives Only 800 362-7500 Ann R. Leven Former Treasurer/Chief Fiscal Officer Web site National Gallery of Art www.delawareinvestments.com Washington, DC Thomas F. Madison President and Chief Executive Officer MLM Partners, Inc. Minneapolis, MN Janet L. Yeomans Vice President/Mergers & Acquisitions 3M Corporation St. Paul, MN - -------------------------------------------------------------------------------- A description of the policies and procedures that the Fund uses to determine how to vote proxies (if any) relating to portfolio securities is available without charge (i) upon request, by calling 800 523-1918; (ii) on the Fund's website at http://www.delawareinvestments.com; and (iii) on the Commission's website at http://www.sec.gov. Beginning no later than August 31, 2004, information (if any) regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge (i) through the Fund's website at http://www.delawareinvestments.com; and (ii) on the Commission's website at http://www.sec.gov. - -------------------------------------------------------------------------------- (8135) Printed in the USA AR-137 [7/03] IVES 9/03 J9363 FIXED INCOME Delaware Investments(SM) - -------------------------------------- A member of Lincoln Financial Group(R) Annual Report 2003 - -------------------------------------------------------------------------------- DELAWARE STRATEGIC INCOME FUND [LOGO] POWERED BY RESEARCH.(SM) TABLE OF CONTENTS - -------------------------------------------------------------------------------- PORTFOLIO MANAGEMENT REVIEW 1 - -------------------------------------------------------------------------------- PERFORMANCE SUMMARY 3 - -------------------------------------------------------------------------------- FINANCIAL STATEMENTS: Statement of Net Assets 5 Statement of Assets and Liabilities 12 Statement of Operations 13 Statements of Changes in Net Assets 14 Financial Highlights 15 Notes to Financial Statements 19 - -------------------------------------------------------------------------------- REPORT OF INDEPENDENT AUDITORS 23 - -------------------------------------------------------------------------------- BOARD OF TRUSTEES/OFFICERS 24 - -------------------------------------------------------------------------------- Funds are not FDIC insured and are not guaranteed. It is possible to lose the principal amount invested. Mutual fund advisory services provided by Delaware Management Company, a series of Delaware Management Business Trust, which is a registered investment advisor. (C) 2003 Delaware Distributors, L.P. Portfolio Delaware Strategic Income Fund MANAGEMENT REVIEW August 12, 2003 Fund Managers Paul Grillo Senior Portfolio Manager U.S. Investment-Grade Bonds Timothy L. Rabe Senior Portfolio Manager U.S. High-Yield Bonds Joanna Bates Senior Portfolio Manager Non-U.S. Fixed Income and Emerging Markets Christopher A. Moth Senior Portfolio Manager Non-U.S. Fixed Income and Currency Q: How did the Fund perform versus its peer funds and benchmarks during the past year? A: As has been the case for the past few years, the fixed-income markets in general fared quite well during the past 12 months. The year was highlighted by ongoing uncertainty due to a variety of factors: continued threats of domestic terror at home and abroad, the impact of the new regulations regarding corporate accountability, the outbreak of the SARS virus, and the military conflict in Iraq. In each case, uncertainty prompted many investors to continue to seek the safe haven of fixed-income securities. All three of the sectors in which Delaware Strategic Income Fund invests (U.S. investment-grade, high-yield, and international fixed income) turned in a good year overall, with U.S. Treasury securities relinquishing leadership with regard to total return as the fiscal year progressed. While the Lipper Multi-Sector Bond Funds Average gained +15.30% during the fiscal year ended July 31, 2003, Delaware Strategic Income Fund fared better yet. Experiencing strong gains in its three sectors, the Fund posted a total return of +20.99% (Class A shares at net asset value with distributions reinvested) for the fiscal year ended July 31, 2003. The Lehman Brothers Aggregate Bond Index, a very broad index which tracks the highly liquid U.S. investment-grade sector, gained +5.42% for the fiscal year. The high-yield and international markets turned in double-digit returns, respectively, based on market index returns in those particular sectors. Q: How did the strong performance in the high-yield bond market influence overall performance? A: The high-yield bond market turned in very strong performance during our fiscal year - a turnaround that seemed to be several years in the making. Our allocation to high yield - which accounted for 35.41% of total net assets as of July 31, 2003 - helped the Fund's performance versus other funds in the multi-sector fixed-income fund peer group. During our fiscal year, the Citigroup High-Yield Cash Pay Index gained +28.62%. The high-yield rally, which gained strength as 2003 progressed, was sparked by several factors in our opinion. A focus on prudent business operations and ethical accounting practices helped companies post stronger earnings. Refinancing debt at longer maturities has been a positive strategy for many high-yield issuers, providing them with more time to focus on improving their balance sheets. Investors discouraged by low-yielding fixed-income vehicles such as money market funds are increasingly accepting the risks associated with noninvestment-grade bonds in an effort to capture more attractive yields. In the second quarter of 2003, new high-yield bond issuance climbed to its highest level in five years. Coupled with a declining default rate and strong cash flows, a healthier high-yield bond market generated its best return in years. Q: What is your approach to high-yield securities in the portfolio? A: We believe that a bottom-up process is the most effective means to select good companies, and a prudent way to approach the noninvestment-grade sector. Our investment discipline is founded on in-depth company research and credit analysis supported by a team of 19 sector-specific analysts. This highly focused approach provides us with the ability to thoroughly scrutinize each investment opportunity in order to select what we believe are the market's most attractive yields and help ensure a more diversified portfolio. Of course, ongoing credit analysis and portfolio monitoring are critical to helping us identify factors or situations that might have a potential negative impact on the Fund. 1 Q: What was your approach to the U.S. investment-grade portion of the markets? A: Over the past few years, there has been a flight to quality as asset flows have generally shown investors moving out of equity securities and into the perceived safe haven of Treasuries. During the fiscal year, yields on U.S. Treasury bills, notes, and bonds had fallen to significantly low levels. Subsequently, we focused on security selection within non-Treasury markets. We have been able to enhance the performance of the Fund (without adding substantial risk, in our opinion) by investing in higher-yielding government agency markets, high-quality corporates, and structured mortgage-backed and asset-backed bonds with good cash flow predictability. We continue to invest primarily in intermediate-term securities with five- to 10-year maturities and remain cautious about predicting the growth of the economy and the future direction of interest rates. Our neutral stance with regard to interest rates led to a decision to own more defensive, intermediate-maturity (and intermediate-duration) securities in your Fund. Q: How did international bonds affect performance for the fiscal year? A: The Fund's international bond component benefited from the general decline in interest rates around the world. The Citigroup Non-U.S. World Government Index, a benchmark for this segment of the portfolio, gained +14.19% during the fiscal year. When our international portfolio beat the Citigroup index in the second quarter of 2003, it marked our sixth quarter of international outperformance in the past seven. The portfolio return in the second half of the year was largely influenced by overweighted positions in Australia, Canada, New Zealand and Sweden, all of which beat the index, and underweighted exposure to the U.S. and Japan, which lagged the benchmark. 2 Delaware STRATEGIC INCOME FUND Fund Basics Average Annual Total Returns As of July 31, 2003 Through July 31, 2003 - ---------------------------------------------- Lifetime Five Years One Year Fund Objectives: -------------------------------------------------------------------------------- To seek high current income and total return. Class A (Est. 10/1/96) - ---------------------------------------------- Excluding Sales Charge +4.76% +3.27% +20.99% Total Fund Net Assets: Including Sales Charge +4.06% +2.32% +15.47% $32.69 million -------------------------------------------------------------------------------- - ---------------------------------------------- Class B (Est. 10/1/96) Number of Holdings: Excluding Sales Charge +4.01% +2.55% +20.12% 375 Including Sales Charge +4.01% +2.33% +16.12% - ---------------------------------------------- -------------------------------------------------------------------------------- Fund Start Date: Class C (Est. 10/1/96) October 1, 1996 Excluding Sales Charge +4.01% +2.54% +20.12% - ---------------------------------------------- Including Sales Charge +4.01% +2.54% +19.12% Your Fund Managers: -------------------------------------------------------------------------------- Paul Grillo joined Delaware Investments in Delaware Strategic Income Fund invests in high-yield bonds (commonly known as 1993, after serving as a mortgage strategist "junk bonds"), which involve a greater risk than high-quality bonds. The Fund and trader at Dreyfus Corporation. He holds a also invests in foreign bonds which are subject to risks not ordinarily bachelor's degree from North Carolina State associated with domestic bonds (e.g., currency, economic, and political risks). University and a MBA from Pace University. Mr. Grillo is also a CFA charterholder. Returns reflect the reinvestment of all distributions and any applicable sales charges as noted below. Returns and share values will fluctuate so that shares, Timothy L. Rabe received a bachelor's degree when redeemed, may be worth more or less than their original cost. Performance in finance from the University of Illinois. for Class B and C shares, excluding sales charges, assumes either that Prior to joining Delaware Investments in 2000, contingent deferred sales charges did not apply or the investment was not Mr. Rabe was a high-yield portfolio manager redeemed. Past performance is not a guarantee of future results. for Conseco Capital Management. Before that, he worked as a tax analyst for The Northern The Fund offers Class A, B, C, R, and Institutional Class shares. Class A shares Trust Company. He is a CFA charterholder. are sold with a front-end sales charge of up to 4.50% and have an annual distribution and service fee of up to 0.30%. Joanna Bates is a graduate of London University, and is an associate of the Class B shares are sold with a contingent deferred sales charge that declines Institute of Investment Management and from 4% to zero depending upon the period of time the shares are held. Class B Research. She joined Delaware's Fixed Income shares will automatically convert to Class A shares on a quarterly basis team in 1997, before which she was Associate approximately eight years after purchase. They are also subject to an annual Director, Fixed Income at Hill Samuel distribution and service fee of 1%. Investment Management. She has also worked for Fidelity International and Save & Prosper as a Class C shares are sold with a contingent deferred sales charge of 1%, if fund manager and analyst for global bond redeemed during the first 12 months. They are also subject to an annual markets. distribution and service fee of 1%. Christopher A. Moth is an actuarial graduate Class R shares are available only for certain retirement plan products. They are from The City University in London, and was sold without a sales charge and have an annual distribution and service fee of later awarded the Certificate in Finance & 0.60%. No Class R shares were made available during the periods shown. Investment from the London Institute of Actuaries. Mr. Moth joined Delaware in 1992, The average annual total returns for the lifetime, five-year, and one-year after working for the GRE insurance company periods ended July 31, 2003 for Delaware Strategic Income Fund's Institutional where he was responsible for quantitative Class were +5.06%, +3.60%, and +21.28%, respectively. The Institutional Class models and projections. shares were first made available on October 1, 1996 and are available without - ---------------------------------------------- sales or asset-based distribution charges only to certain eligible institutional Nasdaq Symbols: accounts. Class A DISAX Class B DISBX An expense limitation was in effect for all classes of Delaware Strategic Income Class C DISCX Fund during the periods shown. Performance would have been lower had the expense limitation not been in effect. The performance table and graph on the following page do not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Nasdaq Institutional Class symbol: DISIX 3 Delaware STRATEGIC INCOME FUND Performance of a $10,000 Investment October 1, 1996 (Fund's inception) through July 31, 2003 Delaware Strategic Lehman Brothers Income Fund - Aggregate Class A shares Bond Index ------------------ --------------- October 1996 $ 9,653 $10,000 July 1997 10,494 10,669 July 1998 11,147 11,508 July 1999 10,836 11,793 July 2000 10,570 12,496 July 2001 10,374 14,082 July 2002 10,845 15,144 July 2003 13,121 15,965 Chart assumes $10,000 invested on October 1, 1996 and includes the effect of a 4.50% front-end sales charge and the reinvestment of all distributions. Performance of other Fund classes will vary due to different charges and expenses. The chart also assumes $10,000 invested in the Lehman Brothers Aggregate Bond Index at that month's end, October 31, 1996. After October 31, 1996, returns plotted on the chart were as of the last day of each month shown. The Lehman Brothers Aggregate Bond Index is an unmanaged composite that tracks the broad U.S. bond markets. An index is unmanaged and does not reflect the costs of operating a mutual fund, such as the costs of buying, selling, and holding securities. You cannot invest directly in an index. Past performance is not a guarantee of future results. 4 Statement Delaware Strategic Income Fund OF NET ASSETS July 31, 2003 Principal Market Amount+ Value (U.S.$) Agency Collateralized Mortgage Obligations - 0.58% Fannie Mae Interest Only Strip Series 02-16 Class IG 6.00% 3/25/15 USD 25,613 $ 423 Fannie Mae Series 03-W1 1A1 6.50% 12/25/42 36,376 38,422 Freddie Mac Series 02-70 QD 5.50% 6/25/26 25,000 25,817 2302 Class NJ 6.50% 11/15/29 29,150 29,349 2644 AU 3.50% 5/15/22 30,000 29,742 T-11 A6 6.50% 9/25/18 15,259 15,294 T-50 A3 2.182% 9/27/07 20,000 20,034 GNMA Series 02-62 B 4.763% 1/16/25 15,000 15,056 03-72 C 4.798% 8/15/33 15,000 14,850 ---------- Total Agency Collateralized Mortgage Obligations (cost $ 194,970) 188,987 ---------- Agency Mortgage-Backed Securities - 5.31% Fannie Mae 4.50% 8/1/18 240,000 233,700 5.00% 8/1/18 to 8/1/33 420,000 414,071 5.50% 8/1/33 265,000 261,688 6.00% 4/1/17 to 5/1/33 208,320 211,696 6.50% 8/1/32 to 1/1/33 167,109 171,905 7.50% 6/1/31 29,117 30,855 Freddie Mac 5.00% 8/1/18 50,000 49,953 5.50% 8/1/33 150,000 148,453 6.00% 12/1/32 15,000 15,168 6.50% 8/1/32 77,610 79,890 GNMA 6.50% 9/15/32 86,346 89,421 9.50% 9/15/17 13,231 14,761 10.00% 7/15/17 13,568 15,277 ---------- Total Agency Mortgage-Backed Securities (cost $ 1,782,578) 1,736,838 ---------- Agency Obligations - 1.25% Fannie Mae 2.875% 5/19/08 30,000 28,755 3.25% 1/15/08 95,000 93,788 4.375% 10/15/06 40,000 41,880 Fannie Mae Global 6.375% 8/15/07 AUD 324,000 218,496 Freddie Mac 4.50% 1/15/13 USD 5,000 4,783 6.25% 7/15/32 20,000 20,391 ---------- Total Agency Obligations (cost $365,815) 408,093 ---------- Asset-Backed Securities - 1.02% Capital One Multi-Asset Execution Trust Series 03-C2 C2 4.32% 4/15/09 10,000 9,943 Citibank Credit Card Issuance Trust Series 03-A6 A6 2.90% 5/17/10 20,000 19,194 MBNA Credit Card Master Note Trust Series 01-A1 5.75% 10/15/08 60,000 64,952 01-C3 C3 6.55% 12/15/08 15,000 15,999 Mid-State Trust Series 11 A1 4.864% 7/15/38 9,985 9,334 Principal Market Amount+ Value (U.S.$) Asset-Backed Securities (continued) NationsCredit Grantor Trust Series 97-1A 6.75% 8/15/13 USD 38,987 $ 41,619 Sallie Mae Student Loan Trust Series 96-3 Certificates 1.957% 10/25/11 35,000 35,219 97-1 A2 1.577% 1/25/10 28,027 28,186 97-4 A2 1.757% 10/25/10 89,970 90,810 98-2 A2 1.737% 1/25/14 13,150 13,264 *Sharp Interest Trust Series 02-HE2N N 144A 9.50% 10/25/32 5,783 5,783 ---------- Total Asset-Backed Securities (cost $331,060) 334,303 ---------- Collateralized Mortgage Obligations - 0.78% Bank of America Mortgage Securities Series 03-D 1A1 3.428% 5/25/33 17,870 17,954 03-D 1A2 3.428% 5/25/33 4,467 4,452 Cendant Mortgage Series 02-4 A6 6.50% 7/25/32 26,807 27,203 Countrywide Alternative Loan Trust Series 02-7 6.75% 8/25/32 27,002 27,499 Credit Suisse First Boston Mortgage Securities Series 02-10 2A1 7.50% 5/25/32 19,397 20,319 02-34 1A1 7.50% 12/25/32 32,980 34,650 03-8 5A1 6.50% 4/25/33 50,758 51,601 First Horizon Asset Securities Series 03-5 1A17 8.00% 7/25/33 9,818 10,522 Impac Secured Assets CMN Owner Trust Series 01-4 A3 6.38% 4/25/24 242 241 Washington Mutual Series 03-AR4 A7 3.95% 5/25/33 26,363 26,561 03-S1 A1 5.00% 4/25/33 32,654 33,517 ---------- Total Collateralized Mortgage Obligations (cost $ 256,400) 254,519 ---------- Commercial Mortgage-Backed Securities - 0.27% Commercial Mortgage Series 00-C1 A1 7.206% 8/15/33 79,646 86,626 ---------- Total Commercial Mortgage-Backed Securities (cost $79,644) 86,626 ---------- Corporate Bonds - 33.20% Aerospace & Defense - 0.20% *Aviall 144A 7.625% 7/1/11 50,000 50,000 *TD Funding 144A 8.375% 7/15/11 15,000 15,338 ---------- 65,338 ---------- Automobiles & Automotive Parts - 0.94% *Advanced Accessory Systems 144A 10.75% 6/15/11 45,000 47,475 CSK Auto 12.00% 6/15/06 60,000 66,825 Delphi 6.50% 8/15/13 10,000 9,780 Ford Motor 7.45% 7/16/31 60,000 51,375 General Motors 7.125% 7/15/13 10,000 9,770 8.375% 7/15/33 85,000 79,627 *UIS 144A 9.375% 6/15/13 40,000 41,900 ---------- 306,752 ---------- Banking, Finance & Insurance - 3.21% Allstate Corporate 5.35% 6/1/33 15,000 13,056 America Express Credit 3.00% 5/16/08 5,000 4,851 AON Corporate 7.375% 12/14/12 15,000 16,954 5 Statement Delaware Strategic Income Fund OF NET ASSETS (CONTINUED) Principal Market Amount+ Value (U.S.$) Corporate Bonds (continued) Banking, Finance & Insurance (continued) *ASIF Global Financing 144A 4.90% 1/17/13 USD 10,000 $ 9,755 Bear Stearns 4.00% 1/31/08 15,000 15,147 4.65% 7/2/18 20,000 17,579 Capital One Bank 4.875% 5/15/08 25,000 25,121 Cendant 7.375% 1/15/13 5,000 5,567 Citigroup 5.625% 8/27/12 10,000 10,222 5.875% 2/22/33 30,000 28,090 Countrywide Home Loans 1.76% 6/2/06 30,000 30,143 Credit Suisse First Boston USA 4.625% 1/15/08 20,000 20,632 *Crum & Forster 144A 10.375% 6/15/13 55,000 57,063 *ERAC USA Finance 144A 7.35% 6/15/08 45,000 50,744 *Farmers Exchange Capital 144A 7.20% 7/15/48 30,000 23,422 *Farmers Insurance Exchange 144A 8.625% 5/1/24 40,000 38,408 Finova Group 7.50% 11/15/09 160,000 72,800 Ford Motor Credit 5.80% 1/12/09 15,000 14,368 Franklin Resources 3.70% 4/15/08 10,000 9,937 General Electric Capital 4.25% 1/28/05 50,000 51,906 5.45% 1/15/13 15,000 15,087 General Motors Acceptance 7.25% 3/2/11 35,000 35,103 8.00% 11/1/31 10,000 9,251 Goldman Sachs 4.75% 7/15/13 20,000 18,964 Harleysville Group 5.75% 7/15/13 5,000 4,702 International Lease Finance 5.875% 5/1/13 10,000 10,125 Janus Capital 7.00% 11/1/06 10,000 10,944 JP Morgan Chase 5.75% 1/2/13 20,000 20,418 *Massachusetts Mutual Life 144A 5.625% 5/15/33 10,000 9,041 Morgan Stanley 5.30% 3/1/13 30,000 29,556 National Rural Utilities 3.875% 2/15/08 15,000 15,071 PHH 7.125% 3/1/13 5,000 5,360 Popular North America 4.25% 4/1/08 15,000 15,059 Prudential Financial 5.75% 7/15/33 15,000 13,317 Qwest Capital Funding 5.875% 8/3/04 125,000 118,126 RBS Capital Trust I 4.709% 12/29/49 20,000 18,618 Regions Financial 6.375% 5/15/12 20,000 21,699 *TIAA Global Markets 144A 2.75% 1/13/06 25,000 25,144 TIG Holdings 8.125% 4/15/05 65,000 62,725 *Wilmington Trust 144A 4.875% 4/15/13 15,000 14,314 *Zurich Capital Trust I 144A 8.376% 6/1/37 60,000 60,776 ---------- 1,049,165 ---------- Buildings & Materials - 0.54% *Lone Star Industries 144A 8.85% 6/15/05 50,000 52,188 United States Steel 10.75% 8/1/08 55,000 55,000 USX 9.375% 2/15/12 5,000 6,249 Valspar 6.00% 5/1/07 20,000 21,221 ++WCI Steel 10.00% 12/1/04 95,000 31,350 York International 6.625% 8/15/06 10,000 10,626 ---------- 176,634 ---------- Principal Market Amount+ Value (U.S.$) Corporate Bonds (continued) Business Services - 0.16% *Brickman Group 144A 11.75% 12/15/09 USD 25,000 $ 27,688 *Worldspan Finance 144A 9.625% 6/15/11 25,000 26,125 ---------- 53,813 ---------- Cable, Media & Publishing - 4.31% American Media Operation 10.25% 5/1/09 60,000 64,050 AOL Time Warner 7.70% 5/1/32 10,000 10,526 Charter Communications Holdings 10.00% 4/1/09 205,000 159,899 10.75% 10/1/09 170,000 137,275 Comcast 7.05% 3/15/33 15,000 15,036 CSC Holdings 10.50% 5/15/16 15,000 16,050 Insight Midwest 10.50% 11/1/10 110,000 118,250 InterActiveCorp 6.75% 11/15/05 10,000 10,753 7.00% 1/15/13 20,000 21,642 Liberty Media 8.25% 2/1/30 20,000 20,591 Lodgenet Entertainment 9.50% 6/15/13 130,000 136,825 Mediacom 9.50% 1/15/13 110,000 109,450 PanAmSat 8.50% 2/1/12 90,000 94,050 *PEI Holdings 144A 11.00% 3/15/10 40,000 44,200 *RH Donnelley Finance 144A 10.875% 12/15/12 100,000 113,000 Time Warner 8.18% 8/15/07 15,000 17,125 Time Warner Entertainment 8.375% 3/15/23 15,000 17,321 Vertis 10.875% 6/15/09 80,000 78,400 13.50% 12/7/09 45,000 41,850 XM Satellite Radio *144A 12.00% 6/15/10 70,000 69,650 **14.00% 12/31/09 160,000 116,800 ---------- 1,412,743 ---------- Chemicals - 1.24% Dow Chemical 6.00% 10/1/12 15,000 15,268 *+++HMP Equity 144A 15.433% 5/15/08 Huntsman International *144A 9.875% 3/1/09 60,000 61,800 10.125% 7/1/09 80,000 77,200 IMC Global 7.625% 11/1/05 80,000 84,800 Solutia 6.72% 10/15/37 80,000 48,400 11.25% 7/15/09 60,000 41,700 *Westlake Chemical 144A 8.75% 7/15/11 60,000 60,000 ---------- 404,018 ---------- Computers & Technology - 1.08% *Amkor Technology 144A 7.75% 5/15/13 60,000 58,050 *Cooperative Computing 144A 10.50% 6/15/11 75,000 77,250 Dell Computer 7.10% 4/15/28 25,000 27,737 *DigitalNet 144A 9.00% 7/15/10 25,000 24,625 Northern Telecom Capital 7.40% 6/15/06 65,000 63,375 7.875% 6/15/26 30,000 27,750 Sanmina 10.375% 1/15/10 65,000 73,450 ---------- 352,237 ---------- 6 Statement Delaware Strategic Income Fund OF NET ASSETS (CONTINUED) Principal Market Amount+ Value (U.S.$) Corporate Bonds (continued) Consumer Products - 1.57% American Greetings 11.75% 7/15/08 USD 105,000 $ 120,225 *Fortune Brands 144A 7.125% 11/1/04 15,000 16,006 *Jacuzzi Brands 144A 9.625% 7/1/10 45,000 46,575 Playtex Products 9.375% 6/1/11 35,000 33,775 *Remington Arms 144A 10.50% 2/1/11 95,000 98,553 Salton 10.75% 12/15/05 45,000 44,775 12.25% 4/15/08 35,000 35,700 Samsonite 10.75% 6/15/08 55,000 56,925 *Warnaco 144A 8.875% 6/15/13 60,000 62,700 ---------- 515,234 ---------- Consumer Services - 0.47% Alderwoods Group 12.25% 1/2/09 70,000 75,075 Corrections Corporation of America 7.50% 5/1/11 45,000 45,675 *144A 7.50% 5/1/11 30,000 31,275 ---------- 152,025 ---------- Electronics & Electrical Equipment - 0.05% Johnson Controls 5.00% 11/15/06 5,000 5,306 Pepco Holdings 6.45% 8/15/12 10,000 10,440 ---------- 15,746 ---------- Energy - 4.01% *Alliance Pipeline US 144A 4.591% 12/31/25 15,000 13,885 Amerada Hess 7.30% 8/15/31 10,000 10,198 *Citgo Petroleum 144A 11.375% 2/1/11 95,000 105,213 Dynegy Holdings 6.75% 12/15/05 60,000 59,700 El Paso 7.00% 5/15/11 75,000 59,625 *El Paso Natural Gas 144A 7.625% 8/1/10 75,000 70,125 *El Paso Production Holding 144A 7.75% 6/1/13 60,000 55,350 Energy Partners 8.75% 8/1/10 45,000 45,113 *Enterprise Products Partners 144A 6.875% 3/1/33 15,000 15,055 *Gemstone Investor 144A 7.71% 10/31/04 50,000 48,625 Hanover Equipment Trust 8.50% 9/1/08 50,000 52,500 *Houston Exploration 144A 7.00% 6/15/13 110,000 110,000 Kinder Morgan Energy Partners 7.75% 3/15/32 5,000 5,682 8.00% 3/15/05 30,000 32,746 Northern Border Pipeline 6.25% 5/1/07 15,000 16,017 *Pemex Project Funding Master Trust 144A 7.375% 12/15/14 10,000 10,350 *SEMCO Energy 144A 7.75% 5/15/13 60,000 61,125 *Southern Natural Gas 144A 8.875% 3/15/10 30,000 31,050 Tennessee Gas Pipeline 8.375% 6/15/32 95,000 93,575 Transcontinental Gas Pipeline 6.125% 1/15/05 25,000 24,938 6.25% 1/15/08 120,000 118,200 Valero Energy 6.125% 4/15/07 15,000 16,095 Valero Logistics Operations 6.05% 3/15/13 25,000 24,672 Williams Companies 6.625% 11/15/04 35,000 34,475 8.125% 3/15/12 125,000 120,624 *Williams Gas Pipelines Central 144A 7.375% 11/15/06 70,000 74,375 ---------- 1,309,313 ---------- Principal Market Amount+ Value (U.S.$) Corporate Bonds (continued) Environmental Services - 0.49% *Casella Waste Systems 144A 9.75% 2/1/13 USD 70,000 $ 74,200 IESI 10.25% 6/15/12 80,000 84,400 ---------- 158,600 ---------- Food, Beverage & Tobacco - 1.84% B&G Foods 9.625% 8/1/07 100,000 102,750 *Commonwealth Brands 144A 10.625% 9/1/08 110,000 111,100 Denny's 12.75% 9/30/07 105,000 105,263 Di Giorgio 10.00% 6/15/07 80,000 79,300 Kraft Foods 6.25% 6/1/12 10,000 10,486 *Le-Natures 144A 9.00% 6/15/13 90,000 93,600 *National Beef Packing 144A 10.50% 8/1/11 60,000 60,000 UST 6.625% 7/15/12 20,000 21,638 8.80% 3/15/05 15,000 16,309 ---------- 600,446 ---------- Healthcare & Pharmaceuticals - 0.64% Alliance Imaging 10.375% 4/15/11 90,000 90,000 Team Health 12.00% 3/15/09 115,000 117,875 ---------- 207,875 ---------- Home Builders - 0.64% Schuler Homes 10.50% 7/15/11 65,000 73,775 Standard Pacific 9.25% 4/15/12 55,000 59,950 Technical Olympic USA 10.375% 7/1/12 70,000 75,250 ---------- 208,975 ---------- Leisure, Lodging & Entertainment - 1.18% Alliance Gaming 10.00% 8/1/07 65,000 67,519 Extended Stay America 9.875% 6/15/11 85,000 90,950 *Hard Rock Hotel 144A 8.875% 6/1/13 80,000 82,600 Herbst Gaming 10.75% 9/1/08 60,000 66,150 MeriStar Hospitality Operating Partnership REIT 10.50% 6/15/09 55,000 56,100 Regal Cinemas 9.375% 2/1/12 20,000 22,200 ---------- 385,519 ---------- Packaging & Containers - 1.12% AEP Industries 9.875% 11/15/07 115,000 107,525 *Anchor Glass Container 144A 11.00% 2/15/13 30,000 32,475 Consolidated Container 10.125% 7/15/09 95,000 57,475 Portola Packaging 10.75% 10/1/05 45,000 45,225 *Radnor Holdings 144A 11.00% 3/15/10 110,000 110,001 *Sealed Air Corporate 144A 5.625% 7/15/13 5,000 4,790 6.875% 7/15/33 10,000 9,432 ---------- 366,923 ---------- Paper & Forest Products - 0.47% Georgia-Pacific 9.875% 11/1/21 160,000 154,400 ---------- 154,400 ---------- Real Estate - 0.28% *Developers Diversified Realty REIT 144A 4.625% 8/1/10 15,000 14,349 Tanger Properties REIT 9.125% 2/15/08 70,000 75,950 ---------- 90,299 ---------- 7 Statement Delaware Strategic Income Fund OF NET ASSETS (CONTINUED) Principal Market Amount+ Value (U.S.$) Corporate Bonds (continued) Retail - 1.79% *J Crew Intermediate 144A 16.00% 5/15/08 USD 128,541 $ 91,907 J Crew Operating 10.375% 10/15/07 65,000 64,025 *Jafra Cosmetics 144A 10.75% 5/15/11 110,000 116,050 Kohl's 7.25% 6/1/29 10,000 11,265 Lowe's Companies 7.50% 12/15/05 25,000 27,960 Office Depot 10.00% 7/15/08 80,000 92,400 Petco Animal Supplies 10.75% 11/1/11 75,000 84,000 Saks 7.25% 12/1/04 60,000 61,950 Wendy's International 6.20% 6/15/14 5,000 5,323 6.25% 11/15/11 30,000 32,084 ---------- 586,964 ---------- Telecommunications - 2.32% Alamosa Delaware 12.50% 2/1/11 75,000 64,875 AT&T Corporate 7.00% 11/15/06 20,000 22,124 8.00% 11/15/31 20,000 21,223 *Centennial Cellular Operating 144A 10.125% 6/15/13 120,000 117,900 *Cincinnati Bell 144A 7.25% 7/15/13 25,000 23,813 Citizens Communications 6.375% 8/15/04 20,000 20,735 Crown Castle International 10.75% 8/1/11 80,000 88,000 Nextel Partners *144A 8.125% 7/1/11 75,000 70,125 12.50% 11/15/09 30,000 33,300 *Qwest Services 144A 13.50% 12/15/10 75,000 81,000 Sprint Capital 6.375% 5/1/09 5,000 5,108 8.75% 3/15/32 15,000 16,291 Time Warner Telecommunications 9.75% 7/15/08 75,000 72,375 Verizon Maryland 5.125% 6/15/33 15,000 12,363 Verizon Wireless Capital 5.375% 12/15/06 15,000 16,051 *Western Wireless 144A 9.25% 7/15/13 60,000 57,300 ++WorldCom 7.50% 5/15/11 135,000 35,944 ---------- 758,527 ---------- Textiles, Apparel & Furniture - 0.14% Levi Strauss 12.25% 12/15/12 55,000 46,750 ---------- 46,750 ---------- Transportation & Shipping - 1.00% American Airlines 6.817% 5/23/11 10,000 8,318 Delta Air Lines 7.299% 9/18/06 10,000 8,359 Hornbeck Offshore Services 10.625% 8/1/08 50,000 53,500 Kansas City Southern Railway 9.50% 10/1/08 70,000 77,700 *Overseas Shipholding Group 144A 8.25% 3/15/13 105,000 109,462 *Seabulk International 144A 9.50% 8/15/13 70,000 70,000 ---------- 327,339 ---------- Utilities - 3.51% *Allegheny Energy Supply Statutory Trust 2001 144A Series A 10.25% 11/15/07 85,000 87,550 Series B 10.25% 11/15/07 19,000 18,810 Avista 7.75% 1/1/07 25,000 27,700 9.75% 6/1/08 85,000 97,219 Principal Market Amount+ Value (U.S.$) Corporate Bonds (continued) Utilities (continued) Calpine *144A 8.50% 7/15/10 USD 45,000 $ 40,725 10.50% 5/15/06 125,000 114,374 Consumers Energy 6.00% 3/15/05 15,000 15,821 Detroit Edison 5.05% 10/1/05 15,000 15,888 FPL Group Capital 3.25% 4/11/06 25,000 25,287 Homer City Fund 8.137% 10/1/19 35,000 34,300 *Illinois Power 144A 11.50% 12/15/10 20,000 22,300 *ITC Holdings 144A 5.25% 7/15/13 15,000 13,948 Midland Funding II 11.75% 7/23/05 30,000 32,550 Midwest Generation 8.30% 7/2/09 70,000 69,553 *++Mirant 144A 7.40% 7/15/04 45,000 19,350 ++Mirant Americas Generation 7.625% 5/1/06 90,000 66,150 Nevada Power 10.875% 10/15/09 85,000 96,475 Oncor Electric Delivery 7.00% 5/1/32 5,000 5,186 Orion Power Holdings 12.00% 5/1/10 60,000 68,700 Peco Energy 3.50% 5/1/08 20,000 19,861 *PG&E 144A 6.875% 7/15/08 60,000 61,200 *Power Contract 144A 5.20% 2/1/06 20,000 19,991 PSEG Energy Holdings 7.75% 4/16/07 65,000 66,689 PSEG Power 8.625% 4/15/31-00 15,000 17,794 Sempra Energy 6.00% 2/1/13 20,000 20,724 6.925% 7/1/04 10,000 10,442 Southern Capital Funding 5.30% 2/1/07 20,000 21,177 *TXU Energy 144A 7.00% 3/15/13 10,000 10,492 *USGen New England 144A 7.459% 1/2/15 55,000 26,990 ---------- 1,147,246 ---------- Total Corporate Bonds (cost $10,449,856) 10,852,881 ---------- Foreign Bonds - 44.13% Aruba - 0.07% UFJ Finance Aruba 6.75% 7/15/13 USD 25,000 24,242 ---------- 24,242 ---------- Australia - 2.18% Apache Finance Property 7.00% 3/15/09 20,000 22,597 Queensland Treasury 6.00% 6/14/11 AUD 1,000,000 672,219 Westpac Banking 4.625% 6/1/18 USD 20,000 18,024 ---------- 712,840 ---------- Austria - 0.60% Republic of Austria 7.25% 5/3/07 DEM 300,000 196,200 ---------- 196,200 ---------- Bahamas - 0.06% *Commonwealth of Bahamas 144A 6.625% 5/15/33 USD 20,000 19,355 ---------- 19,355 ---------- Brazil - 0.34% Federal Republic of Brazil 10.00% 8/7/11 125,000 111,406 ---------- 111,406 ---------- British Virgin Islands - 0.23% ChipPac International 12.75% 8/1/09 70,000 76,475 ---------- 76,475 ---------- 8 Statement Delaware Strategic Income Fund OF NET ASSETS (CONTINUED) Principal Market Amount+ Value (U.S.$) Foreign Bonds (continued) Canada - 1.29% Ainsworth Lumber 12.50% 7/15/07 USD 75,000 $ 84,563 Alcan 7.25% 3/15/31 25,000 27,963 CP Ships 10.375% 7/15/12 60,000 65,700 Great Lakes Power 9.00% 8/1/04 10,000 10,508 *Hollinger 144A 11.875% 3/1/11 75,000 82,125 Placer Dome 6.375% 3/1/33 20,000 19,093 Thomson 5.75% 2/1/08 20,000 21,674 Western Oil Sands 8.375% 5/1/12 100,000 110,499 ----------- 422,125 ----------- Cayman Islands - 0.28% *Bluewater Finance 144A 10.25% 2/15/12 70,000 69,650 Transocean 6.75% 4/15/05 20,000 21,408 ----------- 91,058 ----------- Colombia - 0.29% Republic of Colombia 10.00% 1/23/12 55,000 58,713 10.375% 1/28/33 35,000 36,050 ----------- 94,763 ----------- Dominican Republic - 0.33% Dominican Republic 9.04% 1/23/13 40,000 37,026 *144A 9.04% 1/23/13 80,000 72,200 ----------- 109,226 ----------- Ecuador - 0.22% **Republic of Ecuador 6.00% 8/15/30 120,000 71,288 ----------- 71,288 ----------- France - 2.10% France Government Bond O.A.T. 5.50% 4/25/10 EUR 460,000 571,340 **France Telecom 10.00% 3/1/31 USD 15,000 18,739 *Rhodia SA 144A 8.875% 6/1/11 100,000 96,000 ----------- 686,079 ----------- Germany - 4.08% Deutschland Republic 4.75% 7/4/28 EUR 340,000 376,334 5.00% 7/4/11 450,000 540,808 6.50% 10/14/05 340,000 415,235 ----------- 1,332,377 ----------- Greece - 3.91% Hellenic Republic 8.60% 3/26/08 205,429 281,720 8.70% 4/8/05 800,000 996,459 ----------- 1,278,179 ----------- Ireland - 0.62% *Eircom Funding 144A 8.25% 8/15/13 USD 75,000 76,875 Smurfit Capital 7.50% 11/20/25 130,000 125,450 ----------- 202,325 ----------- Italy - 3.51% Republic of Italy 3.75% 6/8/05 JPY 87,000,000 770,566 5.75% 7/25/16 EUR 300,000 375,332 ----------- 1,145,898 ----------- Principal Market Amount+ Value (U.S.$) Foreign Bonds (continued) Liberia - 0.22% Royal Caribbean Cruises 7.50% 10/15/27 USD 80,000 $ 70,800 ----------- 70,800 ----------- Mexico - 2.43% United Mexican States 7.50% 4/8/33 50,000 47,875 8.30% 8/15/31 25,000 26,125 11.50% 5/15/26 10,000 13,525 United Mexican States Global 7.375% 3/13/08 EUR 250,000 312,248 8.25% 2/24/09 DEM 600,000 392,962 ----------- 792,735 ----------- Netherlands - 0.16% Aegon NV 4.75% 6/1/13 USD 15,000 14,146 Deutsche Telekom 5.25% 7/22/13 10,000 9,597 *ING Bank 144A 5.125% 5/1/15 30,000 28,970 ----------- 52,713 ----------- New Zealand - 1.83% New Zealand Government 6.00% 11/15/11 NZD 350,000 207,187 6.50% 4/15/13 640,000 392,012 ----------- 599,199 ----------- Norway - 2.61% Kingdom of Norway 6.00% 5/16/11 NOK 2,000,000 295,414 6.50% 5/15/13 1,600,000 246,009 6.75% 1/15/07 1,600,000 239,535 Ocean Rig Norway 10.25% 6/1/08 USD 85,000 72,675 ----------- 853,633 ----------- Panama - 0.35% Republic of Panama 8.875% 9/30/27 115,000 115,288 ----------- 115,288 ----------- Poland - 3.76% Poland Government 5.00% 10/24/13 PLZ 3,400,000 836,132 12.00% 10/12/03 1,500,000 392,208 ----------- 1,228,340 ----------- Russia - 0.42% Gazprom OAO 9.625% 3/1/13 USD 30,000 31,448 *144A 9.625% 3/1/13 100,000 105,000 ----------- 136,448 ----------- Singapore - 0.14% *Singapore Telecommunications 144A 7.375% 12/1/31 40,000 45,876 ----------- 45,876 ----------- Spain - 1.79% Kingdom of Spain 5.15% 7/30/09 EUR 480,000 583,430 ----------- 583,430 ----------- 9 Statement Delaware Strategic Income Fund OF NET ASSETS (CONTINUED) Principal Market Amount+ Value (U.S.$) Foreign Bonds (continued) Supranational - 3.97% International Bank Reconstruction & Development 5.50% 11/3/08 NZD 1,200,000 $ 691,797 International Finance 6.75% 7/15/09 1,000,000 605,358 ----------- 1,297,155 ----------- Sweden - 5.99% *Nordea Bank Sweden 144A 5.25% 11/30/12 USD 20,000 20,177 Stena AB 9.625% 12/1/12 80,000 88,300 Swedish Government 6.75% 5/5/14 SEK 6,000,000 858,888 8.00% 8/15/07 7,000,000 988,211 ----------- 1,955,576 ----------- United Kingdom - 0.35% Avecia Group 11.00% 7/1/09 USD 100,000 85,499 Diageo Capital 3.375% 3/20/08 10,000 9,864 Vodafone Group 5.375% 1/30/15 20,000 19,709 ----------- 115,072 ----------- Total Foreign Bonds (cost $13,551,339) 14,420,101 ----------- Municipal Bonds - 0.23% California State 5.00% 2/1/33 20,000 18,078 Forsyth, Montana Pollution Control Revenue 5.20% 5/1/33 10,000 10,111 Illinois State 5.10% 6/1/33 35,000 30,707 Long Island, New York Power Authority Series A 5.00% 6/1/08 15,000 16,142 ----------- Total Municipal Bonds (cost $81,320) 75,038 ----------- Number of Shares Common Stock - 3.34% American Financial Realty 5,000 73,700 Chelsea Property Group 5,000 218,000 Developers Diversified Realty 2,500 74,250 Equity One 3,900 66,300 Keystone Property Trust 2,000 38,580 Lasalle Hotel Properties 11,200 184,240 Maguire Properties 3,000 61,200 Nationwide Health Properties 8,500 145,520 Ramco-Gershenson Properties 3,500 86,030 Simon Property Group 2,000 84,700 Starwood Hotels & Resorts Worldwide 1,800 58,680 ----------- Total Common Stock (cost $1,004,238) 1,091,200 ----------- Preferred Stocks - 0.92% *Centaur Funding 144A 9.08% 35 39,331 CSC Holdings PIK 11.75% 1,150 120,463 #Intermedia Communications PIK 13.50% 1 12 LaSalle Hotel Properties 10.25% 5,300 141,775 ----------- Total Preferred Stocks (cost $289,495) 301,581 ----------- Number of Market Shares Value (U.S.$) Warrants - 0.08% #*Solutia 144A 3,226 $ 1 #XM Satellite Radio 2,550 27,600 ----------- Total Warrants (cost $17,209) 27,601 ----------- Principal Amount+ U.S. Treasury Obligations - 2.20% U.S. Treasury Bonds 5.375% 2/15/31 USD 190,000 189,109 ***8.125% 8/15/19 65,000 85,287 U.S. Treasury Inflation Index Notes 3.00% 7/15/12 61,235 64,363 3.375% 4/15/32 118,887 130,534 3.625% 1/15/08 28,396 31,014 U.S. Treasury Notes 2.00% 11/30/04 to 5/15/06 35,000 34,929 2.625% 5/15/08 75,000 72,826 3.625% 5/15/13 120,000 111,994 ----------- Total U.S. Treasury Obligations (cost $751,964) 720,056 ----------- Repurchase Agreements - 7.57% With BNP Paribas 1.05% 8/1/03 (dated 7/31/03, collateralized by $938,000 U.S. Treasury Bills due 8/7/03, market value $937,440) 919,000 919,000 With J. P. Morgan Securities 0.97% 8/1/03 (dated 7/31/03, collateralized by $588,000 U.S. Treasury Notes 6.750% due 5/15/05, market value $649,106) 636,000 636,000 With UBS Warburg 1.05% 8/1/03 (dated 7/31/03, collateralized by $939,000 U.S. Treasury Bills due 10/2/03, market value $937,436) 919,000 919,000 ----------- Total Repurchase Agreements (cost $2,474,000) 2,474,000 ----------- Total Market Value of Securities - 100.88% (cost $31,629,888) 32,971,824 Liabilities Net of Receivables and Other Assets - (0.88%) (286,716) ----------- Net Assets Applicable to 7,599,510 Shares Outstanding - 100.00% $32,685,108 =========== Net Asset Value - Delaware Strategic Income Fund Class A ($10,834,650 / 2,517,001 Shares) $4.30 ----- Net Asset Value - Delaware Strategic Income Fund Class B ($13,567,998 / 3,155,694 Shares) $4.30 ----- Net Asset Value - Delaware Strategic Income Fund Class C ($3,977,634 / 925,234 Shares) $4.30 ----- Net Asset Value - Delaware Strategic Income Fund Institutional Class ($4,304,826 / 1,001,581 Shares) $4.30 ----- 10 Statement Delaware Strategic Income Fund OF NET ASSETS (CONTINUED) Components of Net Assets at July 31, 2003: Shares of beneficial interest (unlimited authorization - no par) $ 42,529,756 Accumulated net realized loss on investments (11,233,416) Net unrealized appreciation of investments and foreign currencies 1,388,768 ------------ Total net assets $ 32,685,108 ============ + Principal amount is stated in the currency in which each bond is denominated. ++ Non-income producing security. Security is currently in default. +++ Zero coupon bond. The interest rate shown is the yield at the time of purchase. # Non-income producing security for the year ended July 31, 2003. * Security exempt from registration under Rule 144A of the Securities Act of 1933. See Note 11 in "Notes to Financial Statements." ** Step coupon bond. *** Fully or partially pledged as collateral for financial futures contracts. Summary of Abbreviations: GNMA - Government National Mortgage Association PIK - Pay-in-kind REIT - Real Estate Investment Trust AUD - Australian Dollar DEM - German Mark EUR - European Monetary Unit JPY - Japanese Yen NZD - New Zealand Dollar NOK - Norwegian Kroner PLZ - Polish Zloty SEK - Swedish Krona USD - U.S. Dollar Net Asset Value and Offering Price per Share -- Delaware Strategic Income Fund Net asset value Class A (A) $ 4.30 Sales charge (4.50% of offering price, or 4.65% of the amount invested per share) (B) 0.20 -------- Offering price $ 4.50 ======== (A) Net asset value per share, as illustrated, is the estimated amount which would be paid upon redemption or repurchase of shares. (B) See the current prospectus for purchases of $100,000 or more. See accompanying notes 11 Statement Delaware Strategic Income Fund OF ASSETS AND LIABILITIES July 31, 2003 Assets: Investments at market (cost $31,629,888) $ 32,971,824 Cash 167,883 Subscriptions receivable 33,888 Receivables for securities sold 2,892,759 Dividends receivable 784 Interest receivable 561,020 Futures variation margin receivable 10,531 ------------ Total assets 36,638,689 ------------ Liabilities: Payables for securities purchased 3,594,406 Written options (including premiums recieved of $7,638) 10,219 Liquidations payable 290,541 Swap agreement mark to market payable 7,002 Accrued expenses 51,413 ------------ Total liabilities 3,953,581 ------------ Total Net Assets $ 32,685,108 ============ See accompanying notes 12 Statement Delaware Strategic Income Fund OF OPERATIONS Year Ended July 31, 2003 Investment Income: Interest $ 1,986,570 Dividends 63,792 $ 2,050,362 ------------ -------------- Expenses: Management fees 190,085 Distribution expense-- Class A 28,876 Distribution expense-- Class B 127,599 Distribution expense-- Class C 33,628 Dividend disbursing and transfer agent fees and expenses 164,206 Registration fees 37,606 Reports and statements to shareholders 20,287 Accounting and administration expenses 13,084 Custodian fees 11,599 Professional fees 4,805 Trustees' fees 2,357 Other 7,988 642,120 ------------ Less expenses absorbed or waived by investment manager (232,081) Less waiver of distribution expenses - Class A (4,149) Less expenses paid indirectly (733) -------------- Total expenses 405,157 -------------- Net Investment Income 1,645,205 -------------- Net Realized and Unrealized Gain (Loss) on Investments and Foreign Currencies: Net realized gain loss on: Investments 732,753 Futures contracts (80,007) Options written 9,915 Swap agreements 16,321 Foreign currencies 116,365 -------------- Net realized gain 795,347 Net change in unrealized appreciation/depreciation of investments and foreign currencies 2,904,957 -------------- Net Realized and Unrealized Gain on Investments and Foreign Currencies 3,700,304 -------------- Net Increase in Net Assets Resulting from Operations $ 5,345,509 ============== See accompanying notes 13 Statements Delaware Strategic Income Fund OF CHANGES IN NET ASSETS Year Ended 7/31/03 7/31/02 Increase (Decrease) in Net Assets from Operations: Net investment income $ 1,645,205 $ 1,668,104 Net realized gain (loss) on investments and foreign currencies 795,347 (1,165,130) Net change in unrealized appreciation/depreciation of investments and foreign currencies 2,904,957 621,032 ------------ ------------ Net increase in net assets resulting from operations 5,345,509 1,124,006 ------------ ------------ Dividends and Distributions to Shareholders from: Net investment income Class A (550,772) (347,032) Class B (626,114) (387,681) Class C (164,355) (102,168) Institutional Class (186,996) (66,444) Return of capital: Class A (28,292) (338,054) Class B (32,162) (377,652) Class C (8,443) (99,524) Institutional Class (9,606) (64,726) ------------ ------------ (1,606,740) (1,783,281) ------------ ------------ Capital Share Transactions: Proceeds from shares sold: Class A 3,262,861 1,143,839 Class B 3,045,943 1,519,320 Class C 1,547,411 695,365 Institutional Class 2,608,142 969,847 Net asset value of shares issued upon reinvestment of dividends and distributions: Class A 383,221 454,394 Class B 357,117 388,535 Class C 119,145 132,561 Institutional Class 196,603 131,170 ------------ ------------ 11,520,443 5,435,031 ------------ ------------ Cost of shares repurchased: Class A (3,021,964) (2,913,651) Class B (3,319,519) (2,504,551) Class C (1,183,619) (929,681) Institutional Class (1,178,083) (262,378) ------------ ------------ (8,703,185) (6,610,261) ------------ ------------ Increase (decrease) in net assets derived from capital share transactions 2,817,258 (1,175,230) ------------ ------------ Net Increase (Decrease) in Net Assets 6,556,027 (1,834,505) Net Assets: Beginning of year 26,129,081 27,963,586 ------------ ------------ End of year $ 32,685,108 $ 26,129,081 ============ ============ See accompanying notes 14 Financial HIGHLIGHTS Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Strategic Income Fund Class A - ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 7/31/03 7/31/02(1) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $ 3.770 $ 3.870 $ 4.320 $ 4.860 $ 5.480 Income (loss) from investment operations: Net investment income(2) 0.246 0.253 0.327 0.413 0.462 Net realized and unrealized gain (loss) on investments and foreign currencies 0.524 (0.083) (0.407) (0.540) (0.607) ------- ------ ------- -------- ------- Total from investment operations 0.770 0.170 (0.080) (0.127) (0.145) ------- ------ ------- -------- ------- Less dividends and distributions: From net investment income (0.228) (0.137) (0.201) (0.356) (0.440) From net realized gain on investments -- -- -- -- (0.035) In excess of net investment income -- -- (0.060) (0.057) -- Return of capital (0.012) (0.133) (0.109) -- -- ------- ------ ------- -------- ------- Total dividends and distributions (0.240) (0.270) (0.370) (0.413) (0.475) ------- ------ ------- -------- ------- Net asset value, end of period $ 4.300 $3.770 $ 3.870 $ 4.320 $ 4.860 ======= ====== ======= ======== ======= Total return(3) 20.99% 4.54% (1.85%) (2.67%) (2.77%) Ratios and supplemental data: Net assets, end of period (000 omitted) $10,835 $8,932 $10,488 $ 12,238 $18,757 Ratio of expenses to average net assets 1.00% 1.00% 1.00% 1.00% 1.00% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.85% 1.84% 1.99% 1.75% 1.55% Ratio of net investment income to average net assets 6.02% 6.60% 8.06% 9.20% 8.97% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 5.17% 5.76% 7.07% 8.45% 8.42% Portfolio turnover 422% 349% 200% 127% 156% (1) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $ 0.031, an increase in net realized and unrealized gain (loss) per share of $0.031, and a decrease in the ratio of net investment income to average net assets of 0.80%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. (2) The average shares outstanding method has been applied for per share information. (3) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects a waiver and payment of fees by the manager and distributor, as applicable. Performance would have been lower had the expense limitation not been in effect. See accompanying notes 15 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Strategic Income Fund Class B - ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 7/31/03 7/31/02(1) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $ 3.770 $ 3.860 $ 4.320 $ 4.860 $ 5.480 Income (loss) from investment operations: Net investment income(2) 0.215 0.224 0.297 0.378 0.424 Net realized and unrealized gain (loss) on investments and foreign currencies 0.526 (0.073) (0.418) (0.540) (0.607) -------- ------- ------- ------- ------- Total from investment operations 0.741 0.151 (0.121) (0.162) (0.183) -------- ------- ------- ------- ------- Less dividends and distributions: From net investment income (0.201) (0.122) (0.184) (0.325) (0.402) From net realized gain on investments -- -- -- -- (0.035) In excess of net investment income -- -- (0.055) (0.053) -- Return of capital (0.010) (0.119) (0.100) -- -- -------- ------- ------- ------- ------- Total dividends and distributions (0.211) (0.241) (0.339) (0.378) (0.437) -------- ------- ------- ------- ------- Net asset value, end of period $ 4.300 $ 3.770 $ 3.860 $ 4.320 $ 4.860 ======== ======= ======= ======= ======= Total return(3) 20.12% 4.03% (2.61%) (3.63%) (3.31%) Ratios and supplemental data: Net assets, end of period (000 omitted) $ 13,568 $11,827 $12,718 $14,184 $19,318 Ratio of expenses to average net assets 1.75% 1.75% 1.75% 1.75% 1.75% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.55% 2.59% 2.74% 2.50% 2.30% Ratio of net investment income to average net assets 5.27% 5.85% 7.31% 8.45% 8.22% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 4.47% 5.01% 6.32% 7.70% 7.67% Portfolio turnover 422% 349% 200% 127% 156% (1) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $0.031, an increase in net realized and unrealized gain (loss) per share of $0.0.31, and a decrease in the ratio of net investment income to average net assets of 0.80%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. (2) The average shares outstanding method has been applied for per share information. (3) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. See accompanying notes 16 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Strategic Income Fund Class C - ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 7/31/03 7/31/02(1) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $ 3.770 $ 3.860 $ 4.320 $ 4.860 $ 5.480 Income (loss) from investment operations: Net investment income(2) 0.215 0.224 0.297 0.378 0.424 Net realized and unrealized gain (loss) on investments and foreign currencies 0.526 (0.073) (0.418) (0.540) (0.607) -------- ------- ------- ------- ------- Total from investment operations 0.741 0.151 (0.121) (0.162) (0.183) -------- ------- ------- ------- ------- Less dividends and distributions: From net investment income (0.201) (0.122) (0.184) (0.325) (0.402) From net realized gain on investments -- -- -- -- (0.035) In excess of net investment income -- -- (0.055) (0.053) -- Return of capital (0.010) (0.119) (0.100) -- -- -------- ------- ------- ------- ------- Total dividends and distributions (0.211) (0.241) (0.339) (0.378) (0.437) -------- ------- ------- ------- ------- Net asset value, end of period $ 4.300 $ 3.770 $ 3.860 $ 4.320 $ 4.860 ======== ======= ======= ======= ======= Total return(3) 20.12% 4.03% (2.84%) (3.41%) (3.32%) Ratios and supplemental data: Net assets, end of period (000 omitted) $ 3,978 $ 3,086 $ 3,265 $ 4,402 $ 6,548 Ratio of expenses to average net assets 1.75% 1.75% 1.75% 1.75% 1.75% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 2.55% 2.59% 2.74% 2.50% 2.30% Ratio of net investment income to average net assets 5.27% 5.85% 7.31% 8.45% 8.22% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 4.47% 5.01% 6.32% 7.70% 7.67% Portfolio turnover 422% 349% 200% 127% 156% (1) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $0.031, an increase in net realized and unrealized gain (loss) per share of $0.031, and a decrease in the ratio of net investment income to average net assets of 0.80%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. (2) The average shares outstanding method has been applied for per share information. (3) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value and does not reflect the impact of a sales charge. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. See accompanying notes 17 Financial HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: - ------------------------------------------------------------------------------------------------------------------------------------ Delaware Strategic Income Fund Institutional Class - ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 7/31/03 7/31/02(1) 7/31/01 7/31/00 7/31/99 Net asset value, beginning of period $ 3.770 $ 3.860 $ 4.310 $ 4.850 $ 5.470 Income (loss) from investment operations: Net investment income(2) 0.256 0.263 0.338 0.424 0.475 Net realized and unrealized gain (loss) on investments and foreign currencies 0.524 (0.073) (0.408) (0.540) (0.603) -------- ------- ------- ------- ------- Total from investment operations 0.780 0.190 (0.070) (0.116) (0.128) -------- ------- ------- ------- ------- Less dividends and distributions: From net investment income (0.238) (0.142) (0.207) (0.365) (0.457) From net realized gain on investments -- -- -- -- (0.035) In excess of net investment income -- -- (0.062) (0.059) -- Return of capital (0.012) (0.138) (0.111) -- -- -------- ------- ------- ------- ------- Total dividends and distributions (0.250) (0.280) (0.380) (0.424) (0.492) -------- ------- ------- ------- ------- Net asset value, end of period $ 4.300 $ 3.770 $ 3.860 $ 4.310 $ 4.850 ======== ======= ======= ======= ======= Total return(3) 21.28% 5.08% (1.61%) (2.45%) (2.46%) Ratios and supplemental data: Net assets, end of period (000 omitted) $ 4,305 $ 2,284 $ 1,493 $ 1,044 $ 4,350 Ratio of expenses to average net assets 0.75% 0.75% 0.75% 0.75% 0.75% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.55% 1.59% 1.74% 1.50% 1.30% Ratio of net investment income to average net assets 6.27% 6.85% 8.31% 9.45% 9.22% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 5.47% 6.01% 7.32% 8.70% 8.67% Portfolio turnover 422% 349% 200% 127% 156% (1) As required, effective August 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that require amortization of all premium and discounts on debt securities and the recording of paydown gains and losses on mortgage- and asset-backed securities as an adjustment to interest income. The effect of these changes for the year ended July 31, 2002 was a decrease in net investment income per share of $0.031, an increase in net realized and unrealized gain (loss) per share of $0.031, and a decrease in the ratio of net investment income to average net assets of 0.80%. Per share data and ratios for periods prior to August 1, 2001 have not been restated to reflect these changes in accounting. (2) The average shares outstanding method has been applied for per share information. (3) Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total investment return reflects a waiver and payment of fees by the manager. Performance would have been lower had the expense limitation not been in effect. See accompanying notes 18 Notes Delaware Strategic Income Fund TO FINANCIAL STATEMENTS July 31, 2003 Delaware Group Income Funds (the "Trust") is organized as a Delaware business trust and offers five series: Delaware Corporate Bond Fund, Delaware Delchester Fund, Delaware Extended Duration Bond Fund, Delaware High-Yield Opportunities Fund and Delaware Strategic Income Fund. These financial statements and related notes pertain to the Delaware Strategic Income Fund (the "Fund"). The Trust is an open-end investment company. The Fund is considered diversified under the Investment Company Act of 1940, as amended, and offers Class A, Class B, Class C, Class R and Institutional Class shares. Class A shares are sold with a front-end sales charge of up to 4.50%. Class B shares are sold with a contingent deferred sales charge that declines from 4.00% to zero depending upon the period of time the shares are held. Class B shares will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first 12 months. Class R and Institutional Class shares are not subject to a sales charge and are offered for sale exclusively to a limited group of investors. As of July 31, 2003, Class R shares have not commenced operations. The investment objective of the Fund is to seek high current income and total return. 1. Significant Accounting Policies The following accounting policies are in accordance with accounting principles generally accepted in the United States and are consistently followed by the Fund. Security Valuation -- All equity securities are valued at the last quoted sales price as of the time of the regular close of the New York Stock Exchange (NYSE) on the valuation date. Securities traded on the Nasdaq Stock Market, Inc. ("NASDAQ") are valued in accordance with the NASDAQ Official Closing Price, which may not be the last sales price. If on a particular day an equity security does not trade, then the mean between the bid and asked prices will normally be used. Securities listed on a foreign exchange are normally valued at the last quoted sales price before the Fund is valued. U.S. government and agency securities are valued at the mean between the bid and asked prices. Other long-term debt securities are valued by an independent pricing service and such prices are believed to reflect the fair value of such securities. Short-term debt securities having less than 60 days to maturity are valued at amortized cost, which approximates market value. Other securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith under the direction of the Fund's Board of Trustees. In determining whether market quotations are readily available or fair valuation will be used, various factors will be taken into consideration, such as market closures, or with respect to foreign securities, aftermarket trading, or significant events after local market trading (e.g., government actions or pronouncements, trading volume or volatility on markets, exchanges among dealers, or news events). Federal Income Taxes -- The Fund intends to continue to qualify for federal income tax purposes as a regulated investment company and make the requisite distributions to shareholders. Accordingly, no provision for federal income taxes has been made in the financial statements. Class Accounting -- Investment income, common expenses and realized and unrealized gain (loss) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Distribution expenses relating to a specific class are charged directly to that class. Repurchase Agreements -- The Fund may invest in a pooled cash account along with other members of the Delaware Investments Family of Funds. The aggregate daily balance of the pooled cash account is invested in repurchase agreements secured by obligations of the U.S. government. The respective collateral is held by the Fund's custodian bank until the maturity of the respective repurchase agreements. Each repurchase agreement is 102% collateralized. However, in the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral may be subject to legal proceedings. Foreign Currency Transactions -- Transactions denominated in foreign currencies are recorded at the prevailing exchange rates on the valuation date. The value of all assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the exchange rate of such currencies against the U.S. dollar daily. Transaction gains or losses resulting from changes in exchange rates during the reporting period or upon settlement of the foreign currency transaction are reported in operations for the current period. The Fund isolates that portion of realized gains and losses on investments in debt securities, which are due to changes in the foreign exchange rates from that which are due to changes in market prices of debt securities. For foreign equity securities, these changes are included in realized gains (losses) on investments. The Fund reports certain foreign currency related transactions as components of realized gains (losses) for financial reporting purposes, where such components are treated as ordinary income (loss) for federal income tax purposes. Use of Estimates -- The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Other -- Expenses common to all funds within the Delaware Investments Family of Funds are allocated amongst the funds on the basis of average net assets. Security transactions are recorded on the date the securities are purchased or sold (trade date). Costs used in calculating realized gains and losses on the sale of investment securities are those of the specific securities sold. Dividend income is recorded on the ex-dividend date and interest income is recorded on the accrual basis. Withholding taxes on foreign interest have been recorded in accordance with the Fund's understanding of the applicable country's tax rules and rates. Premiums and discounts on all debt securities are amortized to interest income over the lives of the respective securities. Realized gains (losses) on paydowns of mortgage- and asset-backed securities are classified as interest income. The Fund declares and pays dividends from net investment income monthly and distributions from net realized gain on investments, if any, annually. Certain expenses of the Fund are paid through commission arrangements with brokers. These transactions are done subject to best execution. The amount of these expenses was approximately $702 for the year ended July 31, 2003. In addition, the Fund may receive earnings credits from its custodian when positive cash balances are maintained, which are used to offset custody fees. The earnings credits for the year ended July 31, 2003 were approximately $31. The expenses paid under the above arrangements are included in their respective expense captions on the Statement of Operations with the corresponding expense offset shown as "expenses paid indirectly." 19 Notes TO FINANCIAL STATEMENTS (CONTINUED) Delaware Strategic Income Fund 2. Investment Management, Administration Agreements and Other Transactions with Affiliates In accordance with the terms of its investment management agreement, the Fund pays Delaware Management Company (DMC), a series of Delaware Management Business Trust and the investment manager, an annual fee which is calculated daily at the rate of 0.65% on the first $500 million of average daily net assets of the Fund, 0.60% on the next $500 million, 0.55% on the next $1.5 billion and 0.50% on average daily net assets in excess $2.5 billion. DMC has entered into a sub-advisory agreement with Delaware International Advisors Ltd. (DIAL), an affiliate of DMC, related to the foreign securities portion of the Fund. For the services provided, DMC pays DIAL an annual fee which is equal to one third of its investment management fees. The Fund does not pay any fees directly to DIAL. DMC has contractually agreed to waive that portion, if any, of its management fee and reimburse the Fund to the extent necessary to ensure that annual operating expenses, exclusive of taxes, interest, brokerage commissions, distribution fees, and extraordinary expenses, do not exceed 0.75% of average daily net assets of the Fund through March 31, 2004. Delaware Service Company, Inc. (DSC), an affiliate of DMC, provides accounting, administration, dividend disbursing and transfer agent services. The Fund pays DSC a monthly fee based on average net assets subject to certain minimums for accounting and administration services. The Fund pays DSC a monthly fee based on the number of shareholder accounts for dividend disbursing and transfer agent services. Prior to June 1, 2003, the monthly fee for dividend disbursing and transfer agent services was based on the number of shareholder accounts and shareholder transactions. Pursuant to a distribution agreement and distribution plan, the Fund pays Delaware Distributors, L.P. (DDLP), the distributor and an affiliate of DMC and DIAL, an annual distribution and service fee not to exceed 0.30% of the average daily net assets of the Class A shares, 1.00% of the average daily net assets of the Class B and C shares, and 0.60% of the average daily net assets of the Class R shares. DDLP has elected to waive its fees through March 31, 2004 in order to prevent distribution fees of Class A shares from exceeding 0.25% of average daily net assets. No distribution expenses are paid by Institutional Class shares. At July 31, 2003, the Fund had liabilities payable to affiliates as follows: Investment management fee payable to DMC $ 3,837 Dividend disbursing, transfer agent fees, accounting and other expenses payable to DSC 14,904 Other expenses payable to DMC and affiliates 2,464 For the year ended July 31, 2003, DDLP earned $5,350 for commissions on sales of the Fund's Class A shares. Certain officers of DMC, DSC, DDLP and DIAL are officers and/or trustees of the Trust. These officers and trustees are paid no compensation by the Fund. 3. Investments For the year ended July 31, 2003, the Fund made purchases of $115,724,975 and sales of $112,913,172 of investment securities other than U.S. government securities and short-term investments. At July 31, 2003, the cost of investments for federal income tax purposes was $31,883,926. At July 31, 2003, the net unrealized appreciation was $1,087,898, of which $1,700,622 related to unrealized appreciation of investments and $612,724 related to unrealized depreciation of investments. 4. Dividends and Distribution Information Income and long-term capital gain distributions are determined in accordance with federal income tax regulations, which may differ from accounting principals generally accepted in the United States. The tax character of dividends and distributions paid during the years ended July 31, 2003 and 2002 was as follows: Year Ended 7/31/03 7/31/02 Ordinary income $ 1,528,237 $903,325 Return of capital 78,503 879,956 ----------- ---------- Total $ 1,606,740 $1,783,281 =========== ========== As of July 31, 2003, the components of net assets on a tax basis were as follows: Shares of beneficial interest $ 42,529,756 Capital loss carryforwards (10,753,542) Post-October losses (170,865) Unrealized appreciation of investments and foreign currencies 1,079,759 ------------- Net assets $ 32,685,108 ============= For federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains. Such capital loss carryforwards expire as follows: $3,871,584 expires in 2008, $4,750,913 in 2009 and $2,131,045 expires in 2010. Post-October losses represent losses realized on investment and foreign currency transactions from November 1, 2002 through July 31, 2003 that, in accordance with federal income tax regulations, the Fund has elected to defer and treat as having arisen in the following fiscal year. 5. Capital Shares Transactions in capital shares were as follows: Year Ended 7/31/03 7/31/02 Shares sold: Class A 797,598 298,073 Class B 739,696 397,322 Class C 366,084 182,237 Institutional Class 629,517 254,129 Shares issued upon reinvestment of dividends and distributions: Class A 94,238 119,085 Class B 87,877 101,856 Class C 29,246 34,755 Institutional Class 48,011 34,423 ---------- ---------- 2,792,267 1,421,880 ---------- ---------- Shares repurchased: Class A (743,170) (762,243) Class B (809,986) (653,489) Class C (289,031) (243,111) Institutional Class (282,550) (68,591) ---------- ---------- (2,124,737) (1,727,434) ---------- ---------- Net increase (decrease) 667,530 (305,554) ========== ========== For the year ended July 31, 2003, 4,084 Class B shares were converted to 4,076 Class A shares valued at $18,053. The respective amounts are included in Class B redemptions and Class A subscriptions in the table above and the Statement of Changes in Net Assets. 20 Notes TO FINANCIAL STATEMENTS (CONTINUED) Delaware Strategic Income Fund 6. Line of Credit The Fund, along with certain other funds in the Delaware Investments Family of Funds (the "Participants"), participates in a $202,300,000 revolving line of credit facility to be used for temporary or emergency purposes as an additional source of liquidity to fund redemptions of investor shares. The Participants are charged an annual commitment fee, which is allocated across the Participants on the basis of each fund's allocation of the entire facility. The Participants may borrow up to a maximum of one third of their net assets under the agreement. The Fund had no amount outstanding as of July 31, 2003, or at any time during the year. 7. Foreign Exchange Contracts The Fund may enter into forward foreign currency exchange contracts as a way of managing foreign exchange rate risk. The Fund may enter into these contracts to fix the U.S. dollar value of a security that it has agreed to buy or sell for the period between the date the trade was entered into and the date the security is delivered and paid for. The Fund may also use these contracts to hedge the U.S. dollar value of securities it already owns that are denominated in foreign currencies. Forward foreign currency exchange contracts are valued at the mean between the bid and asked prices of the contracts and are marked-to-market daily. Interpolated values are derived when the settlement date of the contract is an interim date for which quotations are not available. The change in market value is recorded as an unrealized gain or loss. When the contract is closed, a realized gain or loss is recorded equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The use of forward foreign currency exchange contracts does not eliminate fluctuations in the underlying prices of the securities, but does establish a rate of exchange that can be achieved in the future. Although forward foreign currency exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. In addition, the Fund could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts. No forward foreign currency exchange contracts were outstanding at July 31, 2003. 8. Futures Contracts The Fund may invest in financial futures contracts to hedge its existing portfolio securities against fluctuations in fair value caused by changes in prevailing market interest rates. Upon entering into a futures contract, the Fund deposits cash or pledges U.S. government securities to a broker, equal to the minimum "initial margin" requirements of the exchange on which the contract is traded. (In some cases, due to the form of the futures agreement, initial margin is held in a segregated account with the Fund's custodian, rather than directly with the broker.) Subsequent payments are received from the broker or paid to the broker (or added to the segregated account) each day, based on the daily fluctuation in the market value of the contract. These receipts or payments are known as "variation margin" and are recorded daily by the Fund as unrealized gains or losses until the contracts are closed. When the contracts are closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Risk of entering into futures contracts include potential imperfect correlation between the futures contracts and the underlying securities and the possibility of an illiquid secondary market for these instruments. 8. Futures Contracts (continued) Financial futures contracts open at July 31, 2003 were as follows: Contracts Notional Unrealized To Buy (Sell) Cost (Proceeds) Expiration Date Gain (Loss) - --------------- --------------- --------------- ----------- (9) U.S. Treasury 10 year Note $(1,059,578) 09/03 $ 63,630 2 U.S Treasury 5 year Note 231,315 09/03 (8,659) --------- $ 54,971 ========= The use of futures contracts involves elements of market risk and risks in excess of the amount recognized in the financial statements. The notional amount presented above represents the Fund's total exposure in such contracts, whereas only the net unrealized appreciation (depreciation) is reflected in the Fund's net assets. 9. Options Written During the year ended July 31, 2003, the Fund entered into options contracts in accordance with its investment objectives. When the Fund writes an option, a premium is received and a liability is recorded and adjusted on a daily basis to reflect the current market value of the options written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is treated as realized gain or loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has a realized gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, bears market risk of an unfavorable change in the price of the security underlying the written option. Transactions in options written during the year ended July 31, 2003 for the Fund, were as follows: Number of Contracts Premiums Options outstanding at July 31, 2002 -- $ -- Options written 64 30,774 Options terminated in closing purchase transaction (48) (23,136) ---- -------- Options outstanding at July 31, 2003 16 $ 7,638 ====== ======== As July 31, 2003 the Fund had the following options written outstanding: Number Notional Net Unrealized of Amount Exercise Expiration Appreciation Description Contracts of Future Price Date (Depreciation) - ----------- --------- --------- -------- ---------- -------------- Call Options Written U.S. Treasury 10 year Notes future 5 $500,000 $113 12/31/03 $ 1,069 U.S. Treasury 10 year Notes future 3 $300,000 $116 9/30/03 23 Put Options Written U.S. Treasury 10 year Notes future 5 $500,000 $107 12/31/03 (2,790) U.S. Treasury 10 year Notes future 3 $300,000 $108 9/30/03 (883) ------- $(2,581) ======= Writing options involves elements of market risk and risks in excess of the amount recognized in the financial statements. The notional amount presented above represents the Fund's total exposure in such contracts, whereas only the net unrealized appreciation (depreciation) is reflected in the Fund's net assets. 21 Notes TO FINANCIAL STATEMENTS (CONTINUED) Delaware Strategic Income Fund 10. Swap Agreements During the year ended July 31, 2003, the Fund entered into total return swap agreements in accordance with its investment objectives. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Total return swaps involve commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent the total return of the security, instrument or basket of instruments underlying the transaction exceeds the offsetting interest obligation, the Fund will receive a payment from the counterparty. To the extent the total return of the security, instrument or basket of instruments underlying the transaction falls short of the offsetting interest obligation, the Fund will make a payment to the counterparty. Total return swaps are marked-to-market daily based upon the fair valuation methodology established by the Board of Trustees. The change in value of swap agreements outstanding, if any, is recorded as unrealized appreciation or depreciation daily. A realized gain or loss is recorded on maturity or termination of the swap agreement. At July 31, 2003, the Fund had the following total return swap agreements outstanding: Notional Expiration Amount Date Description Unrealized Loss - -------- ---------- ----------- --------------- $175,000 12/31/03 Agreement with Goldman $(7,002) Sachs to receive the notional amount multiplied by the return on the Lehman Brothers Commercial MBS Index AAA and to pay the notional amount multiplied by the 1 month BBA LIBOR adjusted by a spread of minus 0.35%. Because there is no organized market for these swap agreements, the value of open swaps may differ from that which would be realized in the event the Fund terminated its position in the agreement. Risks of entering into these agreements include the potential inability of the counterparty to meet the terms of the agreements. This type of risk is generally limited to the amount of favorable movements in the value of the underlying security, instrument or baskets of instruments, if any, at the day of default. Risks also arise from potential losses from adverse market movements and such losses could exceed the related amounts shown above. 11. Credit and Market Risks Some countries in which the Fund may invest require governmental approval for the repatriation of investment income, capital or the proceeds of sales of securities by foreign investors. In addition, if there is deterioration in a country's balance of payments or for other reasons, a country may impose temporary restrictions on foreign capital remittances abroad. The securities exchanges of certain foreign markets are substantially smaller, less liquid and more volatile than the major securities markets in the United States. Consequently, acquisition and disposition of securities by the Fund may be inhibited. The Fund may invest up to 60% of net assets in high-yield fixed income securities, which carry ratings of BB or lower by S&P and/or Ba or lower by Moody's. Investments in these higher yielding securities are generally accompanied by a greater degree of credit risk than higher rated securities. Additionally, lower rated securities may be more susceptible to adverse economic and competitive industry conditions than investment grade securities. The Fund invests in fixed-income securities whose value is derived from an underlying pool of mortgages or consumer loans. Investors receive principal and interest payments as the underlying mortgages and consumer loans are paid back. Some of these securities are collateralized mortgage obligations (CMOs). CMOs are debt securities issued by U.S. government agencies or by financial institutions and other mortgage lenders, which are collateralized by a pool of mortgages held under an indenture. Prepayment of mortgages may shorten the stated maturity of the obligations and can result in a loss of premium, if any has been paid. Certain of these securities may be stripped (securities, which provide only the principal or interest feature of the underlying security). The yield to maturity on an interest-only CMO is extremely sensitive not only to changes in prevailing interest rates, but also to the rate of principal payments (including prepayments) on the related underlying mortgage assets. A rapid rate of principal payments may have a material adverse affect on the Fund's yield to maturity. If the underlying mortgage assets experience greater than anticipated prepayments of principal, the Fund may fail to fully recoup its initial investment in these securities even if the securities are rated in the highest rating categories. The Fund may invest up to 15% of its total assets in illiquid securities, which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and other securities which may not be readily marketable. The relative illiquidity of these securities may impair the Fund from disposing of them in a timely manner and at a fair price when it is necessary or desirable to do so. 12. Tax Information (Unaudited) The information set forth below is for the Fund's fiscal year as required by federal laws. Shareholders, however, must report distributions on a calendar year basis for income tax purposes, which may include distributions for portions of two fiscal years of a fund. Accordingly, the information needed by shareholders for income tax purposes will be sent to them in January of each year. Please consult your tax advisor for proper treatment of this information. For the fiscal year ended July 31, 2003, the Fund designates distributions paid during the year as follows: (A) (B) Long-Term Ordinary (C) (D) Capital Gains Income Return Total (E) Distributions Distributions of Capital Distributions Qualifying (Tax Basis) (Tax Basis) (Tax Basis) (Tax Basis) Dividends(1) - ------------- ------------- ----------- ------------- ------------ -- 95% 5% 100% -- (A), (B) and (C) are based on a percentage of the Fund's total distributions. (E) is based on a percentage of ordinary income of the Fund. (1) Qualifying dividends represent dividends which qualify for the corporate dividends received deduction. 22 Report OF INDEPENDENT AUDITORS To the Shareholders and Board of Trustees Delaware Group Income Funds -- Delaware Strategic Income Fund We have audited the accompanying statement of net assets and statement of assets and liabilities of Delaware Strategic Income Fund (the "Fund") as of July 31, 2003, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of July 31, 2003, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Delaware Strategic Income Fund at July 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States. /s/ Ernst & Young LLP Philadelphia, Pennsylvania September 12, 2003 23 Delaware Investments Family of Funds BOARD OF DIRECTORS/TRUSTEES AND OFFICERS ADDENDUM A mutual fund is governed by a Board of Trustees which has oversight responsibility for the management of a fund's business affairs. Trustees establish procedures and oversee and review the performance of the investment manager, the distributor and others that perform services for the fund. The independent fund trustees, in particular, are advocates for shareholder interests. The following is a list of the Trustees/Officers and certain background and related information. Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee Trustee - ----------------------------------------------------------------------------------------------------------------------------------- INTERESTED TRUSTEES Jude T. Driscoll(2) Chairman and 3 Years - Since August 2000, 83 None 2005 Market Street Trustee(4) Executive Officer Mr. Driscoll has served in Philadelphia, PA various executive capacities 19103 Trustee as of at different times at May 15, 2003 Delaware Investments(1) March 10, 1963 Senior Vice President and Director of Fixed-Income Process - Conseco Capital Management (June 1998 - August 2000) Managing Director - NationsBanc Capital Markets (February 1996 - June 1998) - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES Walter P. Babich Trustee 15 Years Board Chairman - 101 None 2005 Market Street Citadel Construction Corporation Philadelphia, PA (1989 - Present) 19103 October 1, 1927 John H. Durham Trustee 24 Years(3) Private Investor 101 Trustee - Abington 2005 Market Street Memorial Hospital Philadelphia, PA 19103 August 7, 1937 President/Director - 22 WR Corporation John A. Fry Trustee(4) 2 Years President - 83 None 2005 Market Street Franklin & Marshall College Philadelphia, PA (June 2002 - Present) 19103 Executive Vice President - University of Pennsylvania May 28, 1960 (April 1995 - June 2002) 24 Principal Number of Other Name, Position(s) Occupation(s) Portfolios in Fund Directorships Address Held with Length of Time During Complex Overseen Held by and Birthdate Fund(s) Served Past 5 Years by Trustee/Officer Trustee/Officer - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES (CONTINUED) Anthony D. Knerr Trustee 10 Years Founder/Managing Director - 101 None 2005 Market Street Anthony Knerr & Associates Philadelphia, PA (Strategic Consulting) 19103 (1990 - Present) December 7, 1938 Ann R. Leven Trustee 14 Years Treasurer/Chief Fiscal Officer - 101 Director - 2005 Market Street National Gallery of Art Systemax, Inc. Philadelphia, PA (1994 - 1999) 19103 Director - Andy Warhol Foundation November 1, 1940 Thomas F. Madison Trustee 9 Years President/Chief 101 Director - 2005 Market Street Executive Officer - CenterPoint Energy Philadelphia, PA MLM Partners, Inc. 19103 (Small Business Investing Director - Digital and Consulting) River Inc. (January 1993 - Present) February 25, 1936 Director - Rimage Corporation Director - Valmont Industries, Inc. Janet L. Yeomans Trustee 4 Years Vice President/Mergers & 101 None 2005 Market Street Acquisitions - 3M Corporation Philadelphia, PA (January 2003 - Present) 19103 Ms. Yeomans has held July 31, 1948 various management positions at 3M Corporation since 1983. - ----------------------------------------------------------------------------------------------------------------------------------- OFFICERS Richelle S. Maestro Executive Vice President, 4 Years Ms. Maestro has served in 101 None 2005 Market Street General Counsel various executive capacities Philadelphia, PA and Secretary at different times at 19103 Delaware Investments. November 26, 1957 Michael P. Bishof Senior Vice President 7 Years Mr. Bishof has served in 101 None 2005 Market Street and Treasurer various executive capacities Philadelphia, PA at different times at 19103 Delaware Investments. August 18, 1962 (1) Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its subsidiaries, including the Registrant's investment sc advisor, principal underwriter and its transfer agent. (2) Mr. Driscoll is considered to be an "Interested Trustee" because he is an executive officer of the Fund's manager and distributor. (3) Mr. Durham served as a Director Emeritus from 1995 through 1998. (4) Mr. Driscoll and Mr. Fry are not Trustees of the portfolios of Voyageur Insured Funds, Voyageur Intermediate Tax Free Funds, Voyageur Investment Trust, Voyageur Mutual Funds, Voyageur Mutual Funds II, Voyageur Mutual Funds III and Voyageur Tax Free Funds. The Statement of Additional Information for the Fund(s) includes additional information about the Trustees and Officers and is available, without charge, upon request by calling 800 523-1918. 25 Delaware Investments(SM) - -------------------------------------- A member of Lincoln Financial Group(R) This annual report is for the information of Delaware Strategic Income Fund shareholders, but it may be used with prospective investors when preceded or accompanied by a current prospectus for Delaware Strategic Income Fund and the Delaware Investments Performance Update for the most recently completed calendar quarter. The prospectus sets forth details about charges, expenses, investment objectives, and operating policies of the Fund. You should read the prospectus carefully before you invest. The figures in this report represent past results which are not a guarantee of future results. The return and principal value of an investment in the Fund will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Board of Trustees Affiliated Officers Contact Information Jude T. Driscoll Michael P. Bishof Investment Manager Chairman Senior Vice President and Treasurer Delaware Management Company Delaware Investments Family of Funds Delaware Investments Family of Funds Philadelphia, PA Philadelphia, PA Philadelphia, PA International Affiliate Walter P. Babich Richelle S. Maestro Delaware International Advisers Ltd. Board Chairman Executive Vice President, London, England Citadel Construction Corporation General Counsel and Secretary King of Prussia, PA Delaware Investments Family of Funds National Distributor Philadelphia, PA Delaware Distributors, L.P. John H. Durham Philadelphia, PA Private Investor Gwynedd Valley, PA Shareholder Servicing, Dividend Disbursing and Transfer Agent John A. Fry Delaware Service Company, Inc. President 2005 Market Street Franklin & Marshall College Philadelphia, PA 19103-7094 Lancaster, PA For Shareholders Anthony D. Knerr 800 523-1918 Managing Director Anthony Knerr & Associates For Securities Dealers and Financial New York, NY Institutions Representatives Only 800 362-7500 Ann R. Leven Former Treasurer/Chief Fiscal Officer Web site National Gallery of Art www.delawareinvestments.com Washington, DC -------------------------------------------------------------------------------- Thomas F. Madison A description of the policies and procedures that the Fund uses to determine how President and Chief Executive Officer to vote proxies (if any) relating to portfolio securities is available without MLM Partners, Inc. charge (i) upon request, by calling 800-523-1918; (ii) on the Fund's website at Minneapolis, MN http://www.delawareinvestments.com; and (iii) on the Commission's website at http://www.sec.gov.; and beginning no later than August 31, 2004, information Janet L. Yeomans (if any) regarding how the Fund voted proxies relating to portfolio securities Vice President/Mergers & Acquisitions during the most recent 12-month period ended June 30 is available without charge 3M Corporation (i) through the Fund's website at http://www.delawareinvestments.com; and (ii) St. Paul, MN on the Commission's website at http://www.sec.gov. -------------------------------------------------------------------------------- (8154) Printed in the USA AR-125 [7/03] IVES 9/03 J9374 Item 2. Code of Ethics The registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. A copy of the registrant's Code of Business Ethics has been posted on Delaware Investments' internet website at www.delawareinvestments.com. Any amendments to the Code of Business Ethics, and information on any waiver from its provisions granted by the registrant, will also be posted on this website within five business days of such amendment or waiver and will remain on the website for at least 12 months. Item 3. Audit Committee Financial Expert The registrant's Board of Trustees/Directors has determined that each member of the registrant's Audit Committee is an audit committee financial expert, as defined below. For purposes of this item, an "audit committee financial expert" is a person who has the following attributes: a. An understanding of generally accepted accounting principles and financial statements; b. The ability to assess the general application of such principles in connection with the accounting for estimates, accruals, and reserves; c. Experience preparing, auditing, analyzing, or evaluating financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of issues that can reasonably be expected to be raised by the registrant's financial statements, or experience actively supervising one or more persons engaged in such activities; d. An understanding of internal controls and procedures for financial reporting; and e. An understanding of audit committee functions. An "audit committee financial expert" shall have acquired such attributes through: a. Education and experience as a principal financial officer, principal accounting officer, controller, public accountant, or auditor or experience in one or more positions that involve the performance of similar functions; b. Experience actively supervising a principal financial officer, principal accounting officer, controller, public accountant, auditor, or person performing similar functions; c. Experience overseeing or assessing the performance of companies or public accountants with respect to the preparation, auditing, or evaluation of financial statements; or d. Other relevant experience. The registrant's Board of Trustees/Directors has also determined that each member of the registrant's Audit Committee is independent. In order to be "independent" for purposes of this item, the Audit Committee member may not: (i) other than in his or her capacity as a member of the Board of Trustees/Directors or any committee thereof, accept directly or indirectly any consulting, advisory or other compensatory fee from the issuer; or (ii) be an "interested person" of the registrant as defined in Section 2(a)(19) of the Investment Company Act of 1940. The names of the audit committee financial experts on the registrant's Audit Committee are set forth below: Ann R. Leven Thomas F. Madison Janet L. Yeomans (1) Item 4. Principal Accountant Fees and Services Required only for fiscal years ending after December 15, 2003. Not applicable. Item 5. Audit Committee of Listed Registrants Not applicable. Item 6. [Reserved] Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies Not applicable. _______________________ (1) The instructions to Form N-CSR require disclosure on the relevant experience of persons who qualify as audit committee financial experts based on "other relevant experience." The Board of Trustees/Directors has determined that Ms. Yeomans qualifies as an audit committee financial expert by virtue of her education and experience as the Treasurer of a large global corporation. Item 8. [Reserved] Item 9. Controls and Procedures The registrant's principal executive officer and principal financial officer have evaluated the registrant's disclosure controls and procedures within 90 days of the filing of this report and have concluded that they are effective in providing reasonable assurance that the information required to be disclosed by the registrant in its reports or statements filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission. There were no significant changes in the registrant's internal control over financial reporting that occurred during the registrant's last fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 10. Exhibits (a) (1) Code of Ethics Not applicable. (2) Certifications of Principal Executive Officer and Principal Financial Officer pursuant to Rule 30a-2 under the Investment Company Act of 1940 are attached hereto as Exhibit 99.CERT. (b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are furnished herewith as Exhibit 99.906CERT. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf, by the undersigned, thereunto duly authorized. Name of Registrant: JUDE T. DRISCOLL - ----------------------------- By: Jude T. Driscoll ---------------------- Title: Chairman Date: October 2, 2003 ---------------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. JUDE T. DRISCOLL - ----------------------------- By: Jude T. Driscoll ---------------------- Title: Chairman Date: October 2, 2003 ---------------------- JOSEPH H. HASTINGS - ----------------------------- By: Joseph H. Hastings ---------------------- Title: Chief Financial Officer Date: October 2, 2003 ----------------------