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: 811-3850 Exact name of registrant as specified in charter: Delaware Group Tax Free Fund Address of principal executive offices: 2005 Market Street Philadelphia, PA 19103 Name and address of agent for service: David F. Connor, Esq. 2005 Market Street Philadelphia, PA 19103 Registrant's telephone number, including area code: (800) 523-1918 Date of fiscal year end: August 31 Date of reporting period: October 31, 2005 Item 1. Reports to Stockholders The Registrant's shareholder reports are combined with the shareholder reports of other investment company registrants. This Form N-CSR pertains to the Delaware Tax-Free Insured Fund, Delaware Tax-Free USA Fund and Delaware Tax-Free USA Intermediate Fund of the Registrant, information on which is included in the following shareholder reports. Delaware Investments(R) ----------------------------------- A member of Lincoln Financial Group FIXED INCOME ANNUAL REPORT AUGUST 31, 2005 - -------------------------------------------------------------------------------- DELAWARE TAX-FREE USA FUND DELAWARE TAX-FREE INSURED FUND DELAWARE TAX-FREE USA INTERMEDIATE FUND [Grapic Omitted] POWERED BY RESEARCH(R) TABLE OF CONTENTS - ---------------------------------------------------------------- PORTFOLIO MANAGEMENT REVIEW 1 - ---------------------------------------------------------------- PERFORMANCE SUMMARIES Delaware Tax-Free USA Fund 6 Delaware Tax-Free Insured Fund 8 Delaware Tax-Free USA Intermediate Fund 10 Delaware National High-Yield Municipal Bond Fund 12 - ---------------------------------------------------------------- DISCLOSURE OF FUND EXPENSES 14 - ---------------------------------------------------------------- SECTOR ALLOCATIONS 16 - ---------------------------------------------------------------- FINANCIAL STATEMENTS: Statements of Net Assets 18 Statements of Operations 35 Statements of Changes in Net Assets 36 Financial Highlights 38 Notes to Financial Statements 50 - ---------------------------------------------------------------- REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 56 - ---------------------------------------------------------------- OTHER FUND INFORMATION 57 - ---------------------------------------------------------------- BOARD OF TRUSTEES/DIRECTORS AND OFFICERS 60 - ---------------------------------------------------------------- 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) 2005 Delaware Distributors, L.P. PORTFOLIO DELAWARE NATIONAL TAX-FREE FUNDS MANAGEMENT REVIEW August 31, 2005 FUND MANAGERS Joseph R. Baxter, Co-manager Robert Collins, Co-manager Patrick P. Coyne, Co-manager PLEASE DESCRIBE THE OVERALL MARKET CONDITIONS DURING THE FISCAL YEAR. The last three years have been remarkably similar; at least as it pertains to market expectations and how the actual markets can prove them wrong. In the beginning of calendar years 2003, 2004, and 2005, many market participants appeared convinced that interest rates were unreasonably low, and many managers adjusted the risk profiles of their portfolios to reflect the coming of higher rates and lower bond prices. In each year, the markets weathered the storms and generated positive results, with price gains adding to the income generated. Defensive strategies did not pan out. Over the 12 months ended August 31, 2005, the fixed income markets rallied while the Federal Reserve was in the midst of tightening credit by raising short-term rates - notably, the fed funds rate. The tightening cycle started at the end of June 2004, prior to the start of the fiscal year, and continues today. As of August 31, 2005, the Federal Reserve raised rates by one quarter of a percentage point at every one of its meetings - a total of eight rate hikes that took the fed funds rate from 1.50% to 3.50%. While the Federal Reserve's actions sent short-term yields in both the taxable and the tax-exempt bond markets higher, the reaction of the intermediate and long-term markets prompted Fed Chairman Alan Greenspan's "conundrum" comment earlier this year. This type of sustained market rally through a Fed tightening is highly unusual and is precisely what confounded many investors. In the municipal market, yields on two-year, AAA-rated bonds increased by 1.2% during the year, from 1.7% to end the fiscal year near 2.9%. The crossover point where rates were relatively flat year-over-year was in the 10-year maturity range, where rates began and ended the year at about 3.5%. Longer rates fell. For example, yields dropped by four tenths of a percentage on 30-year AAA-rated municipals, ending the fiscal year with yields of approximately 4.3% (source: Municipal Market Data). These divergent moves between short-term and long-term rates continued to flatten the yield curve. In the Treasury market, the difference between the two- and 30-year yields narrowed from about two and a half percentage points to less than half of a percent at the end of the fiscal year. Some market strategists have started discussing the prospects for, and implications of, an inverted curve. Historically, an inverted yield curve has been associated with the onset of an economic recession. The curve in the tax-exempt markets flattened as well, but not quite as dramatically. While the difference between two- and 30-year high-grade municipal bonds started the year at 2.9%, it narrowed by 1.5%, ending the year with a 1.4% differential. Historically, when the Treasury market has inverted, the municipal market has maintained a positively sloped curve. Municipal bonds, particularly long-term bonds, traded weaker relative to Treasuries during the year. Yields on 30-year AAA-rated municipals, measured as a percentage of the yield on long Treasury bonds, started the fiscal year at about 95%. By the end of June 2005, the ratio had increased above 100%. This would be typical - the market was rallying and the Treasury market led the way toward lower yields. The municipal market recaptured some of that underperformance in the last two months, ending the year with yields at about 98% of the long Treasury bond. Credit has performed well this year, partially due to investors' desire to seek higher yields, but also due to the fact that quality continued to improve throughout the municipal market. A strong economic backdrop has largely been the cause. Revenue recovery has firmly taken hold and is easing the transition to structural budget balance for most states. Driving the revenue gains, total non-farm payrolls increased 1.7% in the 12-months ending July 2005, while the unemployment rate decreased from 5.5% to 5.0% (source: U.S. Department of Labor). As a result, most states are experiencing better-than-budgeted growth to date for fiscal 2005, which is providing additional resources to balance fiscal 2006 and lending support for growing spending demands. For the first nine months of fiscal 2005, state revenues were up a total of 9.5%, with personal income tax and sales tax increases leading the way. Additional factors contributing to positive revenue trends were conservative budget forecasting, low interest rates, and the strong real estate market (source: Municipal Market Data). 1 Spending pressures still loom, threatening budget stability. The federal government will likely be a source of budget strain in the coming years as it grapples with its own budget deficit. States may also have to deal with traditional budget issues such as social service programs and education funding. The future in most states will depend on economic performance, sustained structural balance, and progress in re-building budget reserves. Municipal bond issuance remained robust in 2005. As of August 31, 2005, issuance totaled $275.49 billion, a 13.10% increase over the same period last year. Total issuance in 2005 may even surpass the record of $384 billion sold in 2003 if this pace continues. Drivers of this record volume continue to be the low interest rate environment and the flattening yield curve, both of which stimulate refunding activity. Year-to-date, refunding activity was up 62.1% from the same period a year ago. At the same time, low rates are attractive for new money sales, which increased 12.8% (source: Municipal Market Data). The healthcare sector has seen significant increase in new-money issuance due to the sector's improved credit conditions and need to invest in facilities. Other sectors that registered significant jumps in issuance included transportation and general purpose bonds. HOW DID THE FUNDS PERFORM DURING THE FISCAL YEAR? For the fiscal year ended August 31, 2005, Delaware Tax-Free USA Fund returned 7.23% (Class A shares at net asset value with distributions reinvested) and 2.41% (at maximum offer price with distributions reinvested). Class A shares (at net asset value with distributions reinvested) outperformed both the Lipper General Municipal Debt Funds Average, which returned 4.73%, and the Lehman Brothers Municipal Bond Index, which returned 5.31% for the 12-month period (source: Lipper, Inc.).* For the fiscal year ended August 31, 2005, Delaware Tax-Free Insured Fund returned 5.73% (Class A shares at net asset value with distributions reinvested) and 1.01% (at maximum offer price with distributions reinvested). Class A shares (at net asset value with distributions reinvested) outperformed both the Lipper Insured Municipal Debt Funds Average, which returned 4.33%, and the Lehman Brothers Municipal Bond Index, which returned 5.31% for the 12-month period (source: Lipper, Inc.).* For the fiscal year ended August 31, 2005, Delaware Tax-Free USA Intermediate Fund returned 5.63% (Class A shares at net asset value with distributions reinvested) and 2.75% (at maximum offer price with distributions reinvested). Class A shares (at net asset value with distributions reinvested) outperformed both the Lipper Intermediate Municipal Debt Funds Average, which returned 3.70%, and the Merrill Lynch 3-7 Year Municipal Bond Index, which returned 2.11% for the 12-month period (source: Lipper, Inc.).* For the fiscal year ended August 31, 2005, Delaware National High-Yield Municipal Bond Fund returned 8.93% (Class A shares at net asset value with distributions reinvested) and 4.04% (at maximum offer price with distributions reinvested). Class A shares (at net asset value with distributions reinvested) outperformed both the Lipper High Yield Municipal Debt Funds Average, which returned 8.71%, and the Lehman Brothers Municipal Bond Index, which returned 5.31% for the 12-month period (source: Lipper, Inc.).* FOR EACH FUND, WHAT STRATEGIES CONTRIBUTED TO FUND PERFORMANCE? The Funds' returns were generally aided by yield curve positioning, credit spread tightening, sector concentration, and security selection. The relative contribution of these first three components varies based on the individual Fund's mandate by prospectus. The fourth factor, security selection, is the heart of our investment process and is the primary source of our excess returns. While the Federal Reserve raised short-term rates, long-term bond yields declined as inflation remained tame during a period of moderate growth. This resulted in what is termed as a "flattening of the yield curve," where the difference between long- and short-term rates narrows. The Funds are positioned to take advantage of this environment, combining long maturity bonds that participate in the rally and shorter duration securities with high coupons trading to short calls that are less price sensitive. This is known as a "barbell" portfolio structure, and it generally aided our performance. When the yield curve flattens and long-term interest rates decline, market participants seek alternative sources of yield. This is often found in lower-rated bonds, and as the market reaches for this yield it causes the credit curve to tighten and results in good performance for those securities. Securities rated A, BBB, and non-investment grade have all outperformed high-grade and insured bonds in the municipal market over the past year. The Funds benefited from allotment to these higher risk credits. *For complete annualized performance, see tables on pages six, eight, 10, and 12. 2 Two of our favored sectors, healthcare and higher education, benefited from both the market's reach for yield as well as positive fundamentals. The credit and financial environments have been positive for hospitals, as they have received favorable reimbursements from Medicare and the managed care industry. The demographics provided by the baby boom generation have provided favorable enrollment trend at colleges and universities, while a recovering stock market has bolstered endowments. Despite a structural deficit, various bonds issued by the Commonwealth of Puerto Rico also performed well during the period. Delaware Tax-Free USA Fund has the broadest mandate of our four national funds and has therefore been able to participate in all four sources of return. The Fund is structured as a "barbell"; it has a meaningful allotment in mid-to-lower investment-grade credits and this allowed it to participate in our preferred sectors. Delaware Tax-Free Insured Fund was positioned to benefit from the flattening of the yield curve with a significant allocation of bonds having final maturities 20 years or longer. Legacy bonds that have short due dates or short calls offset these positions. The Fund's insured mandate limits it from participating in the credit spread tightening of lower rated bonds and therefore certain sectors. The Fund is allowed to own up to 20% of its securities in non-insured bonds and we maximized our use of non-insureds during the period in an attempt to gain excess returns. Delaware Tax-Free USA Intermediate Fund was also positioned to benefit from a flatter yield curve, but due to its intermediate mandate, the long end of the barbell is structured in the 10- to 20-year part of the curve. The Fund also took advantage of credit spread tightening with a meaningful allotment to A-rated and BBB- rated securities, and some of the sectors that issue in those categories. Excess returns were found in the dedicated tax sector with the bonds issued by the state of New Jersey, which are backed by the cigarette sales tax and in the healthcare sector, in names such as Benedictine Hospital in Duluth, Minnesota and Elliot Hospital in New Hampshire. Higher education securities included the Geneva College in Pennsylvania and an Illinois student housing facility in Chicago. The Fund also owns bonds for Nichols College in Massachusetts. While Delaware National High-Yield Municipal Bond Fund's structure is also that of a barbell, the securities in it are less sensitive to interest rate movements and more dependent on credit quality. This Fund not only has a healthy allotment in A and BBB-rated bonds, but also in non-investment grade securities. It owns both BB-rated bonds and comparable quality non-rated securities. These rating classes and their corresponding sectors have generally led the way in the municipal market over the last year. In addition to the above-mentioned healthcare and higher education sectors, the continuing care retirement community (CCRC) and tax increment financing (TIF) sectors have been strong performers. CCRC's are retirement communities, combining on campus independent living, assisted-living and skilled nursing facilities. TIFs are land development deals that can be for residential, industrial or commercial use or a combination thereof. CAN YOU NAME SOME KEY HOLDINGS IN DELAWARE TAX-FREE USA FUND AND DELAWARE NATIONAL HIGH-YIELD FUND? Some securities that performed well during the fiscal year in Delaware Tax-Free USA Fund include Benedictine Hospital in Duluth Minnesota, Cleveland Clinic in Cuyahoga County Ohio, and Nichols College in Massachusetts. Nichols College was upgraded to investment grade in early 2004 and its market value received the benefit of both the higher rating and the tighter credit spreads. Also in the Fund are the California tobacco bonds that are enhanced by a state appropriation. This is a repeat performer from last year, as the bonds were pre-refunded to their first call date and appreciated significantly in price. We participated in a airline sector performance through industrial development revenue bonds (IDRs) -- tax-exempt securities that are backed by corporate revenues. We held bonds backed by Delta, American, Northwestern, and Continental Airlines, although we currently hold only the American and Northwest bonds. In the Delaware National High-Yield Municipal Bond Fund, securities held include such hospitals as St. Francis in Shakopee Minnesota, Jordan Hospital in Massachusetts, and Yavapai Regional Medical Center in Arizona. Also contributing were a TIF deal in Midtown Miami, a CCRC in Gainesville Georgia and a multifamily housing project in Rochester Minnesota. Also among the top returning securities were Continental and Northwest Airlines IDRs, but the latter is the only position we currently hold. 3 WHAT DETRACTED FROM FUND PERFORMANCE? Detracting from our Funds' performance relative to the benchmark was the decision to avoid the unenhanced tobacco sector. This has been the best performing sector in the municipal bond market over the past year. The master settlement agreement between the major tobacco companies and 46 states secures these bonds. However, the sector is subject to litigation risk. We are comfortable foregoing this potential source of volatility in the Funds. Airline securities significantly outperformed the municipal market this year during the second quarter, which is a traditional busy season. We underperformed when we did participate in this sector, due to an underweight, as we are concerned about the long-term fundamentals of the industry. We did hold the aforementioned positions in several funds, but were underweight versus the benchmark and our peers. The decision to hold high coupon, short-call legacy bonds provides an above market yield to the portfolios and helps to balance the Funds' interest rate exposure, offsetting the bonds with long maturities. However, during the fiscal year it resulted in negligible price performance during market rallies due to the short duration of the securities. Our decision to hold underperforming bonds, too, detracted from performance. GLOSSARY AVERAGE MATURITY: For a bond fund, this is the weighted average of the stated maturity dates of the portfolio's securities. In general, the longer the average maturity, the greater the fund's sensitivity to interest rate changes, which can mean greater price fluctuation. A shorter average maturity usually means less interest rate sensitivity and, consequently, a less volatile portfolio. BASIS POINT: One one-hundredth of one percentage point, or 0.01%. DURATION: A measure of a bond or bond fund's sensitivity to changes in interest rates. All else being equal, a fund with a duration of four years would fall about 4% in response to a one-percentage-point rise in rates, and vice versa. SPREAD: the difference between any two prices or yields. YIELD CURVE: A curve that shows the relationship between yields and maturity dates for a set of similar bonds, usually Treasuries, at a given point in time. 4 This page intentionally left blank. 5 PERFORMANCE SUMMARY DELAWARE TAX-FREE USA FUND The performance data quoted represent past performance; past performance does not guarantee future results. Investment return and principal value will fluctuate so your shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Please obtain the performance data for the most recent month end by calling 800 523-1918 or visiting our Web site at www.delawareinvestments.com/performance. You should consider the investment objectives, risks, charges and expenses of the investment carefully before investing. The Delaware Tax-Free USAFund prospectus contains this and other important information about the Fund. Please request a prospectus by calling 800 523-1918. Read it carefully before you invest or send money. Performance includes reinvestment of all distributions and is subject to change. A rise/fall in the interest rates can have a significant impact on bond prices and the NAV (net asset value) of the fund. Funds that invest in bonds can lose their value as interest rates rise and an investor can lose principal. FUND PERFORMANCE Average Annual Total Returns Through August 31, 2005 Lifetime 10 Years Five Years One Year - --------------------------------------------------------------------------------------- Class A (Est. 1/11/84) Excluding Sales Charge +7.88% +5.29% +6.71% +7.23% Including Sales Charge +7.65% +4.81% +5.73% +2.41% - --------------------------------------------------------------------------------------- Class B (Est. 5/2/94) Excluding Sales Charge +4.82% +4.62% +5.88% +6.42% Including Sales Charge +4.82% +4.62% +5.64% +2.42% - --------------------------------------------------------------------------------------- Class C (Est. 11/29/95) Excluding Sales Charge +4.31% +5.88% +6.42% Including Sales Charge +4.31% +5.88% +5.42% - --------------------------------------------------------------------------------------- Returns reflect the reinvestment of all distributions and any applicable sales charges as noted below. 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. The Fund offers Class A, B, and C 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%. Lifetime and 10-year performance figures for Class B shares reflect conversion to Class A shares after eight years. 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%. Performance reflects certain expense limitations in effect for the periods shown. Performance would have been lower had the expense limitation not been in effect. The performance table does not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. A portion of the income from tax-exempt funds may be subject to the alternative minimum tax. 6 FUND BASICS As of August 31, 2005 - -------------------------------------------------------------------------------- FUND OBJECTIVE: The Fund seeks as high a level of current interest income exempt from federal income tax as is available from municipal obligations as is consistent with prudent investment management and preservation of capital. - -------------------------------------------------------------------------------- TOTAL FUND NET ASSETS: $476 million - -------------------------------------------------------------------------------- NUMBER OF HOLDINGS: 121 - -------------------------------------------------------------------------------- FUND START DATE: January 11, 1984 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- YOUR FUND MANAGERS: Joseph R. Baxter is a graduate of LaSalle University where he earned his undergraduate degree in finance and marketing. Prior to joining Delaware in 1999, he held investment positions with First Union. Most recently, he served as a municipal portfolio manager for the Evergreen Funds. Robert Collins is Vice President and Senior Portfolio Manager of municipal bond development. Prior to joining Delaware Investments, Mr. Collins was a Senior Vice President and Director of Portfolio Management in the Municipal Investment Group within PNC Advisors. Patrick P. Coyne is a graduate of Harvard University with an MBA from the University of Pennsylvania's Wharton School. Patrick Coyne joined Delaware Investments fixed-income department in 1990. Prior to joining Delaware Investments, he was a manager of Kidder, Peabody & Co. Inc.'s trading desk, and specialized in trading high-grade municipal bonds and municipal futures contracts. - -------------------------------------------------------------------------------- NASDAQ SYMBOLS: Class A DMTFX Class B DTFCX Class C DUSCX - -------------------------------------------------------------------------------- PERFORMANCE OF A $10,000 INVESTMENT August 31, 1995 through August 31, 2005 [Graphic Omitted] DELAWARE TAX-FREE LEHMAN BROTHERS USA FUND MUNICIPAL BOND INDEX AUG-95 $9,550 $10,000 AUG-96 $9,732 $10,524 AUG-97 $10,491 $11,496 AUG-98 $11,331 $12,491 AUG-99 $11,002 $12,553 AUG-00 $11,563 $13,403 AUG-01 $12,742 $14,769 AUG-02 $13,361 $15,691 AUG-03 $13,871 $16,183 AUG-04 $14,912 $17,334 AUG-05 $15,990 $18,254 Chart assumes $10,000 invested on August 31, 1995 and includes the effect of a 4.50% front-end sales charge and the reinvestment of all distributions. Performance for other Fund classes will vary due to differing charges and expenses. Returns plotted on the chart were as of the last day of each month shown. The Lehman Brothers Municipal Bond Index is an unmanaged index that generally tracks the performance of municipal 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. An expense limit was in effect beginning August 1, 2001. Performance would have been lower had the expense limit not been in effect. The performance graph does not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Past performance is not a guarantee of future results. 7 PERFORMANCE SUMMARY DELAWARE TAX-FREE INSURED FUND The performance data quoted represent past performance; past performance does not guarantee future results. Investment return and principal value will fluctuate so your shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Please obtain the performance data for the most recent month end by calling 800 523-1918 or visiting our Web site at www.delawareinvestments.com/performance. You should consider the investment objectives, risks, charges and expenses of the investment carefully before investing. The Delaware Tax-Free Insured Fund prospectus contains this and other important information about the Fund. Please request a prospectus by calling 800 523-1918. Read it carefully before you invest or send money. Performance includes reinvestment of all distributions and is subject to change. A rise/fall in the interest rates can have a significant impact on bond prices and the NAV (net asset value) of the fund. Funds that invest in bonds can lose their value as interest rates rise and an investor can lose principal. FUND PERFORMANCE Average Annual Total Returns Through August 31, 2005 Lifetime 10 Years Five Years One Year - ----------------------------------------------------------------------------------------------------- Class A (Est. 3/25/85) Excluding Sales Charge +6.91% +5.40% +6.15% +5.73% Including Sales Charge +6.66% +4.91% +5.18% +1.01% - ----------------------------------------------------------------------------------------------------- Class B (Est. 5/2/94) Excluding Sales Charge +4.92% +4.72% +5.32% +4.92% Including Sales Charge +4.92% +4.72% +5.08% +0.92% - ----------------------------------------------------------------------------------------------------- Class C (Est. 11/29/95) Excluding Sales Charge +4.36% +5.32% +4.92% Including Sales Charge +4.36% +5.32% +3.92% - ----------------------------------------------------------------------------------------------------- Returns reflect the reinvestment of all distributions and any applicable sales charges as noted below. 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. The Fund offers Class A, B, and C 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%. Lifetime and 10-year performance figures for Class B shares reflect conversion to Class A shares after eight years. 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%. Performance reflects certain expense limitations in effect for the periods shown. Performance would have been lower had the expense limitation not been in effect. The performance table does not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. A portion of the income from tax-exempt funds may be subject to the alternative minimum tax. 8 FUND BASICS As of August 31, 2005 - -------------------------------------------------------------------------------- FUND OBJECTIVE: The Fund seeks as high a level of current interest income exempt from federal income tax as is available from municipal obligations as is consistent with prudent investment management and preservation of capital. - -------------------------------------------------------------------------------- TOTAL FUND NET ASSETS: $61 million - -------------------------------------------------------------------------------- NUMBER OF HOLDINGS: 49 - -------------------------------------------------------------------------------- FUND START DATE: March 25, 1985 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- YOUR FUND MANAGER: Joseph R. Baxter Patrick P. Coyne Robert Collins - -------------------------------------------------------------------------------- NASDAQ SYMBOLS: Class A DMFIX Class B DTXBX Class C DTXCX - -------------------------------------------------------------------------------- PERFORMANCE OF A $10,000 INVESTMENT August 31, 1995 through August 31, 2005 [Graphic Omitted] DELAWARE TAX-FREE LEHMAN BROTHERS MUNICIPAL INSURED FUND BOND INDEX AUG-95 $9,550 $10,000 AUG-96 $9,921 $10,524 AUG-97 $10,720 $11,496 AUG-98 $11,533 $12,491 AUG-99 $11,362 $12,553 AUG-00 $11,987 $13,403 AUG-01 $13,222 $14,769 AUG-02 $13,920 $15,691 AUG-03 $14,339 $16,183 AUG-04 $15,274 $17,334 AUG-05 $16,149 $18,254 Chart assumes $10,000 invested on August 31, 1995 and includes the effect of a 4.50% front-end sales charge and the reinvestment of all distributions. Performance for other Fund classes will vary due to differing charges and expenses. Returns plotted on the chart were as of the last day of each month shown. The Lehman Brothers Municipal Bond Index is an unmanaged index that generally tracks the performance of municipal 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. An expense limitation was in effect beginning September 1, 2001. Performance would have been lower had the expense limit not been in effect. The performance graph does not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Past performance is not a guarantee of future results. 9 PERFORMANCE SUMMARY DELAWARE TAX-FREE USA INTERMEDIATE FUND The performance data quoted represent past performance; past performance does not guarantee future results. Investment return and principal value will fluctuate so your shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Please obtain the performance data for the most recent month end by calling 800 523-1918 or visiting our Web site at www.delawareinvestments.com/performance. You should consider the investment objectives, risks, charges and expenses of the investment carefully before investing. The Delaware Tax-Free USA Intermediate Fund prospectus contains this and other important information about the Fund. Please request a prospectus by calling 800 523-1918. Read it carefully before you invest or send money. Performance includes reinvestment of all distributions and is subject to change. A rise/fall in the interest rates can have a significant impact on bond prices and the NAV (net asset value) of the fund. Funds that invest in bonds can lose their value as interest rates rise and an investor can lose principal. FUND PERFORMANCE Average Annual Total Returns Through August 31, 2005 Lifetime 10 Years Five Years One Year - --------------------------------------------------------------------------------------------------- Class A (Est. 1/7/93) Excluding Sales Charge +5.92% +5.66% +6.48% +5.63% Including Sales Charge +5.68% +5.37% +5.90% +2.75% - --------------------------------------------------------------------------------------------------- Class B (Est. 5/2/94) Excluding Sales Charge +5.40% +5.21% +5.59% +4.83% Including Sales Charge +5.40% +5.21% +5.59% +2.83% - --------------------------------------------------------------------------------------------------- Class C (Est. 11/29/95) Excluding Sales Charge +4.71% +5.59% +4.74% Including Sales Charge +4.71% +5.59% +3.74% - --------------------------------------------------------------------------------------------------- Returns reflect the reinvestment of all distributions and any applicable sales charges as noted below. 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. The Fund offers Class A, B, and C shares. Class A shares are sold with a front-end sales charge of up to 2.75% 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 2% 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 five years after purchase. They are also subject to an annual distribution and service fee of 1%.Lifetime and 10-year performance figures for Class B shares reflect conversion to Class A shares after five years. 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%. Performance reflects certain expense limitations in effect for the periods shown. Performance would have been lower had the expense limitation not been in effect. The performance table does not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. A portion of the income from tax-exempt funds may be subject to the alternative minimum tax. 10 FUND BASICS As of August 31, 2005 - -------------------------------------------------------------------------------- FUND OBJECTIVE: The Fund seeks as high a level of current interest income exempt from federal income tax as is available from municipal obligations as is consistent with prudent investment management and preservation of capital. - -------------------------------------------------------------------------------- TOTAL FUND NET ASSETS: $149 million - -------------------------------------------------------------------------------- NUMBER OF HOLDINGS: 136 - -------------------------------------------------------------------------------- FUND START DATE: January 7, 1993 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- YOUR FUND MANAGER: Joseph R. Baxter Robert Collins Patrick P. Coyne - -------------------------------------------------------------------------------- NASDAQ SYMBOLS: Class A DMUSX Class B DUIBX Class C DUICX - -------------------------------------------------------------------------------- PERFORMANCE OF A $10,000 INVESTMENT August 31, 1995 through August 31, 2005 [Graphic Omitted] DELAWARE TAX-FREE USA INTERMEDIATE FUND PERFORMANCE OF $10,000 INVESTMENT CHART DELAWARE TAX-FREE MERRILL LYNCH 3-7 YEAR USA INTERMEDIATE FUND MUNICIPAL BOND INDEX AUG-95 $9,725 $10,000 AUG-96 $10,165 $10,369 AUG-97 $10,832 $11,023 AUG-98 $11,627 $11,793 AUG-99 $11,661 $12,075 AUG-00 $12,325 $12,715 AUG-01 $13,557 $13,964 AUG-02 $14,320 $14,899 AUG-03 $14,876 $15,478 AUG-04 $15,967 $16,215 AUG-05 $16,865 $16,557 Chart assumes $10,000 invested on August 31, 1995 and includes the effect of a 2.75% front-end sales charge and the reinvestment of all distributions. Performance for other Fund classes will vary due to differing charges and expenses. Returns plotted on the chart were as of the last day of each month shown. The Merrill Lynch 3-7 year Municipal Bond Index is an unmanaged index that generally tracks the performance of municipal 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. An expense limitation was in effect during the periods shown. Performance would have been lower had the expense limit not been in effect. The performance graph does not reflect the deduction of taxes the shareholder would pay on Fund distributions or redemptions of Fund shares. Past performance is not a guarantee of future results. 11 DISCLOSURE For the Period March 1, 2005 to August 31, 2005 OF FUND EXPENSES As a shareholder of a Fund, you may incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period March 1, 2005 to August 31, 2005. ACTUAL EXPENSES The first section of the tables shown, "Actual Fund Return," provides information about actual account values and actual expenses. You may use the information in this section of the table, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The second section of the tables shown, "Hypothetical 5% Return," provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The Fund's actual expenses shown in the table reflect fee waivers in effect. The expenses shown in the table assume reinvestment of all dividends and distributions. In each case, "Expenses Paid During Period" are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). DELAWARE TAX-FREE USA FUND EXPENSE ANALYSIS OF AN INVESTMENT OF $1,000 Expenses Beginning Ending Paid During Account Account Annualized Period Value Value Expense 3/1/05 to 3/1/05 8/31/05 Ratio 8/31/05 - -------------------------------------------------------------------------------- Actual Fund Return Class A $1,000.00 $1,035.00 0.87% $4.46 Class B 1,000.00 1,031.00 1.64% 8.40 Class C 1,000.00 1,031.00 1.64% 8.40 - -------------------------------------------------------------------------------- Hypothetical 5% Return (5% return before expenses) Class A $1,000.00 $1,020.82 0.87% $4.43 Class B 1,000.00 1,016.94 1.64% 8.34 Class C 1,000.00 1,016.94 1.64% 8.34 - -------------------------------------------------------------------------------- DELAWARE TAX-FREE INSURED FUND EXPENSE ANALYSIS OF AN INVESTMENT OF $1,000 Expenses Beginning Ending Paid During Account Account Annualize Period Value Value Expense 3/1/05 to 3/1/05 8/31/05 Ratio 8/31/05 - -------------------------------------------------------------------------------- Actual Fund Return Class A $1,000.00 $1,028.60 0.92% $4.70 Class B 1,000.00 1,024.60 1.69% 8.62 Class C 1,000.00 1,024.60 1.69% 8.62 - -------------------------------------------------------------------------------- Hypothetical 5% Return (5% return before expenses) Class A $1,000.00 $1,020.57 0.92% $4.69 Class B 1,000.00 1,016.69 1.69% 8.59 Class C 1,000.00 1,016.69 1.69% 8.59 - -------------------------------------------------------------------------------- 12 DELAWARE TAX-FREE USA INTERMEDIATE FUND EXPENSE ANALYSIS OF AN INVESTMENT OF $1,000 Expenses Beginning Ending Paid During Account Account Annualized Period Value Value Expense 3/1/05 to 3/1/05 8/31/05 Ratio 8/31/05 - -------------------------------------------------------------------------------- Actual Fund Return Class A $1,000.00 $1,030.50 0.82% $4.20 Class B 1,000.00 1,026.10 1.67% 8.53 Class C 1,000.00 1,026.10 1.67% 8.53 - -------------------------------------------------------------------------------- Hypothetical 5% Return (5% return before expenses) Class A $1,000.00 $1,021.07 0.82% $4.18 Class B 1,000.00 1,016.79 1.67% 8.49 Class C 1,000.00 1,016.79 1.67% 8.49 - -------------------------------------------------------------------------------- 13 SECTOR ALLOCATION As of August 31, 2005 DELAWARE NATIONAL TAX-FREE FUNDS Sector designations may be different than the sector designations presented in other Fund materials. DELAWARE TAX-FREE USA FUND PERCENTAGE SECTOR OF NET ASSETS - -------------------------------------------------------------- MUNICIPAL BONDS 96.40% - -------------------------------------------------------------- Airline Revenue Bonds 0.72% Airport Revenue Bonds 1.69% City General Obligation Bonds 3.48% Continuing Care/Retirement Revenue Bonds 1.71% Corporate-Backed Revenue Bonds 3.36% Dedicated Tax & Fees Revenue Bonds 4.24% Escrowed to Maturity Bonds 8.48% Higher Education Revenue Bonds 9.15% Hospital Revenue Bonds 12.07% Investor Owned Utilities Revenue Bonds 9.65% Miscellaneous Revenue Bonds 1.12% Multifamily Housing Revenue Bonds 0.93% Municipal Lease Revenue Bonds 5.17% Pre-Refunded Bonds 9.25% Public Power Revenue Bonds 3.38% Public Utility District Revenue Bonds 3.33% School District General Obligation Bonds 0.50% Single Family Housing Revenue Bonds 0.17% Tax Increment/Special Assessment Bonds 0.23% Territorial General Obligation Bonds 1.99% Territorial Revenue Bonds 9.69% Turnpike/Toll Road Revenue Bonds 1.92% Water & Sewer Revenue Bonds 4.17% - -------------------------------------------------------------- VARIABLE RATE DEMAND NOTES 4.07% - -------------------------------------------------------------- TOTAL MARKET VALUE OF SECURITIES 100.47% - -------------------------------------------------------------- LIABILITIES NET OF RECEIVABLES AND OTHER ASSETS (0.47)% - -------------------------------------------------------------- TOTAL NET ASSETS 100.00% - -------------------------------------------------------------- DELAWARE TAX-FREE INSURED FUND PERCENTAGE SECTOR OF NET ASSETS - -------------------------------------------------------------- MUNICIPAL BONDS 96.25% - -------------------------------------------------------------- Airport Revenue Bonds 2.61% City General Obligation Bonds 5.93% Continuing Care/Retirement Revenue Bonds 2.18% Corporate-Backed Revenue Bonds 1.30% Dedicated Tax & Fees Revenue Bonds 5.49% Escrowed to Maturity Bonds 1.88% Higher Education Revenue Bonds 14.99% Hospital Revenue Bonds 3.52% Investor Owned Utilities Revenue Bonds 7.64% Multifamily Housing Revenue Bonds 10.19% Municipal Lease Revenue Bonds 6.55% Political Subdivision General Obligation Bonds 0.99% Pre-Refunded Bonds 8.35% School District General Obligation Bonds 4.28% Single Family Housing Revenue Bonds 1.05% Territorial General Obligation Bonds 1.93% Territorial Revenue Bonds 7.58% Turnpike/Toll Road Revenue Bonds 0.87% Water & Sewer Revenue Bonds 8.92% - -------------------------------------------------------------- VARIABLE RATE DEMAND NOTES 1.63% - -------------------------------------------------------------- TOTAL MARKET VALUE OF SECURITIES 97.88% - -------------------------------------------------------------- RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES 2.12% - -------------------------------------------------------------- TOTAL NET ASSETS 100.00% - -------------------------------------------------------------- 14 SECTOR ALLOCATION As of August 31, 2005 DELAWARE NATIONAL TAX-FREE FUNDS Sector designations may be different than the sector designations presented in other Fund materials. DELAWARE TAX-FREE USA INTERMEDIATE FUND PERCENTAGE SECTOR OF NET ASSETS - -------------------------------------------------------------- MUNICIPAL BONDS 94.01% - -------------------------------------------------------------- Airport Revenue Bonds 1.50% City General Obligation Bonds 3.49% Continuing Care/Retirement Revenue Bonds 1.36% Corporate-Backed Revenue Bonds 5.85% Dedicated Tax & Fees Revenue Bonds 6.63% Escrowed to Maturity Bonds 0.21% Higher Education Revenue Bonds 15.45% Hospital Revenue Bonds 11.59% Investor Owned Utilities Revenue Bonds 6.33% Miscellaneous Revenue Bonds 2.15% Municipal Lease Revenue Bonds 3.43% Political Subdivision General Obligation Bonds 2.24% Ports & Harbors Revenue Bonds 0.37% Power Authority Revenue Bonds 1.51% Pre-Refunded Bonds 4.97% Public Power Revenue Bonds 1.59% Recreational Area Revenue Bonds 0.73% School District General Obligation Bonds 7.68% School District Revenue Bonds 0.76% State General Obligation Bonds 2.05% Tax Increment/Special Assessment Bonds 3.45% Territorial General Obligation Bonds 2.29% Territorial Revenue Bonds 4.49% Transportation Revenue Bonds 0.75% Turnpike/Toll Road Revenue Bonds 0.92% Water & Sewer Revenue Bonds 2.22% - -------------------------------------------------------------- VARIABLE RATE DEMAND NOTES 5.32% - -------------------------------------------------------------- TOTAL MARKET VALUE OF SECURITIES 99.33% - -------------------------------------------------------------- RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES 0.67% - -------------------------------------------------------------- TOTAL NET ASSETS 100.00% - -------------------------------------------------------------- 15 STATEMENTS DELAWARE TAX-FREE USA FUND OF NET ASSETS August 31, 2005 Principal Market Amount Value MUNICIPAL BONDS - 96.40% Airline Revenue Bonds - 0.72% Minneapolis/St. Paul, Minnesota Metropolitan Airports Commission Special Facilities Revenue (Northwest Airlines, Inc. Project) Series A 7.00% 4/1/25 (AMT) $1,300,000 $ 1,187,862 Tulsa, Oklahoma Municipal Airport Trust Revenue (American Airlines Corp.) 7.35% 12/1/11 2,250,000 2,252,880 ----------- 3,440,742 ----------- Airport Revenue Bonds - 1.69% Capital Trust Agency Florida Revenue (Fort Lauderdale/Cargo Acquisition Project) 5.75% 1/1/32 (AMT) 2,500,000 2,542,200 (Orlando/Cargo Project) 6.75% 1/1/32 (AMT) 2,395,000 2,431,931 Grapevine, Texas Industrial Development Corporate Revenue (Air Cargo) 6.50% 1/1/24 (AMT) 920,000 966,892 Houston, Texas Industrial Development Corporate Revenue (Air Cargo) 6.375% 1/1/23 (AMT) 2,000,000 2,087,100 ----------- 8,028,123 ----------- City General Obligation Bonds - 3.48% New York City, New York Series H 6.125% 8/1/25 4,245,000 4,511,798 Series I 5.125% 3/1/23 5,875,000 6,262,398 Series J 5.25% 6/1/28 5,400,000 5,817,690 ----------- 16,591,886 ----------- Continuing Care/Retirement Revenue Bonds - 1.71% Colorado Health Facilities Authority Revenue (Evangelical Lutheran) Series A 5.25% 6/1/34 3,000,000 3,148,440 Delaware County, Pennsylvania Industrial Development Authority Revenue Care Institute (Main Line Care Institute Project) 9.00% 8/1/31 1,777,611 1,718,719 Gainesville & Hall County, Georgia Development Authority Revenue (Lanier Village Estates Project) Series C 7.25% 11/15/29 1,000,000 1,115,810 Lucas County, Ohio Health Care Facility Revenue (Sunset Retirement Communities) Series A 6.625% 8/15/30 2,000,000 2,172,740 ----------- 8,155,709 ----------- Corporate-Backed Revenue Bonds - 3.36% Alliance, Texas Airport Authority Special Facilities Revenue (Federal Express Corp. Project) 6.375% 4/1/21 (AMT) 2,000,000 2,079,660 Cloquet, Minnesota Pollution Control Revenue (Potlatch Corp.) 5.90% 10/1/26 1,695,000 1,721,086 ++Columbus, Kansas Industrial Revenue (ACE Electrical Acquisition) 7.00% 8/1/17 (AMT) 800,000 228,000 Principal Market Amount Value MUNICIPAL BONDS (continued) Corporate-Backed Revenue Bonds (continued) Indianapolis, Indiana Airport Authority Revenue (Federal Express Corp. Project) 5.10% 1/15/17 (AMT) $2,000,000 $ 2,120,260 Phenix City, Alabama Industrial Development Board Environmental Improvement Revenue (Mead Westvaco Corporation Project) Series A 6.35% 5/15/35 (AMT) 3,000,000 3,260,430 Puerto Rico Industrial, Medical & Environmental Pollution Control Facilities Financing Authority Revenue (PepsiCo, Inc. Project) 6.25% 11/15/13 1,250,000 1,303,338 Richmond County, Georgia Development Authority Environmental Improvement Revenue (International Paper Co.) Series B 5.95% 11/15/25 (AMT) 5,000,000 5,299,800 ----------- 16,012,574 ----------- Dedicated Tax & Fees Revenue Bonds - 4.24% Bi-State Development Agency Missouri, Illinois Metropolitan District (Metrolink Cross County Project) Series B 5.00% 10/1/32 (FSA) 1,000,000 1,058,180 Massachusetts School Building Authority (Ax Revser) Series A 5.00% 8/15/30 (FSA) 10,000,000 10,716,800 New Jersey Economic Development Authority (Cigarette Tax) 5.75% 6/15/34 2,000,000 2,151,860 New York City, New York Transitional Finance Authority Series D 5.00% 2/1/31 5,000,000 5,267,150 Truth or Consequences, New Mexico Gross Receipts Tax Revenue 6.30% 7/1/16 1,000,000 1,019,300 ----------- 20,213,290 ----------- Escrowed to Maturity Bonds - 8.48% Louisiana Public Facilities Authority Hospital Revenue (Southern Baptist Hospital, Inc.) 8.00% 5/15/12 5,555,000 6,476,408 New Jersey State Highway Authority Garden State Parkway General Revenue (Senior Parkway) (FGIC) 5.50% 1/1/14 5,000,000 5,715,200 5.50% 1/1/15 7,310,000 8,405,477 Oklahoma State Turnpike Authority Revenue (First Senior) 6.00% 1/1/22 13,535,000 16,953,399 Virgin Islands Public Finance Authority Revenue Series A 7.30% 10/1/18 2,200,000 2,833,490 ----------- 40,383,974 ----------- 16 STATEMENTS DELAWARE TAX-FREE USA FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) Higher Education Revenue Bonds - 9.15% Chattanooga Tennessee Health Educational & Housing Facilities Board Revenue Series A 5.125% 10/1/35 $3,500,000 $ 3,535,560 Illinois Educational Facilities Authority Student Housing Revenue (Educational Advancement Fund- University Center Project) 6.25% 5/1/30 5,000,000 5,420,200 Maryland State Economic Development Corporation, Student Housing Revenue (University of Maryland College Park Project) 5.625% 6/1/35 1,125,000 1,192,601 Massachusetts State Health & Educational Facilities Authority Revenue (Nichols College Project) Series C 6.00% 10/1/17 1,000,000 1,071,430 6.125% 10/1/29 1,000,000 1,064,460 Milledgeville-Baldwin County, Georgia Development Authority Revenue (Georgia College & State University Foundation) 6.00% 9/1/33 1,000,000 1,092,630 New Hampshire Higher Educational & Health Facilities Authority Revenue (New Hampton School Issue) 5.375% 10/1/28 3,070,000 3,025,946 New Jersey State Educational Facilities Authority Revenue (Stevens Institute of Technology) Series B 5.25% 7/1/24 2,085,000 2,204,825 &New York State Dormitory Authority Revenues (Drivers-107) Inverse Floater 6.465% 5/15/15 (MBIA) 20,000,000 23,918,200 Vermont University & State Agriculture College 5.125% 10/1/37 (AMBAC) 1,000,000 1,060,090 ----------- 43,585,942 ----------- Hospital Revenue Bonds - 12.07% Akron Bath Copley, Ohio Joint Township Hospital District Revenue (Summa Health System) Series A 5.25% 11/15/31 (RADIAN) 3,000,000 3,184,110 Cando, North Dakota Nursing Facility Revenue (Towner County Medical Center Project) 7.125% 8/1/22 1,000,000 1,011,810 Chatham County, Georgia Hospital Authority Revenue (Memorial Health Medical Center) Series A 6.125% 1/1/24 1,000,000 1,099,650 Cuyahoga County, Ohio Revenue (Cleveland Clinic Health Systems) Series A 5.50% 1/1/29 7,500,000 8,064,300 Duluth Economic Development Authority Health Care Facilities Revenue (Benedictine Health System - St. Mary's Hospital) 5.25% 2/15/33 5,825,000 6,123,007 Principal Market Amount Value MUNICIPAL BONDS (continued) Hospital Revenue Bonds (continued) Florence County, South Carolina Hospital Revenue (McLeod Regional Medical Center Project) Series A 5.25% 11/1/27 (FSA) $2,355,000 $ 2,558,189 Henrico County, Virginia Economic Development Authority Revenue (Bon Secours Health System, Inc.) Series A 5.60% 11/15/30 3,140,000 3,344,571 Illinois Health Facilities Authority Revenue (Elmhurst Memorial Health Care Project) 5.625% 1/1/28 2,000,000 2,141,020 Louisiana Public Facilities Authority Revenue (Ochsner Clinic Foundation Project) Series B 5.50% 5/15/32 1,500,000 1,558,530 Maryland State Health & Higher Educational Facilities Authority Revenue (Union Hospital Cecil County Issue) 5.00% 7/1/40 2,345,000 2,420,063 Michigan State Hospital Finance Authority Revenue (Ascension Health Credit Group) Series B 5.25% 11/15/26 3,500,000 3,718,925 (Oakwood Obligation Group) Series A 5.75% 4/1/32 2,500,000 2,688,000 (Trinity Health Credit) Series C 5.375% 12/1/30 6,000,000 6,380,400 Multnomah County, Oregon Hospital Facilities Authority Revenue (Providence Health System) 5.25% 10/1/22 3,000,000 3,278,370 New York State Dormitory Authority (Catholic Health Services of Long Island- St. Francis Hospital Project) 5.10% 7/1/34 2,500,000 2,584,600 North Carolina Medical Care Commission Hospital Revenue (Northeast Medical Center Project) 5.125% 11/1/34 1,250,000 1,320,963 Prince William County, Virginia Industrial Development Authority Hospital Revenue (Potomac Hospital Corp.) 5.35% 10/1/36 1,750,000 1,864,328 South Miami, Florida Health Facilities Authority Hospital Revenue (Baptist Health South Florida Group) 5.25% 11/15/33 4,000,000 4,198,840 ----------- 57,539,676 ----------- Investor Owned Utilities Revenue Bonds - 9.65% Brazos, Texas River Authority Pollution Revenue (TXU Energy Co. Project) Series B 6.30% 7/1/32 (AMT) 3,500,000 3,797,640 Clark County, Nevada Industrial Development Revenue (Nevada Power Co. Project) Series C 7.20% 10/1/22 8,000,000 8,127,198 17 STATEMENTS DELAWARE TAX-FREE USA FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) Investor Owned Utilities Revenue Bonds (continued) Midland County, Michigan Economic Development Subordinate Limited Obligation (Midland Congeneration Project) Series A 6.875% 7/23/09 (AMT) $3,050,000 $ 3,206,008 Mississippi Business Finance Corporation Pollution Control Revenue (System Energy Resources, Inc. Project) 5.90% 5/1/22 3,000,000 3,084,480 Pennsylvania Economic Development Financing (Reliant Energy) Series B 6.75% 12/1/36 (AMT) 3,250,000 3,508,310 Petersburg, Indiana Pollution Control Revenue (Indianapolis Power & Light Co. Project) 6.375% 11/1/29 (AMT) 4,250,000 4,555,703 6.625% 12/1/24 4,500,000 4,600,845 Port Morrow, Oregon Pollution Control Revenue (Portland General Electric Co.) Series A 5.20% 5/1/33 2,000,000 2,089,520 Sabine, Texas River Authority Pollution Control Revenue (Southwestern Electric Power Co.) 6.10% 4/1/18 (MBIA) 4,000,000 4,145,760 Suffolk County, New York Industrial Agency Development Revenue (Keyspan-Port Jefferson Project) 5.25% 6/1/27 (AMT) 3,500,000 3,667,790 Sweetwater County, Wyoming Pollution Control Revenue (Idaho Power Co. Project) Series A 6.05% 7/15/26 5,000,000 5,190,600 ----------- 45,973,854 ----------- Miscellaneous Revenue Bonds - 1.12% Middlesex County, New Jersey Improvement Authority Senior Revenue (Heldrich Center Hotel/ Conference Project) Series A 5.00% 1/1/32 1,500,000 1,508,235 5.125% 1/1/37 1,500,000 1,513,740 Wisconsin Center District Tax Revenue (Junior Dedicated) 5.25% 12/15/23 (FSA) 2,000,000 2,326,240 ----------- 5,348,215 ----------- Multifamily Housing Revenue Bonds - 0.93% Milwaukee, Wisconsin Redevelopment Authority Multifamily Revenue (City Hall Square) 6.30% 8/1/38 (FHA) (AMT) 1,455,000 1,545,254 North Dakota State Housing Finance Agency Multifamily Revenue Series A 6.15% 12/1/17 (FNMA) 1,300,000 1,330,758 Waukesha, Wisconsin Housing Authority (Westgrove Woods) Series A 6.00% 12/1/31 (GNMA) (AMT) 1,500,000 1,547,415 ----------- 4,423,427 ----------- Principal Market Amount Value MUNICIPAL BONDS (continued) Municipal Lease Revenue Bonds - 5.17% Alexandria, Virginia Industrial Development Authority Revenue (Institute for Defense Analyses) Series A 5.90% 10/1/30 (AMBAC) $5,000,000 $ 5,618,500 California State Public Works Board (Department of General Services-Butterfield) Series A 5.25% 6/1/30 2,750,000 2,972,035 Golden State, California Tobacco Securitization Corporation Settlement Revenue Series A 5.00% 6/1/45 (AMBAC) 10,000,000 10,434,600 Linn County, Kansas Certificates of Participation 7.25% 3/1/13 (AMT) 350,000 333,907 Missouri State Development Finance Board Infrastructure Facilities Revenue (Branson Landing Project) Series A 5.25% 12/1/19 1,000,000 1,061,860 5.50% 12/1/24 980,000 1,047,973 5.625% 12/1/28 2,930,000 3,146,498 ----------- 24,615,373 ----------- ss.Pre-Refunded Bonds - 9.25% Cudahy, Wisconsin Community Development Authority Lease Revenue 6.00% 6/1/11-06 1,000,000 1,023,420 Golden State, California Tobacco Securitization Corporation Settlement Revenue Series B 5.50% 6/1/43-13 7,500,000 8,519,850 5.625% 6/1/38-13 7,500,000 8,583,074 Michigan State Hospital Finance Authority Revenue (Genesys Health Systems) Series A 7.50% 10/1/27-05 8,130,000 8,161,544 8.125% 10/1/21-05 4,000,000 4,097,200 Mississippi Development Bank Special Obligation (Madison County Hospital Project) 6.30% 7/1/22-09 2,070,000 2,337,527 New York City, New York Series H 6.125% 8/1/25-07 755,000 808,401 Payne County, Oklahoma Economic Development Authority Student Housing Revenue (Collegiate Housing Foundation-Oklahoma State University) Series A 6.375% 6/1/30-11 4,000,000 4,623,760 Puerto Rico Commonwealth Public Improvement Series A 5.125% 7/1/31-11 3,495,000 3,849,288 5.375% 7/1/21-07 (MBIA) 50,000 52,954 Southeast Wisconsin Professional Baseball Park District Sales Tax Revenue 5.80% 12/15/26-07 (MBIA) 1,000,000 1,051,950 Wisconsin Housing & Economic Developing Authority Revenue 6.10% 6/1/21-17 (FHA) 835,000 948,877 ----------- 44,057,845 ----------- 18 STATEMENTS DELAWARE TAX-FREE USA FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) Public Power Revenue Bonds - 3.38% Salt River Project Arizona Agriculture Improvement & Power District Electric Revsalt River Project Series A 5.00% 1/1/35 $15,000,000 $ 16,107,450 ----------- 16,107,450 ----------- Public Utility District Revenue Bonds - 3.33% Chelan County, Washington Public Utilities District #001 Consolidated Revenue (Chelan Hydro System) Series A 5.45% 7/1/37 (AMBAC) (AMT) 5,000,000 5,333,950 Richmond, Virginia Public Utilities Revenue 5.00% 1/15/27 (FSA) 10,000,000 10,531,300 ----------- 15,865,250 ----------- School District General Obligation Bonds - 0.50% Lewisville, Texas Independent School District Permanent School Fund 6.15% 8/15/21 2,160,000 2,382,286 ----------- 2,382,286 ----------- Single Family Housing Revenue Bonds - 0.17% New Mexico Mortgage Finance Authority Series B Class III 6.75% 7/1/25 (GNMA) (FNMA) 310,000 313,896 Series E 6.95% 1/1/26 (GNMA) (FNMA) 265,000 275,873 Santa Fe, New Mexico Single Family Mortgage Revenue Series B -1 6.20% 11/1/16 (GNMA) (FNMA) (AMT) 215,000 215,858 Utah State Housing Finance Agency Single Family Mortgage Series A-2 7.20% 1/1/27 (FHA) (VA) (AMT) 20,000 20,431 ----------- 826,058 ----------- Tax Increment/Special Assessment Bonds - 0.23% Midtown Miami, Florida Community Development District Special Assessment Revenue (Infrastructure Project) Series B 6.50% 5/1/37 1,000,000 1,074,170 ----------- 1,074,170 ----------- Territorial General Obligation Bonds - 1.99% Puerto Rico Commonwealth Public Improvement Series A 5.50% 7/1/19 (MBIA) 8,000,000 9,485,520 ----------- 9,485,520 ----------- Territorial Revenue Bonds - 9.69% Puerto Rico Commonwealth Highway & Transportation Authority Revenue Series G 5.00% 7/1/42 6,750,000 7,063,335 Puerto Rico Commonwealth Industrial Development Company General Purpose Revenues Series B 5.375% 7/1/16 1,000,000 1,056,880 Puerto Rico Commonwealth Infrastructure Financing Authority Tax Revser B 5.00% 7/1/41 8,000,000 8,436,240 Principal Market Amount Value MUNICIPAL BONDS (continued) Territorial Revenue Bonds (continued) Puerto Rico Commonwealth Public Improvement Series A 5.125% 7/1/31 $ 6,880,000 $ 7,209,483 Puerto Rico Electric Power Authority Power Revenue Series II 5.25% 7/1/31 6,000,000 6,448,980 Puerto Rico Housing, Bank & Finance Agency Single Family Mortgage Revenue 6.25% 4/1/29 (GNMA) (FNMA) (FHLMC) (AMT) 1,240,000 1,268,867 Puerto Rico Industrial, Tourist, Educational, Medical & Environmental Control Facilities (Hospital Auxilio Mutuo Obligated Group) Series A 6.25% 7/1/24 (MBIA) 1,200,000 1,220,424 Puerto Rico Public Buildings Authority Revenue (Government Facilities) Series I 5.25% 7/1/33 12,000,000 12,948,720 Virgin Islands Water & Power Authority Water System Revenue 5.50% 7/1/17 510,000 526,422 ------------ 46,179,351 ------------ Turnpike/Toll Road Revenue Bonds - 1.92% Ohio State Turnpike Commission Revenue Series A (FGIC) 5.50% 2/15/24 5,000,000 6,012,350 5.50% 2/15/26 2,590,000 3,135,325 ------------ 9,147,675 ------------ Water & Sewer Revenue Bonds - 4.17% Augusta, Georgia Water & Sewer Revenue 5.25% 10/1/34 (FSA) 3,375,000 3,692,216 New York City, New York Municipal Water Finance Authority Water & Sewer System Revenue Series A 5.125% 6/15/34 12,125,000 12,927,433 West Virginia State Water Development Authority Revenue (Loan Program III) Series A 6.375% 7/1/39 (AMBAC) (AMT) 2,890,000 3,249,892 ----------- 19,869,541 ----------- TOTAL MUNICIPAL BONDS (cost $422,484,365) 459,307,931 ----------- oVARIABLE RATE DEMAND NOTES - 4.07% Chester County, Pennsylvania Industrial Development Authority Revenue (Archdiocese of Philadelphia) 2.30% 7/1/31 6,000,000 6,000,000 Pennsylvania Turnpike Commission Series Q - Pennsylvania 2.30% 6/1/27 4,400,000 4,400,000 Philadelphia, Pennsylvania Authority for Industrial Development Revenues (Newcourtland Elder Services Project) 2.30% 3/1/27 (LOC PNC Bank) 9,000,000 9,000,000 ----------- TOTAL VARIABLE RATE DEMAND NOTES (cost $19,400,000) 19,400,000 ----------- 19 STATEMENTS DELAWARE TAX-FREE USA FUND OF NET ASSETS (CONTINUED) TOTAL MARKET VALUE OF SECURITIES - 100.47% (cost $441,884,365) $478,707,931 LIABILITIES NET OF RECEIVABLES AND OTHER ASSETS - (0.47%) (2,256,224) ------------ NET ASSETS APPLICABLE TO 40,516,197 SHARES OUTSTANDING - 100.00% $476,451,707 ============ Net Asset Value - Delaware Tax-Free USA Fund Class A ($453,981,245 / 38,605,351 Shares) $11.76 ------ Net Asset Value - Delaware Tax-Free USA Fund Class B ($16,506,973 / 1,403,728 Shares) $11.76 ------ Net Asset Value - Delaware Tax-Free USA Fund Class C ($5,963,489 / 507,118 Shares) $11.76 ------ COMPONENTS OF NET ASSETS AT AUGUST 31, 2005: Shares of beneficial interest (unlimited authorization - no par) $447,927,164 Distributions in excess of net investment income (12,071) Accumulated net realized loss on investments (8,286,952) Net unrealized appreciation of investments 36,823,566 ------------ Total net assets $476,451,707 ============ SUMMARY OF ABBREVIATIONS: AMBAC - Insured by the AMBAC Assurance Corporation AMT - Subject to Alternative Minimum Tax FGIC - Insured by the Financial Guaranty Insurance Company FHA - Insured by the Federal Housing Administration FHLMC - Insured by the Federal Home Loan Mortgage Corporation FNMA - Insured by Federal National Mortgage Association FSA - Insured by Financial Security Assurance GNMA - Insured by Government National Mortgage Association LOC - Letter of Credit MBIA - Insured by the Municipal Bond Insurance Association RADIAN - Insured by Radian Asset Assurance VA - Insured by the Veterans Administration ss.Pre-Refunded Bonds are municipals that are generally backed or secured by U.S. Treasury bonds. For Pre-Refunded Bonds, the stated maturity is followed by the year in which the bond is pre-refunded. See Note 8 in "Notes to Financial Statements." o Variable rate notes. The interest rate shown is the rate as of August 31, 2005. & An inverse floater bond is a type of bond with variable or floating interest rates that move in the opposite direction of short-term interest rates. Interest rate disclosed is in effect as of August 31, 2005. See Note 7 in "Notes to Financial Statements." ++ Non-income producing security. Security is currently in default. NET ASSET VALUE AND OFFERING PRICE PER SHARE - DELAWARE TAX-FREE USA FUND Net asset value Class A (A) $11.76 Sales charge (4.50% of offering price) (B) 0.55 ------ Offering price $12.31 ====== (A) Net asset value per share, as illustrated, is the 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 20 STATEMENTS DELAWARE TAX-FREE INSURED FUND OF NET ASSETS (CONTINUED) August 31, 2005 Principal Market Amount Value MUNICIPAL BONDS - 96.25% Airport Revenue Bonds - 2.61% Dallas-Fort Worth, Texas International Airport Revenue Series A 5.50% 11/1/31 (FGIC) (AMT) $1,500,000 $ 1,602,780 ----------- 1,602,780 ----------- City General Obligation Bonds - 5.93% Melrose Park, Illinois Tax Increment Series B 6.00% 12/15/19 (FSA) 1,250,000 1,410,225 Powell, Ohio 5.50% 12/1/32 (FGIC) 2,000,000 2,229,660 ----------- 3,639,885 ----------- Continuing Care/Retirement Revenue Bonds - 2.18% Colorado Health Facilities Authority Revenue (Evangelical Lutheran) Series A 5.25% 6/1/34 1,275,000 1,338,087 ----------- 1,338,087 ----------- Corporate-Backed Revenue Bonds - 1.30% Indianapolis, Indiana Airport Authority Revenue (Federal Express Corp. Project) 5.10% 1/15/17 (AMT) 750,000 795,098 ----------- 795,098 ----------- Dedicated Tax & Fees Revenue Bonds - 5.49% New Jersey Economic Development Authority (Cigarette Tax) 5.50% 6/15/31 1,000,000 1,058,090 New York State Sales Tax Asset Receivables Series A 5.25% 10/15/27 (AMBAC) 1,000,000 1,103,150 Tampa, Florida Sports Authority Revenue (Tampa Bay Arena Project) Sales Tax 5.75% 10/1/20 (MBIA) 1,000,000 1,210,050 ----------- 3,371,290 ----------- Escrowed to Maturity Bonds - 1.88% New Jersey State Highway Authority Garden State Parkway General Revenue 5.50% 1/1/16 (FGIC) 1,000,000 1,154,750 ----------- 1,154,750 ----------- Higher Education Revenue Bonds - 14.99% Amherst, New York Industrial Development Agency Civic Facilities Revenue (UBF Faculty Student Housing) Series A 5.75% 8/1/30 (AMBAC) 1,300,000 1,459,860 Illinois Educational Facilities Authority Student Housing Revenue (Educational Advancement Funding - University Center Project) 6.25% 5/1/34 1,000,000 1,031,210 Massachusetts State Development Finance Agency Revenue (Massachusetts College of Pharmacy Project) Series C 5.75% 7/1/33 500,000 535,695 Massachusetts State Industrial Finance Agency Revenue Higher Education (Clark University Project) 6.10% 7/1/16 1,250,000 1,296,988 New York State Dormitory Authority Revenue (Fashion Institute Student Housing Corp.) 5.00% 7/1/13 (FGIC) 1,000,000 1,104,470 Principal Market Amount Value MUNICIPAL BONDS (continued) Higher Education Revenue Bonds (continued) Oregon State Facilities Authority Revenue (College Independent Student Housing Project) Series A 5.25% 7/1/30 (XLCA) $1,000,000 $ 1,088,440 Pennsylvania State Higher Educational Facilities Authority Revenue (Widener University) 5.375% 7/15/29 1,000,000 1,057,070 University Massachusetts Building Authority Revenue (Refunding-Senior) Series 2 5.00% 11/1/25 (AMBAC) 1,000,000 1,082,370 University of Central Florida Athletics Association Certificates of Participation Series A 5.25% 10/1/34 (FGIC) 500,000 543,420 ----------- 9,199,523 ----------- Hospital Revenue Bonds - 3.52% Florence County, South Carolina Hospital Revenue (McLeod Regional Medical Center Project) Series A 5.25% 11/1/27 (FSA) 1,000,000 1,086,280 Knox County, Tennessee Health Educational & Housing Facilities Board Hospital Revenue (East Tennessee Hospital Project) Series B 5.75% 7/1/33 1,000,000 1,075,190 ----------- 2,161,470 ----------- Investor Owned Utilities Revenue Bonds - 7.64% Mason County, West Virginia Pollution Control Revenue (Appalachian Power Co. Project) Series K 6.05% 12/1/24 (AMBAC) 3,000,000 3,351,840 Petersburg, Indiana Pollution Control Revenue (Indianapolis Power & Light Co. Project) 6.375% 11/1/29 (AMT) 750,000 803,948 South Carolina Jobs Economic Development Authority Industrial Revenue (South Carolina Electric & Gas Co. Project) Series B 5.45% 11/1/32 (AMBAC) (AMT) 500,000 537,630 ----------- 4,693,418 ----------- Multifamily Housing Revenue Bonds - 10.19% Franklin County, Ohio Multi Family Revenue (Alger Green) Series A 5.80% 5/20/44 (GNMA) (AMT) 1,150,000 1,220,702 Illinois Development Finance Authority Revenue (Section 8) Series A 5.80% 7/1/28 (FHA) (MBIA) 2,790,000 2,899,758 Illinois Housing Development Authority Multi Family Revenue (Crystal Lake Preservation) Series A-1 5.80% 12/20/41 (GNMA) 2,000,000 2,133,140 ----------- 6,253,600 ----------- 21 STATEMENTS DELAWARE TAX-FREE INSURED FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) Municipal Lease Revenue Bonds - 6.55% Alexandria, Virginia Industrial Development Authority Revenue (Institute for Defense Analyses) Series A 5.90% 10/1/30 (AMBAC) $1,000,000 $ 1,123,700 Golden State, California Tobacco Securitization Corporation Settlement Revenue Series 2005A 5.00% 6/1/21 (AMBAC) 1,000,000 1,061,140 Loudoun County, Virginia Industrial Development Authority Public Safety Facility Lease Revenue Series A 5.25% 12/15/23 (FSA) 700,000 769,979 Missouri State Development Finance Board Infrastructure Facilities Revenue (Branson Landing Project) Series A 5.50% 12/1/24 1,000,000 1,069,360 ----------- 4,024,179 ----------- Political Subdivision General Obligation Bonds - 0.99% St. Clair County, Michigan 5.00% 4/1/21 (AMBAC) 565,000 609,737 ----------- 609,737 ----------- ss.Pre-Refunded Bonds - 8.35% Golden State, California Tobacco Securitization Corporation Settlement Revenue Series B 5.50% 6/1/43-13 1,000,000 1,135,980 Jackson, Ohio Local School District (Stark & Summit Counties) School Facilities Construction & Improvement 5.625% 12/1/25-10 (FSA) 1,000,000 1,100,540 Michigan State Hospital Finance Authority Revenue (Genesys Health Systems) Series A 7.50% 10/1/27-05 1,500,000 1,505,820 Vancouver, Washington Limited Tax 5.50% 12/1/25-10 (AMBAC) 1,250,000 1,386,075 ----------- 5,128,415 ----------- School District General Obligation Bonds - 4.28% Kenowa Hills, Michigan Public Schools Refunding 5.00% 5/1/25 (FGIC) 490,000 528,328 Pomona, California United School District Series A 6.55% 8/1/29 (MBIA) 1,000,000 1,342,280 South Redford, Michigan School District 5.00% 5/1/21 (FGIC) 700,000 758,548 ----------- 2,629,156 ----------- Single Family Housing Revenue Bonds - 1.05% New Mexico Mortgage Finance Authority Single Family Mortgage Program Series C 6.20% 7/1/26 (GNMA) (FNMA) 630,000 643,362 ----------- 643,362 ----------- Territorial General Obligation Bonds - 1.93% Puerto Rico Commonwealth Public Improvement Series A 5.50% 7/1/19 (MBIA) 1,000,000 1,185,690 ----------- 1,185,690 ----------- Principal Market Amount Value MUNICIPAL BONDS (continued) Territorial Revenue Bonds - 7.58% Puerto Rico Commonwealth Highway & Transportation Authority Revenue Series E 5.50% 7/1/19 (FSA) $3,000,000 $ 3,557,070 Puerto Rico Public Buildings Authority Revenue (Government Facilities) Series J 5.00% 7/1/36 (AMBAC) 1,000,000 1,095,190 ----------- 4,652,260 ----------- Turnpike/Toll Road Revenue Bonds - 0.87% Pennsylvania State Turnpike Commission Series A 5.00% 12/1/34 (AMBAC) 500,000 533,330 ----------- 533,330 ----------- Water & Sewer Revenue Bonds - 8.92% Atlanta, Georgia Water & Waste Water Revenue 5.00% 11/1/18 (FSA) 1,000,000 1,090,080 Augusta, Georgia Water & Sewer Revenue 5.25% 10/1/34 (FSA) 1,000,000 1,093,990 Clovis, California Public Financing Authority Wastewater Revenue 5.25% 8/1/30 (MBIA) 1,000,000 1,097,600 Fulton County, Georgia Water & Sewer Revenue 5.25% 1/1/35 (FGIC) 1,000,000 1,088,900 Green Bay, Wisconsin Water Systems Revenue Refunding and Improvements Bonds 5.25% 11/1/22 (FSA) 1,000,000 1,105,180 ----------- 5,475,750 ----------- TOTAL MUNICIPAL BONDS (cost $54,980,051) 59,091,780 ----------- oVARIABLE RATE DEMAND NOTES - 1.63% Philadelphia, Pennsylvania Authority for Industrial Development Revenue (Newcourtland Elder Services Project) 2.30% 3/1/27 1,000,000 1,000,000 ----------- TOTAL VARIABLE RATE DEMAND NOTES (cost $1,000,000) 1,000,000 ----------- TOTAL MARKET VALUE OF SECURITIES - 97.88% (cost $55,980,051) 60,091,780 RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES - 2.12% 1,303,118 ----------- NET ASSETS APPLICABLE TO 5,444,317 SHARES OUTSTANDING - 100.00% $61,394,898 =========== Net Asset Value - Delaware Tax-Free Insured Fund Class A ($52,291,484 / 4,637,117 Shares) $11.28 ------ Net Asset Value - Delaware Tax-Free Insured Fund Class B ($6,140,888 / 544,550 Shares) $11.28 ------ Net Asset Value - Delaware Tax-Free Insured Fund Class C ($2,962,526 / 262,650 Shares) $11.28 ------ 22 STATEMENTS DELAWARE TAX-FREE USA FUND OF NET ASSETS (CONTINUED) COMPONENTS OF NET ASSETS AT AUGUST 31, 2005: Shares of beneficial interest (unlimited authorization - no par) $56,575,484 Distributions in excess of net investment income (1,790) Accumulated net realized gain on investments 709,475 Net unrealized appreciation of investments 4,111,729 ----------- Total net assets $61,394,898 =========== ss.Pre-Refunded Bonds are municipals that are generally backed or secured by U.S. Treasury bonds. For Pre-Refunded Bonds, the stated maturity is followed by the year in which the bond is pre-refunded. See Note 8 in "Notes to Financials." oVariable rate notes. The interest rate shown is the rate as of August 31, 2005. SUMMARY OF ABBREVIATIONS: AMBAC - Insured by the AMBAC Assurance Corporation AMT - Subject to Alternative Minimum Tax FGIC - Insured by the Financial Guaranty Insurance Company FHA - Insured by the Federal Housing Administration FNMA - Insured by Federal National Mortgage Association FSA - Insured by Financial Security Assurance GNMA - Insured by Government National Mortgage Association MBIA - Insured by the Municipal Bond Insurance Association XLCA - Insured by XL Capital Assurance NET ASSET VALUE AND OFFERING PRICE PER SHARE - DELAWARE TAX-FREE INSURED FUND Net asset value Class A (A) $11.28 Sales charge (4.50% of offering price) (B) 0.53 ------ Offering price $11.81 ====== (A) Net asset value per share, as illustrated, is the 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 23 STATEMENTS DELAWARE TAX-FREE USA INTERMEDIATE FUND OF NET ASSETS (CONTINUED) August 31, 2005 Principal Market Amount Value MUNICIPAL BONDS - 94.01% Airport Revenue Bonds - 1.50% Chicago, Illinois O' Hare International Airport Revenue General-Airport-Third Lein Series A-2 5.75% 1/1/20 (FSA) (AMT) $1,000,000 $ 1,124,050 Metropolitan, Washington D.C. Airport Authority Systems Series A 5.50% 10/1/19 (FGIC) (AMT) 1,000,000 1,101,610 ----------- 2,225,660 ----------- City General Obligation Bonds - 3.49% Cleveland, Ohio 5.25% 12/1/23 (AMBAC) 1,185,000 1,314,473 New York City, New York Series G 5.25% 8/1/15 1,000,000 1,100,780 Series J 5.50% 6/1/23 1,000,000 1,099,400 Powell, Ohio 5.50% 12/1/25 (FGIC) 1,500,000 1,672,245 ----------- 5,186,898 ----------- Continuing Care/Retirement Revenue Bonds - 1.36% Apple Valley, Minnesota Economic Development Authority Health Care Revenue (Evercare Senior Living LLC Projects) Series A 6.00% 12/1/25 1,000,000 1,002,340 Winchester, Virginia Industrial Development Authority Residential Care Facilities Revenue (Canterbury) Series A 5.20% 1/1/27 1,000,000 1,014,700 ----------- 2,017,040 ----------- Corporate-Backed Revenue Bonds - 5.85% Alliance, Texas Airport Authority Special Facilities Revenue (Federal Express Corp. Project) 6.375% 4/1/21 (AMT) 1,000,000 1,039,830 Cartersville, Georgia Development Authority Waste & Wastewater Facilities Revenue (Anheuser Busch Project) 5.10% 2/1/12 (AMT) 450,000 484,880 Dutchess County, New York Industrial Development Agency Amount 5.45% 12/1/29 (AMT) 1,500,000 1,618,739 Indianapolis, Indiana Airport Authority Revenue (Federal Express Corp. Project) 5.10% 1/15/17 (AMT) 750,000 795,098 Michigan State Strategic Funding Limited Obligation Revenue (Detroit Edison Co. Project) Series A 5.50% 6/1/30 (XLCA) (AMT) 1,000,000 1,087,970 Ohio State Air Quality Development Authority Revenue Environmental Improvement (USX Project) 5.00% 11/1/15 1,000,000 1,071,560 Prattville, Alabama Industrial Development Board Environmental Improvement Revenue (International Paper Co. Project) Series A 6.70% 3/1/24 (AMT) 1,000,000 1,091,570 Principal Market Amount Value MUNICIPAL BONDS (continued) Corporate-Backed Revenue Bonds (continued) Sugar Creek, Missouri Industrial Development Revenue (Lafarge North America) Series A 5.65% 6/1/37 (AMT) $ 500,000 $ 524,025 Toledo, Lucas County, Ohio Port Authority Development Revenue (Northwest Ohio Bond Fund - Alex Products, Inc.) Series B 6.125% 11/15/09 (AMT) 905,000 982,052 ----------- 8,695,724 ----------- Dedicated Tax & Fees Revenue Bonds - 6.63% Casa Grande, Arizona Excise Tax Revenue 5.00% 4/1/22 (AMBAC) 1,600,000 1,727,888 New Jersey Economic Development Authority (Cigarette Tax) 5.50% 6/15/31 1,000,000 1,058,090 New York City, Transitional Finance Authority Revenue Refunding - Future Tax Secured Series A 5.50% 11/1/26 1,000,000 1,107,350 New York State Sales Tax Asset Receivables Series A 5.25% 10/15/27 (AMBAC) 1,000,000 1,103,150 New York State Thruway Authority Highway & Bridge (Gen-Second) Series B 5.00% 4/1/19 (AMBAC) 1,500,000 1,648,905 Wyandotte County, Kansa City Kansas Unified Government Special Obligation Revenue Refunding-SaleTax-2ND Lien-Area B 5.00% 12/1/20 1,500,000 1,546,635 Wyoming State Loan & Investment Facilities Revenue 5.00% 10/1/24 1,550,000 1,656,671 ----------- 9,848,689 ----------- Escrowed to Maturity Bonds - 0.21% Metropolitan Pier & Exposition Authority Illinois Hospitality Facilities (McCormick Place Convention Center) 5.75% 7/1/06 110,000 112,242 Southcentral, Pennsylvania General Authority Revenue (Wellspan Health Obligated Project) 5.625% 5/15/26 180,000 199,582 ----------- 311,824 ----------- Higher Education Revenue Bonds - 15.45% Allegheny County, Pennsylvania Higher Education Building Authority University Revenue (Duquesne University) Series A 5.00% 3/1/16 (FGIC) 1,000,000 1,095,220 Chattanooga, Tennessee Health Educational & Housing Facilities Board Revenue (CDFI Phase I, LLC Project) Series B 5.50% 10/1/20 1,300,000 1,315,235 Fulton County, Georgia Development Authority Revenue (Molecular Science Building Project) 5.25% 5/1/21 (MBIA) 1,000,000 1,105,780 24 STATEMENTS DELAWARE TAX-FREE USA INTERMEDIATE FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) Higher Education Revenue Bonds (continued) Illinois Educational Facilities Authority Student Housing Revenue (Educational Advancement-University Center Project) 6.00% 5/1/22 $ 750,000 $ 812,708 Indiana State Educational Facilities Authority Revenue 5.00% 10/1/34 500,000 511,745 Massachusetts State Health & Educational Facilities Authority Revenue (Nichols College Issue) Series C 6.125% 10/1/29 1,000,000 1,064,460 Michigan Higher Education Facilities Authority Revenue (Kalamazoo College Project) 5.50% 12/1/19 500,000 545,120 New Jersey State Educational Facilities Authority Revenue (Georgian Court College Project) Series C 6.50% 7/1/33 500,000 570,145 New York State Dormitory Authority Revenue (Brooklyn Law School) Series A 5.50% 7/1/18 (RADIAN) 1,000,000 1,109,540 (Fashion Institute Student Housing Corp.) 5.00% 7/1/13 (FGIC) 1,000,000 1,104,470 (Long Island University) Series B 5.50% 9/1/20 (RADIAN) 1,000,000 1,093,240 Ohio State Higher Educational Facility Revenue (John Carroll University) 5.50% 11/15/18 335,000 373,803 o(Kenyon College Project) 4.70% 7/1/37 1,000,000 1,058,010 Ohio State University General Receipts Series B 5.25% 6/1/21 1,000,000 1,109,240 Oregon State Facilities Authority Revenue (College Independent Student Housing Project) Series A 5.25% 7/1/30 (XLCA) 1,000,000 1,088,440 (Linfield College Project) Series A 5.00% 10/1/25 1,715,000 1,780,306 Pennsylvania State Higher Educational Facilities Authority College & University Revenue (Geneva College Project) 6.125% 4/1/22 1,000,000 1,077,790 Pennsylvania State Higher Educational Facilities Authority Revenue (Widener University) 5.00% 7/15/26 750,000 776,865 5.00% 7/15/31 550,000 573,260 Pennsylvania State University 5.00% 9/1/29 1,000,000 1,071,960 South Carolina Educational Facilities Authority For Private Nonprofit Institutions (Southern Wesleyan University) 5.00% 3/1/20 1,200,000 1,231,752 University Northern Colorado Revenue Refunding 5.00% 6/1/25 (FSA) 1,000,000 1,080,440 University of California Revenue Series A 5.125% 5/15/20 (AMBAC) 250,000 275,443 University of Oklahoma Research Facilities 5.00% 3/1/23 (AMBAC) 1,065,000 1,140,903 ----------- 22,965,875 ----------- Principal Market Amount Value MUNICIPAL BONDS (continued) Hospital Revenue Bonds - 11.59% Chatham County, Georgia Hospital Authority Revenue (Memorial Health Medical Center) Series A 6.125% 1/1/24 $1,000,000 $ 1,099,650 Cuyahoga County, Ohio Revenue (Cleveland Clinic Health System) Series A 6.00% 1/1/21 1,000,000 1,130,070 Duluth, Minnesota Economic Development Authority Health Care Facilities Revenue Benedictine Health System (St. Mary's Hospital) 5.50% 2/15/23 1,000,000 1,078,050 Florence County, South Carolina Hospital Revenue (McLeod Regional Medical Center Project) Series A 5.25% 11/1/27 (FSA) 1,000,000 1,086,280 Indiana Health Facility Financing Authority Hospital Revenue (Deaconess Hospital Obligation) Series A 5.375% 3/1/29 (AMBAC) 700,000 761,943 Lancaster County, Pennsylvania Hospital Authority Revenue (Lancaster General Hospital Project) 5.75% 3/15/21 1,000,000 1,097,300 Maryland State Health & Higher Education Facilities Authority Revenue (Union Hospital of Cecil County) 5.00% 7/1/35 1,425,000 1,472,438 5.625% 7/1/32 500,000 537,150 Michigan State Hospital Finance Authority Revenue (Trinity Health Credit) Series C 5.375% 12/1/23 500,000 535,550 Minneapolis, Minnesota Health Care System Revenue (Allina Health Systems) Series A 5.75% 11/15/32 500,000 539,180 Multnomah County, Oregon Hospital Facilities Authority Revenue (Providence Health System) 5.25% 10/1/22 1,000,000 1,092,790 New Hampshire Health & Education Facilities Authority Revenue (Elliot Hospital) Series B 5.60% 10/1/22 1,000,000 1,074,580 North Texas Health Facilities Development Corporation Hospital Revenue (United Regional Health Care System, Inc. Project) 6.00% 9/1/23 1,000,000 1,102,310 Prince William County, Virginia Industrial Development Authority Hospital Revenue (Potomac Hospital Project) 5.20% 10/1/30 545,000 575,313 St. Mary Hospital Authority Pennsylvania Health System Revenue (Catholic Health East) Series A 5.25% 11/15/16 1,200,000 1,311,108 25 STATEMENTS DELAWARE TAX-FREE USA INTERMEDIATE FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) Hospital Revenue Bonds (continued) St. Paul, Minnesota Housing & Redevelopment Authority Hospital Revenue (Healtheast Project) 6.00% 11/15/25 $1,000,000 $ 1,104,770 Terrebonne Parish, Louisiana Hospital Service District #1 Hospital Revenue (Terrebonne General Medical Center Project) 5.50% 4/1/33 (AMBAC) 1,500,000 1,626,240 ----------- 17,224,722 ----------- Investor Owned Utilities Revenue Bonds - 6.33% Cambria County, Pennsylvania Industrial Development Authority Pollution Control Revenue (Pennsylvania Electric Co. Project) Series A 5.80% 11/1/20 (MBIA) 500,000 512,265 Connecticut State Development Authority Pollution Control Revenue (Connecticut Light & Power Co.) 3.35% 5/1/31 (AMBAC) (AMT) 1,300,000 1,296,009 Farmington, North Mexico Pollution Control Revenue (El Paso Electric Co. Project) Series A 4.00% 6/1/32 (FGIC) 1,000,000 1,004,110 Forsyth, Montana Pollution Control Revenue (Portland General Project) Series A 5.20% 5/1/33 1,005,000 1,050,547 Oliver County North Dormitory Pollution Control Revenue (Square Butte Electric Coop) Series A 5.30% 1/1/27 (AMBAC) 1,500,000 1,606,185 Pennsylvania Economic Development Financing (AMT) (Reliant Energy) Series B 6.75% 12/1/36 750,000 809,610 (TXU Electric Co. Project) Series A 5.125% 12/1/15 1,500,000 1,520,790 Sabine River Authority, Texas Pollution Control Revenue (TXU Electric Co. Project) Series A 5.50% 5/1/22 1,000,000 1,070,930 South Carolina Jobs Economic Development Authority Industrial Revenue (South Carolina Electric & Gas Co. Project) Series B 5.45% 11/1/32 (AMBAC) (AMT) 500,000 537,630 ----------- 9,408,076 ----------- Miscellaneous Revenue Bonds - 2.15% Middlesex County, New Jersey Improvement Authority Senior Revenue (Heldrich Center Hotel) Series A 5.00% 1/1/32 1,000,000 1,005,490 New York State Municipal Bond Bank Agency Special School Purpose Revenue Series C 5.25% 6/1/22 1,000,000 1,097,190 Oregon State Department Administrative Services Lottery Revenue Refunding Series A 5.00% 4/1/18 (FSA) 1,000,000 1,090,600 ----------- 3,193,280 ----------- Principal Market Amount Value MUNICIPAL BONDS (continued) Municipal Lease Revenue Bonds - 3.43% Albany, New York Industrial Development Agency Civic Facility Revenue (Charitable Leadership Project) Series A 5.75% 7/1/26 $ 500,000 $ 524,185 California State Public Works Board Lease Revenue Department General Services (Butterfield Street) Series A 5.25% 6/1/25 1,000,000 1,091,600 Golden State, California Tobacco Securitization Settlement Revenue Series 2005 A 5.00% 6/1/21 (AMBAC) 1,000,000 1,061,140 Middle River, Virginia Regional Jail Authority Facility Revenue 5.00% 5/15/20 (MBIA) 1,285,000 1,399,095 New York, New York City Industrial Development Agency Revenue (Liberty-IAC/Interactivecorp) 5.00% 9/1/35 1,000,000 1,027,010 ----------- 5,103,030 ----------- Political Subdivision General Obligation Bonds - 2.24% Lansing, Michigan Community College 5.00% 5/1/21 (MBIA) 1,325,000 1,420,254 Lunenburg County, Virginia Series B 5.25% 2/1/29 (MBIA) 715,000 789,775 Middlesex County, New Jersey Improvement Authority Revenue (County Guaranteed Open Space Trust) 5.25% 9/15/20 1,000,000 1,116,490 ----------- 3,326,519 ----------- Ports & Harbors Revenue Bonds - 0.37% Virginia Port Authority Commonwealth Port Fund Revenue Resolution 5.00% 7/1/12 (AMT) 500,000 545,365 ----------- 545,365 ----------- Power Authority Revenue Bonds - 1.51% Metropolitan Government Nashville & Davidson County, Tennessee Electric Revenue Series B 5.50% 5/15/14 1,000,000 1,148,110 South Carolina State Public Service Authority Revenue Series A 5.125% 1/1/21 (FSA) 1,000,000 1,100,080 ----------- 2,248,190 ----------- ss.Pre-Refunded Bonds - 4.97% Arizona State Transportation Board Highway Revenue 6.25% 7/1/16-09 1,850,000 2,061,492 Forest Grove, Oregon Revenue Campus (Pacific University) 6.30% 5/1/25-10 (RADIAN) 1,000,000 1,134,830 Golden State, California Tobacco Securitization Settlement Revenue Series B Series A 5.75% 6/1/23-08 1,000,000 1,072,350 Pennsylvania State Higher Educational Facilities Authority College & University Revenue (Ursinus College Project) 5.90% 1/1/27-07 1,000,000 1,057,960 26 STATEMENTS DELAWARE TAX-FREE USA INTERMEDIATE FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) ss.Pre-Refunded Bonds (continued) Southcentral, Pennsylvania General Authority Revenue (Wellspan Health Obligated Project) 5.625% 5/15/26-11 $ 820,000 $ 927,231 Virginia State Resource Authority Clean Water Revenue (State Revolving Fund) 6.00% 10/1/16-10 1,000,000 1,132,120 ----------- 7,385,983 ----------- Public Power Revenue Bonds - 1.59% Salt River Project Arizona Agriculture Improvement & Power District Electric (System Revsalt River Project) Series A 5.00% 1/1/35 1,500,000 1,610,745 Texas Municipal Power Agency Revenue 4.00% 9/1/11 (AMBAC) 750,000 756,098 ----------- 2,366,843 ----------- Recreational Area Revenue Bonds - 0.73% Hampton, Virginia Convention Center Revenue 5.25% 1/15/23 (AMBAC) 1,000,000 1,086,060 ----------- 1,086,060 ----------- School District General Obligation Bonds - 7.68% Arlington, Texas Independent School District 5.00% 2/15/25 (PSF) 1,105,000 1,189,919 Bannock County, Idaho School District #025 (Pocatello Idaho School Board Guaranty Program) 5.00% 8/15/16 1,100,000 1,213,883 Belton, Missouri School District #124 Series B 5.25% 3/1/23 1,000,000 1,110,090 Kenowa Hills, Michigan Public Schools Refunding 5.00% 5/1/25 (FGIC) 1,000,000 1,078,220 Licking County, Ohio Joint Vocational School District 5.00% 12/1/19 (MBIA) 1,000,000 1,088,980 Licking Heights, Ohio School District Refunding (School Facilities Construction & Improvements) Series A 5.00% 12/1/27 (MBIA) 1,275,000 1,371,161 Los Angeles California University School District Refunding Series A 5.00% 7/1/25 (FGIC) 1,000,000 1,080,170 Otsego, Michigan Public School District 5.00% 5/1/21 (FSA) 1,185,000 1,279,563 Salem-Keizer, Oregon School District #24J Refunding 5.00% 6/15/19 (FSA) 1,145,000 1,245,451 South Redford, Michigan School District 5.00% 5/1/21 (FGIC) 700,000 758,548 ----------- 11,415,985 ----------- School District Revenue Bonds - 0.76% Anderson School Building 5.50% 7/15/25 (FSA) 1,000,000 1,124,970 ----------- 1,124,970 ----------- State General Obligation Bonds - 2.05% California State 5.25% 11/1/17 1,000,000 1,102,630 California State Economic Recovery Series A 5.25% 7/1/14 1,000,000 1,129,100 Florida State Board Education Capital Outlay (Public Education) Series B 5.00% 6/1/10 750,000 810,045 ----------- 3,041,775 ----------- Principal Market Amount Value MUNICIPAL BONDS (continued) Tax Increment/Special Assessment Bonds - 3.45% Allegheny County, Pennsylvania Redevelopment Authority Revenue (Pittsburgh Mills Project) 5.10% 7/1/14 $ 265,000 $ 276,840 Pasep Community Development B 4.875% 5/1/10 1,000,000 1,006,820 Portland, Oregon Urban Renewal & Redevelopment Interstate Corridor Series A 5.25% 6/15/20 (FGIC) 1,000,000 1,114,520 Richmond Heights, Missouri Tax Increment & Transaction Sales Tax Revenue (Francis Place Redevelopment Project) 5.625% 11/1/25 1,200,000 1,221,228 St. Joseph, Missouri Industrial Development Authority Tax Increment Revenue (Shoppes At North Village Project) Series A 5.10% 11/1/19 500,000 501,525 Series B 5.375% 11/1/23 1,000,000 1,005,310 ----------- 5,126,243 ----------- Territorial General Obligation Bonds - 2.29% Puerto Rico Commonwealth Improvement Series A 5.25% 7/1/23 1,125,000 1,224,349 Puerto Rico Commonwealth Series A 5.00% 7/1/30 1,000,000 1,071,880 Puerto Rico Public Finance Corporation Commonwealth Appropriation Series A (LOC, Puerto Rico Government Bank) 5.75% 8/1/27 1,000,000 1,110,680 ----------- 3,406,909 ----------- Territorial Revenue Bonds - 4.49% Puerto Rico Commonwealth Highway & Transportation Authority Revenue Series D 5.75% 7/1/41 1,500,000 1,681,200 Series J 5.50% 7/1/21 1,000,000 1,113,790 Puerto Rico Electric Power Authority Power Revenue Series OO 5.00% 7/1/13 (CIFG) 1,000,000 1,103,030 Puerto Rico Public Buildings Authority Revenue (Government Facilities) Series J 5.00% 7/1/28 1,000,000 1,071,880 Puerto Rico Public Finance Corporate Series A 5.25% 8/1/29 (MBIA) 620,000 683,730 University of Puerto Rico Revenue Series M 5.50% 6/1/15 (MBIA) 1,000,000 1,017,130 ----------- 6,670,760 ----------- Transportation Revenue Bonds - 0.75% Colorado Department Transportation Revenue (Anticipation Notes) Series B 5.00% 12/15/14 (FGIC) 1,000,000 1,114,420 ----------- 1,114,420 ----------- Turnpike/Toll Road Revenue Bonds - 0.92% Pennsylvania State Turnpike Commission Revenue Series A 5.25% 12/1/20 (AMBAC) 1,230,000 1,369,457 ----------- 1,369,457 ----------- 27 STATEMENTS DELAWARE TAX-FREE USA INTERMEDIATE FUND OF NET ASSETS (CONTINUED) Principal Market Amount Value MUNICIPAL BONDS (continued) Water & Sewer Revenue Bonds - 2.22% Atlanta, Georgia Water & Waste Water Revenue 5.00% 11/1/18 (FSA) $1,000,000 $ 1,090,080 Clovis, California Public Financing Authority Wastewater Revenue 5.25% 8/1/30 (MBIA) 1,000,000 1,097,600 Green Bay, Wisconsin Water Systems Revenue Refunding and Improvements Bonds 5.25% 11/1/22 (FSA) 1,000,000 1,105,180 ----------- 3,292,860 ----------- TOTAL MUNICIPAL BONDS (cost $133,980,594) 139,703,157 ----------- oVARIABLE RATE DEMAND NOTES- 5.32% Chester County, Pennsylvania Industrial Development Authority Revenue (Archdiocese of Philadelphia) 2.30% 7/1/31 1,000,000 1,000,000 East Bay Municipal Utilities Distributed Water System Revenue Series B-2 2.28% 6/1/38 (XLCA) 500,000 500,000 Philadelphia, Pennsylvania Authority for Industrial Development Revenue (Newcourtland Elder Services Project) 2.30% 3/1/27 6,400,000 6,400,000 ----------- TOTAL VARIABLE RATE DEMAND NOTES (cost $7,900,000) 7,900,000 ----------- TOTAL MARKET VALUE OF SECURITIES - 99.33% (cost $141,880,594) 147,603,157 RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES - 0.67% 998,187 ----------- NET ASSETS APPLICABLE TO 12,794,633 SHARES OUTSTANDING - 100.00% $148,601,344 ============ Net Asset Value - Delaware Tax-Free USA Intermediate Fund Class A ($120,273,079 / 10,355,362 Shares) $11.61 ------ Net Asset Value - Delaware Tax-Free USA Intermediate Fund Class B ($3,202,832 / 275,840 Shares) $11.61 ------ Net Asset Value - Delaware Tax-Free USA Intermediate Fund Class C ($25,125,433 / 2,163,431 Shares) $11.61 ------ COMPONENTS OF NET ASSETS AT AUGUST 31, 2005: Shares of beneficial interest (unlimited authorization - no par) $143,239,203 Accumulated net realized loss on investments (360,422) Net unrealized appreciation of investments 5,722,563 ------------ Total net assets $148,601,344 ============ SUMMARY OF ABBREVIATIONS: AMBAC - Insured by the AMBAC Assurance Corporation AMT - Subject to Alternative Minimum Tax CDFI - Community Development Financial Institutions CIFG - Insured by CDC IXIS Financial Guaranty FGIC - Insured by the Financial Guaranty Insurance Company FSA - Insured by Financial Security Assurance LOC - Letter of Credit MBIA - Insured by the Municipal Bond Insurance Association PSF - Permanent School Fund RADIAN - Insured by Radian Asset Assurance XLCA - Insured by XL Capital Assurance ss.Pre-Refunded Bonds are municipals that are generally backed or secured by U.S. Treasury bonds. For Pre-Refunded Bonds, the stated maturity is followed by the year in which the bond is pre-refunded. See Note 8 in "Notes to Financials." oVariable rate notes. The interest rate shown is the rate as of August 31, 2005. NET ASSET VALUE AND OFFERING PRICE PER SHARE - DELAWARE TAX-FREE USA INTERMEDIATE FUND Net asset value Class A (A) $11.61 Sales charge (2.75% of offering price) (B) 0.33 ------ Offering price $11.94 ====== (A) Net asset value per share, as illustrated, is the 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 28 STATEMENTS DELAWARE NATIONAL TAX-FREE FUNDS OF OPERATIONS Year Ended August 31, 2005 Delaware Delaware Delaware Tax-Free Tax-Free Tax-Free USA USA Fund Insured Fund Intermediate Fund INVESTMENT INCOME: Interest $25,231,691 $2,952,129 $5,158,280 ----------- ---------- ---------- EXPENSES: Management fees 2,621,345 309,141 593,617 Distribution expenses -- Class A 1,229,782 144,780 281,416 Distribution expenses -- Class B 189,661 62,930 35,125 Distribution expenses -- Class C 58,662 23,137 209,370 Dividend disbursing and transfer agent fees and expenses 307,953 35,772 186,686 Accounting and administration expenses 165,019 21,394 41,408 Reports and statements to shareholders 98,828 13,275 44,764 Legal and professional fees 76,207 18,614 26,872 Registration fees 55,087 35,615 40,988 Insurance fees 30,506 4,337 8,491 Trustees' fees 24,809 3,217 6,103 Custodian fees 17,682 2,360 4,544 Pricing fees 4,179 1,608 3,734 Taxes (other than taxes on income) 2,785 365 1,023 Other 17,445 2,757 2,788 ----------- ---------- ---------- 4,899,950 679,302 1,486,929 Less expenses absorbed or waived (375,304) (29,966) (204,920) Less waived distribution expenses -- Class A (194,110) (22,759) (140,707) Less expense paid indirectly (12,079) (1,583) (3,075) ----------- ---------- ---------- Total operating expenses 4,318,457 624,994 1,138,227 ----------- ---------- ---------- NET INVESTMENT INCOME 20,913,234 2,327,135 4,020,053 ----------- ---------- ---------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) on investments 2,541,488 837,585 216,425 Net change in unrealized appreciation/depreciation of investments 9,862,168 173,220 2,305,659 ----------- ---------- ---------- NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS 12,403,656 1,010,805 2,522,084 ----------- ---------- ---------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $33,316,890 $3,337,940 $6,542,137 =========== ========== ========== See accompanying notes 29 STATEMENTS DELAWARE NATIONAL TAX-FREE FUNDS OF CHANGES IN NET ASSETS Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund Year Ended Year Ended 8/31/05 8/31/04 8/31/05 8/31/04 INCREASE IN NET ASSETS FROM OPERATIONS: Net investment income $ 20,913,234 $ 23,010,855 $ 2,327,135 $ 2,702,112 Net realized gain on investments 2,541,488 375,000 837,585 668,371 Net change in unrealized appreciation/depreciation of investments 9,862,168 12,280,683 173,220 763,635 ------------- ------------- ------------- ------------- Net increase in net assets resulting from operations 33,316,890 35,666,538 3,337,940 4,134,118 ------------- ------------- ------------- ------------- DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income: Class A (20,004,240) (21,714,746) (2,060,704) (2,399,145) Class B (694,792) (1,066,585) (194,934) (240,793) Class C (214,202) (229,524) (71,497) (62,174) Net realized gain on investments: Class A -- -- (105,930) -- Class B -- -- (13,185) -- Class C -- -- (4,364) -- ------------- ------------- ------------- ------------- (20,913,234) (23,010,855) (2,450,614) (2,702,112) ------------- ------------- ------------- ------------- CAPITAL SHARE TRANSACTIONS: Proceeds from shares sold: Class A 24,251,474 28,738,384 2,659,855 2,654,253 Class B 705,667 1,047,025 184,583 966,911 Class C 1,035,529 1,144,768 1,194,109 563,665 Net asset value of shares issued upon reinvestment of dividends and distributions: Class A 10,723,495 11,673,132 1,219,344 1,325,637 Class B 392,819 585,568 117,102 139,876 Class C 170,783 183,313 35,327 31,760 ------------- ------------- ------------- ------------- 37,279,767 43,372,190 5,410,320 5,682,102 ------------- ------------- ------------- ------------- Cost of shares repurchased: Class A (48,950,197) (56,907,009) (6,731,009) (8,473,975) Class B (7,473,113) (11,044,588) (977,643) (2,141,982) Class C (1,180,661) (1,181,389) (309,488) (75,210) ------------- ------------- ------------- ------------- (57,603,971) (69,132,986) (8,018,140) (10,691,167) ------------- ------------- ------------- ------------- Decrease in net assets derived from capital share transactions (20,324,204) (25,760,796) (2,607,820) (5,009,065) ------------- ------------- ------------- ------------- NET DECREASE IN NET ASSETS (7,920,548) (13,105,113) (1,720,494) (3,577,059) NET ASSETS: Beginning of year 484,372,255 497,477,368 63,115,392 66,692,451 ------------- ------------- ------------- ------------- End of year(1) $ 476,451,707 $ 484,372,255 $ 61,394,898 $ 63,115,392 ============ ============= ============= ============= (1)Distributions in excess of net investment income $ (12,071) $ (12,071) $ (1,790) $ (1,790) See accompanying notes 30 STATEMENTS DELAWARE NATIONAL TAX-FREE FUNDS OF CHANGES IN NET ASSETS (CONTINUED) Delaware Tax-Free USA Intermediate Fund Year Ended 8/31/05 8/31/04 INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: Net investment income $ 4,020,053 $ 3,191,082 Net realized gain (loss) on investments 216,425 9,040 Net change in unrealized appreciation/depreciation of investments 2,305,659 2,261,985 ------------ ------------ Net increase in net assets resulting from operations 6,542,137 5,462,107 ------------ ------------ DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income: Class A (3,353,356) (2,607,537) Class B (95,959) (117,263) Class C (570,738) (466,282) ------------ ------------ (4,020,053) (3,191,082) ------------ ------------ CAPITAL SHARE TRANSACTIONS: Proceeds from shares sold: Class A 60,268,006 48,901,601 Class B 329,988 806,273 Class C 8,118,530 10,526,986 Net asset value of shares issued upon reinvestment of dividends and distributions: Class A 2,392,786 1,857,428 Class B 68,135 73,821 Class C 276,166 228,547 ------------ ------------ 71,453,611 62,394,656 ------------ ------------ Cost of shares repurchased: Class A (21,868,344) (26,542,632) Class B (1,002,815) (1,814,125) Class C (2,895,030) (2,476,487) ------------ ------------ (25,766,189) (30,833,244) ------------ ------------ Increase (decrease) in net assets derived from capital share transactions 45,687,422 31,561,412 ------------ ------------ NET INCREASE (DECREASE) IN NET ASSETS 48,209,506 33,832,437 NET ASSETS: Beginning of year 100,391,838 66,559,401 ------------ ------------ End of year(1) $148,601,344 $100,391,838 ============ ============ (1)Undistributed (distributions in excess of) net investment income $ -- $ -- See accompanying notes 31 FINANCIAL HIGHLIGHTS Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE USA FUND CLASS A - ---------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02(2) 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.460 $11.170 $11.280 $11.320 $10.830 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.512 0.538 0.537 0.566 0.582 Net realized and unrealized gain (loss) on investments 0.300 0.290 (0.110) (0.040) 0.490 ------- ------- ------- ------- ------- Total from investment operations 0.812 0.828 0.427 0.526 1.072 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.512) (0.538) (0.537) (0.566) (0.582) ------- ------- ------- ------- ------- Total dividends and distributions (0.512) (0.538) (0.537) (0.566) (0.582) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.760 $11.460 $11.170 $11.280 $11.320 ======= ======= ======= ======= ======= TOTAL RETURN(1) 7.23% 7.54% 3.84% 4.85% 10.19% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $453,982 $456,192 $460,917 $495,731 $495,597 Ratio of expenses to average net assets 0.86% 0.87% 0.87% 0.87% 0.88% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 0.98% 0.93% 0.97% 0.98% 0.89% Ratio of net investment income to average net assets 4.43% 4.72% 4.74% 5.08% 5.29% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 4.31% 4.66% 4.64% 4.97% 5.28% Portfolio turnover 47% 32% 96% 99% 103% (1) 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 payment of fees by the manager and distributor, as applicable. Performance would have been lower had the expense limitation not been in effect. (2) As required, effective September 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premiums and discounts on debt securities. The effect of this change for the year ended August 31, 2002 was a decrease in net investment income per share of $0.001, an increase in net realized and unrealized gain (loss) per share of $0.001, and a decrease in the ratio of net investment income to average net assets of 0.01%. Per share data and ratios for periods prior to September 1, 2001 have not been restated to reflect this change in accounting. See accompanying notes 32 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE USA FUND CLASS B - ----------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02(2) 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.460 $11.170 $11.280 $11.320 $10.830 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.423 0.449 0.449 0.479 0.494 Net realized and unrealized gain (loss) on investments 0.300 0.290 (0.110) (0.040) 0.490 ------- ------- ------- ------- ------- Total from investment operations 0.723 0.739 0.339 0.439 0.984 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.423) (0.449) (0.449) (0.479) (0.494) ------- ------- ------- ------- ------- Total dividends and distributions (0.423) (0.449) (0.449) (0.479) (0.494) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.760 $11.460 $11.170 $11.280 $11.320 ======= ======= ======= ======= ======= TOTAL RETURN(1) 6.42% 6.71% 3.03% 4.04% 9.32% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $16,507 $22,396 $31,052 $37,448 $39,317 Ratio of expenses to average net assets 1.63% 1.65% 1.65% 1.65% 1.68% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.71% 1.71% 1.75% 1.76% 1.69% Ratio of net investment income to average net assets 3.66% 3.94% 3.96% 4.30% 4.49% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 3.58% 3.88% 3.86% 4.19% 4.48% Portfolio turnover 47% 32% 96% 99% 103% (1) 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 payment of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. (2) As required, effective September 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premiums and discounts on debt securities. The effect of this change for the year ended August 31, 2002 was a decrease in net investment income per share of $0.001, an increase in net realized and unrealized gain (loss) per share of $0.001, and a decrease in the ratio of net investment income to average net assets of 0.01%. Per share data and ratios for periods prior to September 1, 2001 have not been restated to reflect this change in accounting. See accompanying notes 33 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE USA FUND CLASS C - ----------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02(2) 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.460 $11.170 $11.280 $11.320 $10.830 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.423 0.449 0.449 0.479 0.494 Net realized and unrealized gain (loss) on investments 0.300 0.290 (0.110) (0.040) 0.490 ------- ------- ------- ------- ------- Total from investment operations 0.723 0.739 0.339 0.439 0.984 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.423) (0.449) (0.449) (0.479) (0.494) ------- ------- ------- ------- ------- Total dividends and distributions (0.423) (0.449) (0.449) (0.479) (0.494) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.760 $11.460 $11.170 $11.280 $11.320 ======= ======= ======= ======= ======= TOTAL RETURN(1) 6.42% 6.71% 3.03% 4.04% 9.32% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $5,963 $5,784 $5,508 $5,979 $6,457 Ratio of expenses to average net assets 1.63% 1.65% 1.65% 1.65% 1.68% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.71% 1.71% 1.75% 1.76% 1.69% Ratio of net investment income to average net assets 3.66% 3.94% 3.96% 4.30% 4.49% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 3.58% 3.88% 3.86% 4.19% 4.48% Portfolio turnover 47% 32% 96% 99% 103% (1) 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 payment of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. (2) As required, effective September 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies that requires amortization of all premiums and discounts on debt securities. The effect of this change for the year ended August 31, 2002 was a decrease in net investment income per share of $0.001, an increase in net realized and unrealized gain (loss) per share of $0.001, and a decrease in the ratio of net investment income to average net assets of 0.01%. Per share data and ratios for periods prior to September 1, 2001 have not been restated to reflect this change in accounting. See accompanying notes 34 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE INSURED FUND CLASS A - ----------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.110 $10.880 $11.020 $10.950 $10.390 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.432 0.471 0.473 0.487 0.483 Net realized and unrealized gain (loss) on investments 0.192 0.230 (0.140) 0.070 0.560 ------- ------- ------- ------- ------- Total from investment operations 0.624 0.701 0.333 0.557 1.043 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.432) (0.471) (0.473) (0.487) (0.483) Net realized gain on investments (0.022) -- -- -- -- ------- ------- ------- ------- ------- Total dividends and distributions (0.454) (0.471) (0.473) (0.487) (0.483) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.280 $11.110 $10.880 $11.020 $10.950 ======= ======= ======= ======= ======= TOTAL RETURN(1) 5.73% 6.55% 3.02% 5.27% 10.30% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $52,291 $54,384 $57,630 $60,365 $62,397 Ratio of expenses to average net assets 0.90% 0.93% 0.92% 0.92% 1.02% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 0.99% 0.93% 0.92% 0.92% 1.02% Ratio of net investment income to average net assets 3.87% 4.26% 4.25% 4.51% 4.58% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 3.78% 4.26% 4.25% 4.51% 4.58% Portfolio turnover 28% 54% 109% 136% 113% (1) 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 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 35 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE INSURED FUND CLASS B - ----------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.110 $10.880 $11.020 $10.950 $10.390 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.346 0.385 0.386 0.403 0.399 Net realized and unrealized gain (loss) on investments 0.192 0.230 (0.140) 0.070 0.560 ------- ------- ------- ------- ------- Total from investment operations 0.538 0.615 0.246 0.473 0.959 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.346) (0.385) (0.386) (0.403) (0.399) Net realized gain on investments (0.022) -- -- -- -- ------- ------- ------- ------- ------- Total dividends and distributions (0.368) (0.385) (0.386) (0.403) (0.399) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.280 $11.110 $10.880 $11.020 $10.950 ======= ======= ======= ======= ======= TOTAL RETURN(1) 4.92% 5.72% 2.22% 4.46% 9.43% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $6,141 $6,728 $7,614 $7,677 $7,506 Ratio of expenses to average net assets 1.67% 1.71% 1.70% 1.70% 1.82% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.72% 1.71% 1.70% 1.70% 1.82% Ratio of net investment income to average net assets 3.10% 3.48% 3.47% 3.73% 3.78% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 3.05% 3.48% 3.47% 3.73% 3.78% Portfolio turnover 28% 54% 109% 136% 113% (1) 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 payment of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. See accompanying notes 36 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE INSURED FUND CLASS C - ----------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.110 $10.880 $11.020 $10.950 $10.390 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.346 0.385 0.386 0.403 0.399 Net realized and unrealized gain (loss) on investments 0.192 0.230 (0.140) 0.070 0.560 ------- ------- ------- ------- ------- Total from investment operations 0.538 0.615 0.246 0.473 0.959 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.346) (0.385) (0.386) (0.403) (0.399) Net realized gain on investments (0.022) -- -- -- -- ------- ------- ------- ------- ------- Total dividends and distributions (0.368) (0.385) (0.386) (0.403) (0.399) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.280 $11.110 $10.880 $11.020 $10.950 ======= ======= ======= ======= ======= TOTAL RETURN(1) 4.92% 5.72% 2.22% 4.46% 9.42% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $2,963 $2,003 $1,448 $1,488 $1,588 Ratio of expenses to average net assets 1.67% 1.71% 1.70% 1.70% 1.82% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.72% 1.71% 1.70% 1.70% 1.82% Ratio of net investment income to average net assets 3.10% 3.48% 3.47% 3.73% 3.78% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 3.05% 3.48% 3.47% 3.73% 3.78% Portfolio turnover 28% 54% 109% 136% 113% (1) 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 payment of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. See accompanying notes 37 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE USA INTERMEDIATE FUND CLASS A - ---------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.390 $11.010 $11.020 $10.890 $10.360 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.410 0.419 0.435 0.462 0.480 Net realized and unrealized gain (loss) on investments 0.220 0.380 (0.010) 0.130 0.530 ------- ------- ------- ------- ------- Total from investment operations 0.630 0.799 0.425 0.592 1.010 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.410) (0.419) (0.435) (0.462) (0.480) ------- ------- ------- ------- ------- Total dividends and distributions (0.410) (0.419) (0.435) (0.462) (0.480) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.610 $11.390 $11.010 $11.020 $10.890 ======= ======= ======= ======= ======= TOTAL RETURN(1) 5.63% 7.36% 3.89% 5.63% 10.01% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $120,273 $77,448 $51,479 $26,075 $19,471 Ratio of expenses to average net assets(2) 0.79% 0.80% 0.80% 0.80% 0.80% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.11% 1.09% 1.15% 0.94% 1.06% Ratio of net investment income to average net assets 3.55% 3.70% 3.85% 4.28% 4.55% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 3.23% 3.41% 3.50% 4.14% 4.29% Portfolio turnover 18% 27% 130% 195% 231% (1) 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 payment of fees by the manager and distributor, as applicable. Performance would have been lower had the expense limitation not been in effect. (2) Ratio for the year ended August 31, 2004, including fees paid indirectly in accordance with Securities an Exchange Commission rules, was 0.82%. See accompanying notes 38 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE USA INTERMEDIATE FUND CLASS B - ----------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.380 $11.010 $11.020 $10.890 $10.360 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.313 0.323 0.340 0.371 0.391 Net realized and unrealized gain (loss) on investments 0.230 0.370 (0.010) 0.130 0.530 ------- ------- ------- ------- ------- Total from investment operations 0.543 0.693 0.330 0.501 0.921 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.313) (0.323) (0.340) (0.371) (0.391) ------- ------- ------- ------- ------- Total dividends and distributions (0.313) (0.323) (0.340) (0.371) (0.391) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.610 $11.380 $11.010 $11.020 $10.890 ======= ======= ======= ======= ======= TOTAL RETURN(1) 4.83% 6.36% 3.02% 4.74% 9.08% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $3,203 $3,743 $4,538 $3,384 $2,366 Ratio of expenses to average net assets(2) 1.64% 1.65% 1.65% 1.65% 1.65% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.81% 1.79% 1.87% 1.79% 1.91% Ratio of net investment income to average net assets 2.70% 2.85% 3.00% 3.43% 3.70% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 2.53% 2.71% 2.78% 3.29% 3.44% Portfolio turnover 18% 27% 130% 195% 231% (1) 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 payment of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. (2) Ratio for the year ended August 31, 2004, including fees paid indirectly in accordance with Securities an Exchange Commission rules, was 1.67%. See accompanying notes 39 FINANCIAL HIGHLIGHTS (CONTINUED) Selected data for each share of the Fund outstanding throughout each period were as follows: DELAWARE TAX-FREE USA INTERMEDIATE FUND CLASS C - ----------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31/05 8/31/04 8/31/03 8/31/02 8/31/01 NET ASSET VALUE, BEGINNING OF PERIOD $11.390 $11.010 $11.020 $10.890 $10.360 INCOME (LOSS) FROM INVESTMENT OPERATIONS: Net investment income 0.313 0.323 0.340 0.371 0.391 Net realized and unrealized gain (loss) on investments 0.220 0.380 (0.010) 0.130 0.530 ------- ------- ------- ------- ------- Total from investment operations 0.533 0.703 0.330 0.501 0.921 ------- ------- ------- ------- ------- LESS DIVIDENDS AND DISTRIBUTIONS FROM: Net investment income (0.313) (0.323) (0.340) (0.371) (0.391) ------- ------- ------- ------- ------- Total dividends and distributions (0.313) (0.323) (0.340) (0.371) (0.391) ------- ------- ------- ------- ------- NET ASSET VALUE, END OF PERIOD $11.610 $11.390 $11.010 $11.020 $10.890 ======= ======= ======= ======= ======= TOTAL RETURN(1) 4.74% 6.45% 3.02% 4.74% 9.08% RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000 omitted) $25,125 $19,201 $10,542 $7,291 $3,602 Ratio of expenses to average net assets(2) 1.64% 1.65% 1.65% 1.65% 1.65% Ratio of expenses to average net assets prior to expense limitation and expenses paid indirectly 1.81% 1.79% 1.87% 1.79% 1.91% Ratio of net investment income to average net assets 2.70% 2.85% 3.00% 3.43% 3.70% Ratio of net investment income to average net assets prior to expense limitation and expenses paid indirectly 2.53% 2.71% 2.78% 3.29% 3.44% Portfolio turnover 18% 27 % 130% 195% 231% (1) 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 payment of fees by the manager, as applicable. Performance would have been lower had the expense limitation not been in effect. (2) Ratio for the year ended August 31, 2004, including fees paid indirectly in accordance with Securities an Exchange Commission rules, was 1.67%. See accompanying notes 40 NOTES DELAWARE NATIONAL TAX-FREE FUNDS TO FINANCIAL STATEMENTS August 31, 2005 Delaware Group Tax-Free Fund (the "Trust") is organized as a Delaware statutory trust and offers three series: Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund, and Delaware Tax-Free USA Intermediate Fund. Voyageur Mutual Funds (the "Trust") is organized as a Delaware statutory trust and offers six series: Delaware Tax-Free California Fund, Delaware Tax-Free Idaho Fund, Delaware Minnesota High-Yield Municipal Bond Fund, Delaware National High-Yield Municipal Bond Fund, and Delaware Tax-Free New York Fund. These financial statements and the related notes pertain to Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund, Delaware Tax-Free USA Intermediate Fund and Delaware National High-Yield Municipal Bond Fund (each referred to as a "Fund" or, collectively, as the "Funds"). The above Trusts are open-end investment companies. The Funds are considered non-diversified under the Investment Company Act of 1940, as amended. The Funds offer Class A, Class B, and Class C shares. Class A shares are sold with a front-end sales charge of up to 4.50% for Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund and Delaware National High-Yield Municipal Bond Fund, and up to 2.75% for Delaware Tax-Free USA Intermediate Fund. Class B shares of the Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund, and Delaware National High-Yield Municipal Bond Fund are sold with a contingent deferred sales charge that declines from 4% to zero depending upon the period of time the shares are held and will automatically convert to Class A shares on a quarterly basis approximately eight years after purchase. Class B shares of Delaware Tax-Free USA Intermediate Fund are sold with a contingent deferred sales charge that declines from 2% to zero depending upon the time the shares are held and will automatically convert to Class A shares on a quarterly basis approximately five years after purchase. Class C shares are sold with a contingent deferred sales charge of 1%, if redeemed during the first twelve months. The investment objective of Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund and Delaware Tax-Free USA Intermediate Fund is to seek as high a level of current interest income exempt from federal income tax as is available from municipal obligations as is consistent with prudent investment management and preservation of capital. The investment objective of Delaware National High-Yield Municipal Bond Fund is to seek a high level of current income exempt from federal income tax primarily through investment in medium- and lower-grade municipal obligations. 1. SIGNIFICANT ACCOUNTING POLICIES The following accounting policies are in accordance with U.S. generally accepted accounting principles and are consistently followed by the Funds. Security Valuation -- 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 each 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, 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 -- 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 Funds 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. Use of Estimates -- The preparation of financial statements in conformity with U.S. generally accepted accounting principles 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(R) Family of Funds are allocated amongst the funds on the basis of average net assets. Management fees and some other expenses are paid monthly. 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. Interest income is recorded on the accrual basis. Discounts and premiums are amortized to interest income over the lives of the respective securities. Each Fund declares dividends daily from net investment income and pays such dividends monthly and declares and pays distributions from net realized gain on investments, if any, annually. The Funds receive earnings credits from their custodian when positive cash balances are maintained, which are used to offset custody fees. The expense paid under the above arrangement is included in custodian fees on the Statements of Operations with the corresponding expense offset shown as "expense paid indirectly." The amount of this expense for the year ended August 31, 2005 was as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- --------------------- Earnings credits $12,079 $1,583 $3,075 41 NOTES DELAWARE NATIONAL TAX-FREE FUNDS TO FINANCIAL STATEMENTS (CONTINUED) 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 Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- On the first $500 million 0.550% 0.500% 0.500% On the next $500 million 0.500% 0.475% 0.475% On the next $1.5 billion 0.450% 0.450% 0.450% In excess of $2.5 billion 0.425% 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, certain insurance costs and extraordinary expenses, do not exceed specified percentages of average daily net assets as shown below. Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- The operating expense limitation as a percentage of average daily net assets (per annum) 0.65% 0.75% 0.65% Expiration date 10/31/04 10/31/04 10/31/04 Effective November 1, 2004, the operating expense limitation as a percentage of average daily net assets (per annum) 0.62% 0.67% 0.60% Expiration date 12/29/05 12/29/05 12/29/05 Delaware Service Company, Inc. (DSC), an affiliate of DMC, provides accounting, administration, dividend disbursing and transfer agent services. Effective May 19, 2005, each Fund pays DSC a monthly fee computed at the annual rate of 0.04% of each Fund's average daily net assets for accounting and administration services. Prior to May 19, 2005, the Funds paid DSC a monthly fee based on average net assets subject to certain minimums for accounting and administration services. Each Fund paid DSC a monthly fee based on the number of shareholder accounts for dividend disbursing and transfer agent services. 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 distribution and service fee not to exceed 0.30% of the average daily net assets of the Class A shares for Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund, and Delaware Tax-Free USA Intermediate Fund, 0.25% of the average daily net assets of the Class A shares for the Delaware National High-Yield Municipal Bond Fund, and 1.00% of the average daily net assets of the Class B and C shares for all Funds. The Board of Trustees has adopted a formula for calculating 12b-1 plan fees for Delaware Tax-Free USA Fund's Class A shares and Delaware Tax-Free Insured Fund's Class A shares that went into effect on June 1, 1992. The total 12b-1 fees to be paid by Class A shareholders of each Fund will be the sum of 0.10% of the average daily net assets representing shares that were acquired prior to June 1, 1992 and 0.30%, waived to 0.25%, of the average daily net assets representing shares that were acquired on or after June 1, 1992. The contractual 12b-1 fee waiver of 0.25% of average daily net assets is applied to the shares of each Fund that were aquired on or after June 1, 1992 in calculating the applicable 12b-1 fee rate. All Class A shareholders will bear 12b-1 fees at the same rate, the blended rate based upon the allocation of the rates described above. DDLP has contracted to waive distribution and service fees through December 29, 2005 in order to prevent distribution and service fees of Class A from exceeding 0.25% of the average daily net assets for the Delaware Tax-Free USA Fund and Delaware Tax-Free Insured Fund and 0.15% of the average daily net assets for the Delaware Tax-Free USA Intermediate Fund. At August 31, 2005, the Funds had liabilities payable to affiliates as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- Investment management fee payable to DMC $156,575 $15,224 $40,785 Dividend disbursing, transfer agent, accounting and administration fees and other expenses payable to DSC 44,504 5,420 23,915 Other expenses payable to DMC and affiliates* 143,639 24,000 61,540 *DMC, as part of its administrative services, pays operating expenses on behalf of each Fund and is reimbursed on a periodic basis. Such expenses include items such as printing of shareholder reports, fees for audit, legal and tax services, registration fees and trustees' fees. As provided in the investment management agreement, each Fund bears the cost of certain legal services expenses, including internal legal services provided to each Fund by DMC employees. For the year ended August 31, 2005, each Fund was charged for internal legal services provided by DMC as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- $24,999 $3,303 $6,384 42 NOTES DELAWARE NATIONAL TAX-FREE FUNDS TO FINANCIAL STATEMENTS (CONTINUED) 2. INVESTMENT MANAGEMENT, ADMINISTRATION AGREEMENTS AND OTHER TRANSACTIONS WITH AFFILIATES (CONTINUED) For the year ended August 31, 2005, DDLP earned commissions on sales of Class A shares for each Fund as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- $39,715 $4,260 $27,544 For the year ended August 31, 2005, DDLP received gross contingent deferred sales charge commissions on redemption of each Fund's Class A, Class B and Class C shares, respectively. These commissions were entirely used to offset up-front commissions previously paid by DDLP to broker-dealers on sales of those shares. The amounts received were as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- Class A $6,068 $ -- $4,870 Class B 8,849 9,767 3,713 Class C 1,176 471 920 Certain officers of DMC, DSC and DDLP are officers and/or trustees of the Trusts. These officers and trustees are paid no compensation by the Funds. 3. INVESTMENTS For the year ended August 31, 2005, the Funds made purchases and sales of investment securities other than short-term investments as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- Purchases $217,533,603 $16,531,234 $64,438,311 Sales 240,699,835 18,037,733 19,612,652 At August 31, 2005, the cost of investments and unrealized appreciation (depreciation) for federal income tax purposes for each Fund were as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- Cost of investments $441,894,451 $55,980,051 $141,880,594 ------------ ----------- ------------ Aggregate unrealized appreciation $ 37,303,047 $ 4,111,729 $ 5,767,561 Aggregate unrealized depreciation (489,567) -- (44,998) ------------ ----------- ------------ Net unrealized appreciation $ 36,813,480 $ 4,111,729 $ 5,722,563 ============ =========== ============ 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 U.S. generally accepted accounting principles. Additionally, net short-term gains on sales of investment securities are treated as ordinary income for federal income tax purposes. The tax character of dividends and distributions paid during the years ended August 31, 2005 and 2004 was as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- Year ended 8/31/05 - ------------------ Tax-exempt income $20,913,234 $2,327,135 $4,020,053 Ordinary income -- 33,676 -- Long-term capital gain -- 89,803 -- ----------- ---------- ---------- Total $20,913,234 $2,450,614 $4,020,053 =========== ========== ========== Year ended 8/31/04 - ------------------ Tax-exempt income $23,010,855 $2,702,112 $3,191,082 ----------- ---------- ---------- Total $23,010,855 $2,702,112 $3,191,082 =========== ========== ========== 43 NOTES DELAWARE NATIONAL TAX-FREE FUNDS TO FINANCIAL STATEMENTS (CONTINUED) 4. DIVIDEND AND DISTRIBUTION INFORMATION (CONTINUED) As of August 31, 2005, the components of net assets on a tax basis were as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- Shares of beneficial interest $447,927,164 $56,575,484 $143,239,203 Other temporary differences (12,071) (1,790) -- Undistributed ordinary income -- 54,728 -- Undistributed long-term capital gain -- 654,747 -- Capital loss carryforwards (8,276,866) -- (360,422) Post-October losses -- -- -- Unrealized appreciation (depreciation) of investments 36,813,480 4,111,729 5,722,563 ------------ ----------- ------------ Net assets $476,451,707 $61,394,898 $148,601,344 ============ =========== ============ The differences between book basis and tax basis components of net assets are primarily attributable to tax deferral of losses on wash sales and tax treatment of market discount on debt instruments. Post-October losses represent losses realized on investment transactions from November 1, 2004 through August 31, 2005 that, in accordance with federal income tax regulations, the Funds have elected to defer and treat as having arisen in the following fiscal year. For financial reporting purposes, capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Reclassifications are primarily due to tax treatment of market discount on certain debt instruments. Results of operations and net assets were not affected by these reclassifications. For federal income tax purposes, each Fund had accumulated capital losses as of August 31, 2005, which may be carried forward and applied against future capital gains. Such capital loss carryfowards expire as follows: Delaware Tax-Free Delaware Tax-Free Year of Expiration USA Fund USA Intermediate Fund - ------------------ ----------------- ---------------------- 2008 $8,276,548 $63,767 2009 318 -- 2010 -- -- 2011 -- 290,864 2012 -- 5,791 ---------- -------- Total $8,276,866 $360,422 ========== ======== For the year ended August 31, 2005, the Funds had capital loss carryforwards that were utilized as follows: Delaware Tax-Free Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund USA Intermediate Fund ----------------- ----------------- ---------------------- $2,514,473 $4,631 $231,256 44 NOTES DELAWARE NATIONAL TAX-FREE FUNDS TO FINANCIAL STATEMENTS (CONTINUED) 5. CAPITAL SHARES Transactions in capital shares were as follows: Delaware Tax-Free Delaware Tax-Free USA Fund Insured Fund -------------------- ---------------------- Year Ended Year Ended 8/31/05 8/31/04 8/31/05 8/31/04 Shares sold: Class A 2,090,513 2,542,308 237,100 240,752 Class B 60,705 91,678 16,473 86,796 Class C 89,160 100,047 106,968 51,075 Shares issued upon reinvestment of dividends and distributions: Class A 923,604 1,022,075 109,000 119,786 Class B 33,850 51,247 10,470 12,642 Class C 14,713 16,055 3,158 2,871 ----------- ---------- ---------- ---------- 3,212,545 3,823,410 483,169 513,922 ----------- ---------- ---------- ---------- Shares repurchased: Class A (4,224,229) (5,005,013) (602,318) (765,235) Class B (645,620) (967,610) (87,777) (194,050) Class C (101,597) (104,261) (27,732) (6,844) ----------- ---------- ---------- ---------- (4,971,446) (6,076,884) (717,827) (966,129) ----------- ---------- ---------- ---------- Net decrease (1,758,901) (2,253,474) (234,658) (452,207) =========== ========== ========== ========== Delaware Tax-Free USA Intermediate Fund --------------------------- Year Ended 8/31/05 8/31/04 Shares sold: Class A 5,248,577 4,337,621 Class B 28,724 71,772 Class C 705,277 929,113 Shares issued upon reinvestment of dividends and distributions: Class A 208,201 164,775 Class B 5,933 6,543 Class C 24,033 20,268 ----------- ---------- 6,220,745 5,530,092 ----------- ---------- Shares repurchased: Class A (1,903,878) (2,375,615) Class B (87,601) (161,693) Class C (252,321) (220,488) ----------- ---------- (2,243,800) (2,757,796) ----------- ---------- Net increase (decrease) 3,976,945 2,772,296 =========== ========== For the years ended August 31, 2005 and 2004, the following shares were converted from Class B to Class A shares. The respective amounts are included in Class B redemptions and Class A subscriptions in the tables above and the Statements of Changes in Net Assets. Year Ended Year Ended 8/31/05 8/31/04 ----------------------------------- ----------------------------------- Class B Class A Class B Class A shares shares Value shares shares Value -------- -------- ---------- -------- -------- ---------- Delaware Tax-Free USA Fund 365,813 365,721 $4,231,193 407,411 407,411 $4,651,731 Delaware Tax-Free Insured Fund 21,036 21,036 233,581 42,758 42,758 472,881 Delaware Tax-Free USA Intermediate Fund 16,264 16,264 185,879 20,911 20,911 236,413 6. LINE OF CREDIT The Funds, along with certain other funds in the Delaware Investments(R) Family of Funds (the "Participants"), participate in a $183,100,000 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 August 31, 2005 or at any time during the year. 45 NOTES DELAWARE NATIONAL TAX-FREE FUNDS TO FINANCIAL STATEMENTS (CONTINUED) 7. CREDIT AND MARKET RISK The Funds concentrate their investments in securities issued by municipalities. The value of these investments may be adversely affected by new legislation within the states, regional or local economic conditions, and differing levels of supply and demand for municipal bonds. Many municipalities insure repayment for their obligations. Although bond insurance reduces the risk of loss due to default by an issuer, such bonds remain subject to the risk that market value may fluctuate for other reasons and there is no assurance that the insurance company will meet its obligations. These securities have been identified in the Statements of Net Assets. Delaware National High-Yield Municipal Bond Fund invests a portion of its assets in high-yield fixed income securities, which carry ratings of BB or lower by Standard & Poor's Ratings Group and/or Ba or lower by Moody's Investors Service, Inc. 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 Funds may invest in inverse floating rate securities ("inverse floaters"), a type of derivative tax-exempt obligation with floating or variable interest rates that move in the opposite direction of short-term interest rates, usually at an accelerated speed. Consequently, the market values of inverse floaters will generally be more volatile than other tax-exempt investments. Such securities are denoted on the Statements of Net Assets. The Funds may invest a portion 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. At August 31, 2005, there were no Rule 144A securities and no securities have been determined to be illiquid under the Funds' liquidity procedures. While maintaining oversight, the Board of Trustees has delegated to DMC the day-to-day functions of determining whether individual securities are liquid for purposes of the Funds' limitation on investments in illiquid assets. 8. PRE-REFUNDED BONDS The Fund may invest in advanced refunded bonds, escrow secured bonds or defeased bonds. Under current federal tax laws and regulations, state and local government borrowers are permitted to refinance outstanding bonds by issuing new bonds. The issuer refinances the outstanding debt to either reduce interest costs or to remove or alter restrictive covenants imposed by the bonds being refinanced. A refunding transaction where the municipal securities are being refunded within 90 days or less from the issuance of the refunding issue is known as a "current refunding". "Advance refunded bonds" are bonds in which the refunded bond issue remains outstanding for more than 90 days following the issuance of the refunding issue. In an advance refunding, the issuer will use the proceeds of a new bond issue to purchase high grade interest bearing debt securities which are then deposited in an irrevocable escrow account held by an escrow agent to secure all future payments of principal and interest and bond premium of the advance refunded bond. Bonds are "escrowed to maturity" when the proceeds of the refunding issue are deposited in an escrow account for investment sufficient to pay all of the principal and interest on the original interest payment and maturity dates. Bonds are considered "pre-refunded" when the refunding issue's proceeds are escrowed only until a permitted call date or dates on the refunded issue with the refunded issue being redeemed at the time, including any required premium. Bonds become "defeased" when the rights and interests of the bondholders and of their lien on the pledged revenues or other security under the terms of the bond contract and are substituted with an alternative source of revenues (the escrow securities) sufficient to meet payments of principal and interest to maturity or to the first call dates. Escrowed secured bonds will often receive a rating of AAA from Moody's, S&P, and/or Fitch due to the strong credit quality of the escrow securities and the irrevocable nature of the escrow deposit agreement. Tax Free Insured Funds will purchase escrow secured bonds without additional insurance only where the escrow is invested in securities of the U.S. government or agencies or instrumentalities of the U.S. government. 9. CONTRACTUAL OBLIGATIONS The Funds enter into contracts in the normal course of business that contain a variety of indemnifications. The Funds' maximum exposure under these arrangements is unknown. However, the Funds have not had prior claims or losses pursuant to these contracts. Management has reviewed each Fund's existing contracts and expects the risk of loss to be remote. 10. TAX INFORMATION (UNAUDITED) The information set forth below is for each 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 August 31, 2005, each Fund designates distributions paid during the year as follows: (A) (B) Long-Term Ordinary (C) Capital Gains Income Tax-Exempt Total Distributions Distributions Distributions Distributions (Tax Basis) (Tax Basis) (Tax Basis) (Tax Basis) --------------- ------------- -------------- -------------- Delaware Tax-Free USA Fund -- -- 100% 100% Delaware Tax-Free Insured Fund 4% 1% 95% 100% Delaware Tax-Free USA Intermediate Fund -- -- 100% 100% (A), (B) and (C) are based on a percentage of each Fund's total distributions. 46 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Trustees Delaware Group Tax-Free Fund Voyageur Mutual Funds - Delaware National High-Yield Municipal Bond Fund We have audited the accompanying statements of net assets of Delaware Group Tax-Free Fund (comprised of Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund, and Delaware Tax-Free USA Intermediate Fund) and Delaware National High-Yield Municipal Bond Fund (one of the series constituting Voyageur Mutual Funds) (collectively, the "Funds") as of August 31, 2005, 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 five years in the period then ended. 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 the standards of the Public Company Accounting Oversight Board (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. We were not engaged to perform an audit of the Funds' internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit procedures included confirmation of securities owned as of August 31, 2005, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. 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 respective series constituting the Delaware Group Tax-Free Fund and the Delaware National High-Yield Municipal Bond Fund of Voyageur Mutual Funds at August 31, 2005, 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 five years in the period then ended, in conformity with U.S. generally accepted accounting principles. Ernst & Young LLP Philadelphia, Pennsylvania October 14, 2005 47 OTHER DELAWARE NATIONAL TAX-FREE FUNDS FUND INFORMATION PROXY RESULTS The shareholders of Delaware Group Tax-Free Funds and Voyageur Mutual Funds (each, the "Trust") voted on the following proposals at the special meeting of shareholders on March 23, 2005 or as adjourned. The description of each proposal and number of shares voted are as follows: 1. To elect a Board of Trustees for each of the Trusts. Delaware Group Tax-Free Funds Voyageur Mutual Funds ------------------ --------------------- Shares Voted Shares Voted Shares Voted For Withheld Authority Shares Voted For Withheld Authority ------------------- -------------------- ------------------- -------------------- Thomas L. Bennett 37,979,036.513 1,048,233.841 20,895,278.656 360,093.724 Jude T. Driscoll 38,000,153.644 1,027,116.713 20,914,639.656 340,732.724 John A. Fry 38,003,289.743 1,023,980.614 20,894,793.656 360,578.724 Anthony D. Knerr 37,979,818.032 1,037,452.325 20,894,488.656 360,883.724 Lucinda S. Landreth 37,961,415.917 1,065,854.440 20,879,031.656 376,340.724 Ann R. Leven 37,961,430.648 1,065,839.709 20,857,874.656 397,497.724 Thomas F. Madison 37,996,204.955 1,031,065.402 20,905,985.656 349,386.724 Janet L. Yeomans 37,983,172.594 1,044,097.763 20,859,670.656 395,701.724 J. Richard Zecher 37,951,191.521 1,076,078.836 20,914,639.656 340,732.724 2. To approve the use of a "manager of managers" structure whereby the investment manager of the Funds of each Trust will be able to hire and replace subadvisers without shareholder approval. For Against Abstain ---- -------- -------- Delaware Tax-Free Insured Fund 2,901,910.367 203,102.434 188,821.454 Delaware Tax-Free USA Fund 22,052,517.324 1,738,327.316 1,287,024.842 Delaware Tax-Free USA Intermediate Fund 3,874,386.962 210,011.168 129,857.255 BOARD CONSIDERATION OF DELAWARE NATIONAL TAX-FREE FUNDS INVESTMENT ADVISORY AGREEMENT At a meeting held on May 18-19, 2005 (the "Annual Meeting"), the Board of Trustees, including a majority of disinterested or independent Trustees, approved the renewal of the Investment Advisory Agreements for the Delaware Tax-Free Insured Fund, Delaware Tax-Free USA Fund, Delaware Tax-Free USA Intermediate Fund and Delaware National High-Yield Municipal Bond Fund (each a "Fund" and together the "Funds"). In making its decision, the Board considered information furnished throughout the year at regular Board meetings, as well as information prepared specifically in connection with the Annual Meeting. Information furnished and discussed throughout the year included reports detailing Fund performance, investment strategies, expenses, compliance matters and other services provided by Delaware Management Company ("DMC"), the investment advisor. Information furnished specifically in connection with the Annual Meeting included materials provided by DMC and its affiliates ("Delaware Investments") concerning, among other things, the level of services provided to the Funds, the costs of such services to the Funds, economies of scale and the financial condition and profitability of Delaware Investments. In addition, in connection with the Annual Meeting, the Board separately received and reviewed independent historical and comparative reports prepared by Lipper Inc. ("Lipper"), an independent statistical compilation organization. The Lipper reports compared each Fund's investment performance and expenses with those of other comparable mutual funds. The Board also requested and received certain supplemental information regarding management's policy with respect to advisory fee levels and its philosophy with respect to breakpoints; the structure of portfolio manager compensation; the investment manager's profitability organized by client type, including the Funds; and any constraints or limitations on the availability of securities in certain investment styles which might inhibit the advisor's ability to fully invest in accordance with each Fund's policies. In considering such materials, the independent Trustees received assistance and advice from and met separately with independent counsel and representatives from Lipper. At the meeting with representatives from Lipper, Jude Driscoll, Chairman of the Delaware Investments(R) Family of Funds, and Chairman and Chief Executive Officer of the investment advisor, was present to respond to questions raised by Lipper and the independent Trustees. While the Board considered the Investment Advisory Agreements for all of the funds in the Delaware Investments(R) Family of Funds at the same Board meeting, information was provided and considered by the Board for each fund individually. In approving the continuance of the Investment Advisory Agreements for the Funds, the Board, including a majority of independent Trustees, determined that the existing advisory fee structure was fair and reasonable and that the continuance of the Investment Advisory Agreements was in the best interests of the Funds and their shareholders. While attention was given to all information furnished, the following discusses the primary factors relevant to the Board's deliberations and determination, including those relating to the selection of the investment advisor and the approval of the advisory fee. 48 OTHER DELAWARE NATIONAL TAX-FREE FUNDS FUND INFORMATION (CONTINUED) BOARD CONSIDERATION OF DELAWARE NATIONAL TAX-FREE FUNDS INVESTMENT ADVISORY AGREEMENT (CONTINUED) NATURE, EXTENT AND QUALITY OF SERVICE. Consideration was given to the services provided by Delaware Investments to the Funds and their shareholders. In reviewing the nature, extent and quality of services, the Board emphasized reports furnished to it throughout the year at regular Board meetings covering matters such as the compliance of portfolio managers with the investment policies, strategies and restrictions for the Funds, the compliance of management personnel with the Code of Ethics adopted throughout the Delaware Investments(R) Family of Funds complex, the adherence to fair value pricing procedures as established by the Board, and the accuracy of net asset value calculations. The Board noted that it was pleased with the current staffing of the Funds' investment advisor during the past year, the emphasis on research and the compensation system for advisory personnel. Favorable consideration was given to DMC's efforts to maintain, and in some instances increase, financial and human resources committed to fund matters. Other factors taken into account by the Board were Delaware Investments' preparedness for, and response to, legal and regulatory matters. The Board also considered the transfer agent and shareholder services provided to Fund shareholders by Delaware Investments' affiliate, Delaware Service Company, Inc., noting the receipt by such affiliate of the DALBAR Pyramid Award in four of the last six years and the continuing expenditures by Delaware Investments to increase and improve the scope of shareholder services. Additionally, the Board noted the extent of benefits provided to Fund shareholders for being part of the Delaware Investments(R) Family of Funds, including the privilege to exchange investments between the same class of funds without a sales charge, the ability to reinvest Fund dividends into other funds and the privilege to combine holdings in other funds to obtain a reduced sales charge. The Board was satisfied with the nature, extent and quality of the overall services provided by Delaware Investments. INVESTMENT PERFORMANCE. The Board considered the investment performance of DMC and the Funds. The Board was pleased by DMC's investment performance, noting Barron's ranking of the Delaware Investments(R) Family of Funds in the top quartile of mutual fund families for 2002 - 2004. The Board placed significant emphasis on the investment performance of the Funds in view of its importance to shareholders. While consideration was given to performance reports and discussions with portfolio managers at Board meetings throughout the year, particular attention in assessing performance was given to the Lipper reports furnished for the Annual Meeting. The Lipper reports prepared for each Fund showed the investment performance of its Class A shares in comparison to a group of similar funds as selected by Lipper (the "Performance Universe"). A fund with the highest performance is ranked first, and a fund with the lowest is ranked last. The highest/best performing 25% of funds in the Performance Universe make up the first quartile; the next 25% - the second quartile; the next 25% - the third quartile; and the lowest/worst performing 25% of funds in the Performance Universe make up the fourth quartile. Comparative annualized performance for the Funds was shown for the past one, three, five and 10 year periods ended February 28, 2005. The Board noted its objective that each Fund's performance be at or above the median of its Performance Universe. The following paragraphs summarize the performance results for the Funds and the Board's view of such performance. DELAWARE TAX-FREE INSURED FUND - The Performance Universe for this Fund consisted of the Fund and all retail and institutional municipal insured debt funds as selected by Lipper. The Lipper report comparison showed that the Fund's total return for the one, three and five year periods was in the first quartile of such Performance Universe. The report further showed that the Fund's total return for the 10 year period was in the second quartile. The Board was satisfied with such performance. DELAWARE TAX-FREE USA FUND -- The Performance Universe for this Fund consisted of the Fund and all retail and institutional general municipal debt funds as selected by Lipper. The Lipper report comparison showed that the Fund's total return for the one, three and five year periods was in the first quartile of such Performance Universe. The report further showed that the Fund's total return for the 10 year period was in the third quartile. The Board was satisfied with such performance. DELAWARE TAX-FREE USA INTERMEDIATE FUND -- The Performance Universe for this Fund consisted of the Fund and all retail and institutional intermediate municipal debt funds as selected by Lipper. The Lipper report comparison showed that the Fund's total return for the one, three, five and 10 year periods was in the first quartile of such Performance Universe. The Board was satisfied with such performance. COMPARATIVE EXPENSES. The Board considered expense comparison data for the Delaware Investments(R) Family of Funds, Delaware Investments' institutional separate account business and other lines of business at Delaware Investments. The Board stated its belief that, given the differing level of service provided to Delaware Investments' various clients and other factors that related to the establishment of fee levels, variations in the levels of fees and expenses were justified. The Board placed significant emphasis on the comparative analysis of the management fees and total expense ratios of each Fund compared with those of a group of similar funds as selected by Lipper (the "Expense Group") and among the other Delaware Investments funds. In reviewing comparative costs, each Fund's contractual management fee and the actual management fee incurred by the Fund were compared with the contractual management fees (assuming all funds in the Expense Group were similar in size to the Fund) and actual management fees (as reported by each fund) of other funds within the Expense Group, taking into effect any applicable breakpoints and fee waivers. Each Fund's total expenses were also compared with those of its Expense Group. The Lipper total expenses, for comparative consistency, were shown by Lipper for Class A shares and compared total expenses including 12b-1 and non-12b-1 service fees. The Board noted its objective to limit each Fund's total expense ratio to an acceptable range as compared to the median of the Expense Group. The following paragraphs summarize the expense results for the Funds and the Board's view of such expenses. Delaware Tax-Free Insured Fund -- The expense comparisons for the Fund showed that its management fee and total expenses were in the quartile with the second lowest expenses of its Expense Group. The Board was satisfied with the management fees and total expenses of the Fund in comparison to its Expense Group as shown in the Lipper report. 49 OTHER DELAWARE NATIONAL TAX-FREE FUNDS FUND INFORMATION (CONTINUED) BOARD CONSIDERATION OF DELAWARE NATIONAL TAX-FREE FUNDS INVESTMENT ADVISORY AGREEMENT (CONTINUED) DELAWARE TAX-FREE USA FUND -- The expense comparisons for the Fund showed that its management fee was in the quartile with the lowest expenses of its Expense Group and its total expenses were in the quartile with the second lowest expenses of its Expense Group. The Board was satisfied with the management fees and total expenses of the Fund in comparison to its Expense Group as shown in the Lipper report. DELAWARE TAX-FREE USA INTERMEDIATE FUND -- The expense comparisons for the Fund showed that its management fee and total expenses were in the quartile with the lowest expenses of its Expense Group. The Board was satisfied with the management fees and total expenses of the Fund in comparison to its Expense Group as shown in the Lipper report. DELAWARE NATIONAL HIGH-YIELD MUNICIPAL BOND FUND -- The expense comparisons for the Fund showed that its management fee was in the quartile with the lowest expenses of its Expense Group and its total expenses were in the quartile with the second lowest expenses of its Expense Group. The Board was satisified with the management fees and total expenses of the Fund in comparison to its Expense Group as shown in the Lipper report. MANAGEMENT PROFITABILITY. The Board considered the level of profits, if any, realized by Delaware Investments in connection with the operation of the Funds. In this respect, the Board reviewed the Investment Management Profitability Analysis that addressed the overall profitability of Delaware Investments' business in providing management and other services to each of the individual funds and the Delaware Investments(R) Family of Funds as a whole. Specific attention was given to the methodology followed in allocating costs for the purpose of determining profitability. Management stated that the level of profits of Delaware Investments, to a certain extent, reflected operational cost savings and efficiencies initiated by Delaware Investments. The Board considered Delaware Investments' expenditures to improve services provided to fund shareholders and to meet additional regulatory and compliance requirements resulting from the Sarbanes-Oxley Act and recent SEC initiatives. The Board also considered the extent to which Delaware Investments might derive ancillary benefits from fund operations, including the potential for procuring additional business as a result of the prestige and visibility associated with its role as service provider to the Delaware Investments(R) Family of Funds, the benefits from allocation of fund brokerage to improve trading efficiencies and the use of "soft" commission dollars to pay for proprietary and non-proprietary research. At the Board's request, management also provided information relating to Delaware Investments' profitability by client type. The information provided set forth the revenue, expenses and pre-tax income/loss attributable to the Delaware Investments(R) Family of Funds, Delaware Investments' separate account business and other lines of business at Delaware Investments. Emphasis was given to the level and type of service provided to the various clients. The Board was satisfied with the level of profits realized by Delaware Investments from its relationships with the Funds and the Delaware Investments Family of Funds. ECONOMIES OF SCALE. The Trustees considered whether economies of scale are realized by Delaware Investments as each Fund's assets increase and the extent to which any economies of scale are reflected in the level of management fees charged. The Trustees took into account the standardized advisory fee pricing and structure approved by the Board and shareholders as part of a complex-wide shareholder meeting conducted in 1998/1999. At that time, Delaware Investments introduced breakpoints to account for management economies of scale. The Board noted that the fee under each Fund's management contract fell within the standard structure. Although the Funds have not reached a size at which they can take advantage of breakpoints, the Board recognized that the fee was structured so that when the Funds grow, economies of scale may be shared. 50 DELAWARE INVESTMENTS(R) Family of Funds BOARD OF TRUSTEES/DIRECTORS AND OFFICERS ADDENDUM A mutual fund is governed by a Board of Trustees/Directors ("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 and Officers with certain background and related information. NUMBER OF OTHER PRINCIPAL PORTFOLIOS IN FUND DIRECTORSHIPS NAME, POSITION(S) OCCUPATION(S) COMPLEX OVERSEEN HELD BY ADDRESS HELD WITH LENGTH OF TIME DURING BY TRUSTEE TRUSTEE AND BIRTHDATE FUND(S) SERVED PAST 5 YEARS OR OFFICER OR OFFICER - ----------------------------------------------------------------------------------------------------------------------------------- INTERESTED TRUSTEES JUDE T. DRISCOLL(2) Chairman, 5 Years - Since August 2000, 92 None 2005 Market Street President, Executive Officer Mr. Driscoll has served in Philadelphia, PA Chief Executive various executive capacities 19103 Officer and 1 Year - at different times at Trustee Trustee Delaware Investments1 March 10, 1963 Senior Vice President and Director of Fixed-Income Process - Conseco Capital Management (June 1998 - August 2000) - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES THOMAS L. BENNETT Trustee Since Private Investor - 92 None 2005 Market Street March 23, 2005 (March 2004 - Present) Philadelphia, PA 19103 Investment Manager - Morgan Stanley & Co. October 4, 1947 (January 1984 - March 2004) - ----------------------------------------------------------------------------------------------------------------------------------- JOHN A. FRY Trustee 4 Years President - 92 Director - 2005 Market Street Franklin & Marshall College Community Health Philadelphia, PA (June 2002 - Present) Systems 19103 Executive Vice President - May 28, 1960 University of Pennsylvania (April 1995 - June 2002) - ----------------------------------------------------------------------------------------------------------------------------------- ANTHONY D. KNERR Trustee 12 Years Founder/Managing Director - 92 None 2005 Market Street Anthony Knerr & Associates Philadelphia, PA (Strategic Consulting) 19103 (1990 - Present) December 7, 1938 - ----------------------------------------------------------------------------------------------------------------------------------- LUCINDA S. LANDRETH Trustee Since Chief Investment Officer - 92 None 2005 Market Street March 23, 2005 Assurant, Inc. Philadelphia, PA (Insurance) 19103 (2002 - 2004) June 24, 1947 - ----------------------------------------------------------------------------------------------------------------------------------- ANN R. LEVEN Trustee 16 Years Treasurer/Chief Fiscal Officer - 92 Director and 2005 Market Street National Gallery of Art Audit Committee Philadelphia, PA (1994 - 1999) Chairperson - Andy 19103 Warhol Foundation November 1, 1940 Director and Audit Committee Member - Systemax Inc. - ----------------------------------------------------------------------------------------------------------------------------------- 51 NUMBER OF OTHER PRINCIPAL PORTFOLIOS IN FUND DIRECTORSHIPS NAME, POSITION(S) OCCUPATION(S) COMPLEX OVERSEEN HELD BY ADDRESS HELD WITH LENGTH OF TIME DURING BY TRUSTEE TRUSTEE AND BIRTHDATE FUND(S) SERVED PAST 5 YEARS OR OFFICER OR OFFICER - ----------------------------------------------------------------------------------------------------------------------------------- INDEPENDENT TRUSTEES (CONTINUED) THOMAS F. MADISON Trustee 11 Years President/Chief 92 Director - 2005 Market Street Executive Officer - Banner Health Philadelphia, PA MLM Partners, Inc. 19103 (Small Business Investing Director and Audit and Consulting) Committee Member - February 25, 1936 (January 1993 - Present) CenterPoint Energy Director and Audit Committee Member - Digital River Inc. Director and Audit Committee Member - Rimage Corporation Director - Valmont Industries, Inc. - ----------------------------------------------------------------------------------------------------------------------------------- JANET L. YEOMANS Trustee 6 Years Vice President/Mergers & 92 None 2005 Market Street Acquisitions - 3M Corporation Philadelphia, PA (January 2003 - Present) 19103 Ms. Yeomans has held various July 31, 1948 management positions at 3M Corporation since 1983. - ----------------------------------------------------------------------------------------------------------------------------------- J. RICHARD ZECHER Trustee Since Founder - 92 Director and Audit 2005 Market Street March 23, 2005 Investor Analytics Committee Member - Philadelphia, PA (Risk Management) Investor Analytics 19103 (May 1999 - Present) Director and Audit July 3, 1940 Committee Member - Oxigene, Inc. - ----------------------------------------------------------------------------------------------------------------------------------- OFFICERS MICHAEL P. BISHOF Senior Chief Financial Mr. Bishof has served in 92 None(3) 2005 Market Street Vice President Officer since various executive capacities Philadelphia, PA and February 17, 2005 at different times at 19103 Chief Financial Delaware Investments. Officer August 18, 1962 - ----------------------------------------------------------------------------------------------------------------------------------- RICHELLE S. MAESTRO Executive Vice President, 2 Years Ms. Maestro has served in 92 None(3) 2005 Market Street Chief Legal Officer various executive capacities Philadelphia, PA and Secretary at different times at 19103 Delaware Investments. November 26, 1957 - ----------------------------------------------------------------------------------------------------------------------------------- JOHN J. O'CONNOR Senior Vice President Treasurer Mr. O'Connor has served in 92 None(3) 2005 Market Street and Treasurer since various executive capacities Philadelphia, PA February 17, 2005 at different times at 19103 Delaware Investments. June 16, 1957 - ----------------------------------------------------------------------------------------------------------------------------------- (1) Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its subsidiaries, including the Fund's(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(s') manager and distributor. (3) Mr. Bishof, Ms. Maestro and Mr. O'Connor also serve in similar capacities for the six portfolios of the Optimum Fund Trust, which have the same investment advisor, principal underwriter, and transfer agent as the registrant. The Statement of Additional Information for the Fund(s) includes additional information about the Trustees/Directors and Officers and is available, without charge, upon request by calling 800 523-1918. 52 Delaware Investments(R) - ----------------------------------- A member of Lincoln Financial Group This annual report is for the information of Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund, Delaware Tax-Free USA Intermediate Fund, and Delaware National High-Yield Municipal Bond Fund shareholders, but it may be used with prospective investors when preceded or accompanied by a current prospectus for Delaware Tax-Free USA Fund, Delaware Tax-Free Insured Fund, Delaware Tax-Free USA Intermediate Fund, and Delaware National High-Yield Municipal 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 the Fund. You should read the prospectus carefully before you invest. The figures in this report represent past results that 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 Delaware Management Company, Delaware Investments Family of Funds Chief Financial Officer a Series of Delaware Management Business Trust Philadelphia, PA Delaware Investments Family of Funds Philadelphia, PA Philadelphia, PA THOMAS L. BENNETT NATIONAL DISTRIBUTOR Private Investor RICHELLE S. MAESTRO Delaware Distributors, L.P. Rosemont, PA Executive Vice President, Philadelphia, PA JOHN A. FRY Chief Legal Officer and Secretary SHAREHOLDER SERVICING, DIVIDEND President Delaware Investments Family of Funds DISBURSING AND TRANSFER AGENT Franklin & Marshall College Philadelphia, PA Delaware Service Company, Inc. Lancaster, PA 2005 Market Street JOHN J. O'CONNOR Philadelphia, PA 19103-7094 ANTHONY D. KNERR Senior Vice President and Treasurer Managing Director Delaware Investments Family of Funds FOR SHAREHOLDERS Anthony Knerr & Associates Philadelphia, PA 800 523-1918 New York, NY FOR SECURITIES DEALERS AND FINANCIAL LUCINDA S. LANDRETH INSTITUTIONS REPRESENTATIVES ONLY Former Chief Investment Officer 800 362-7500 Assurant, Inc. Philadelphia, PA WEB SITE www.delawareinvestments.com ANN R. LEVEN Former Treasurer/Chief Fiscal Officer Delaware Investments is the marketing name for National Gallery of Art Delaware Management Holdings, Inc. and Washington, DC its subsidiaries. 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 J. RICHARD ZECHER Founder Investor Analytics Scottsdale, AZ - -------------------------------------------------------------------------------- Each Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. Each Fund's Forms N-Q, as well as a description of the policies and procedures that each 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 each Fund's Web site at http://www.delawareinvestments.com; and (iii) on the Commission's Web site at http://www.sec.gov. Each Fund's Forms N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Information (if any) regarding how each Fund voted proxies relating to portfolio securities during the most recently disclosed 12-month period ended June 30 is available without charge (i) through each Fund's Web site at http://www.delawareinvestments.com; and (ii) on the Commission's Web site at http://www.sec.gov. - -------------------------------------------------------------------------------- (9750) Printed in the USA AR-011 [8/05] IVES 10/05 MF-05-09-031 PO10446 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: Thomas L. Bennett(1) Thomas F. Madison Janet L. Yeomans (1) J. Richard Zecher Item 4. Principal Accountant Fees and Services (a) Audit fees. The aggregate fees billed for services provided to the registrant by its independent auditors for the audit of the registrant's annual financial statements and for services normally provided by the independent auditors in connection with statutory and regulatory filings or engagements were $51,200 for the fiscal year ended August 31, 2005. The aggregate fees billed for services provided to the registrant by its independent auditors for the audit of the registrant's annual financial statements and for services normally provided by the independent auditors in connection with statutory and regulatory filings or engagements were $57,600 for the fiscal year ended August 31, 2004. (b) Audit-related fees. The aggregate fees billed by the registrant's independent auditors for services relating to the performance of the audit of the registrant's financial statements and not reported under paragraph (a) of this Item were $0 for the fiscal year ended August 31, 2005. The aggregate fees billed by the registrant's independent auditors for services relating to the performance of the audit of the financial statements of the registrant's investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $33,875 for the registrant's fiscal year ended August 31, 2005. The percentage of these fees relating to services approved by the registrant's Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These audit-related services were as follows: issuance of reports concerning transfer agent's system of internal accounting control pursuant to Rule 17Ad-13 of the Securities Exchange Act and issuance of agreed upon procedures reports to the Registrant's Board in connection with the annual transfer agent and fund accounting service agent contract renewals and the pass-through of internal legal cost relating to the operations of the Registrant. The aggregate fees billed by the registrant's independent auditors for services relating to the performance of the audit of the registrant's financial statements and not reported under paragraph (a) of this Item were $0 for the fiscal year ended August 31, 2004. The aggregate fees billed by the registrant's independent auditors for services relating to the performance of the audit of the financial statements of the registrant's investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $37,575 for the registrant's fiscal year ended August 31, 2004. The percentage of these fees relating to services approved by the registrant's Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These audit-related services were as follows: issuance of reports concerning transfer agent's system of internal accounting control pursuant to Rule 17Ad-13 of the Securities Exchange Act and issuance of agreed upon procedures reports to the Registrant's Board in connection with the annual transfer agent and fund accounting service agent contract renewals and the pass-through of internal legal cost relating to the operations of the Registrant. - -------------------------- (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 Mr. Bennett qualifies as an audit committee financial expert by virtue of his education, Chartered Financial Analyst designation, and his experience as a credit analyst, portfolio manager and the manager of other credit analysts and portfolio managers. 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. (c) Tax fees. The aggregate fees billed by the registrant's independent auditors for tax-related services provided to the registrant were $9,800 for the fiscal year ended August 31, 2005. The percentage of these fees relating to services approved by the registrant's Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These tax-related services were as follows: review of income tax return and review of annual excise distribution calculation. The aggregate fees billed by the registrant's independent auditors for tax-related services provided to the registrant's investment adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant's fiscal year ended August 31, 2005. The aggregate fees billed by the registrant's independent auditors for tax-related services provided to the registrant were $5,250 for the fiscal year ended August 31, 2004. The percentage of these fees relating to services approved by the registrant's Audit Committee pursuant to the de minimis exception from the pre-approval requirement in Rule 2-01(c)(7)(i)(C) of Regulation S-X was 0%. These tax-related services were as follows: review of income tax return and review of annual excise distribution calculation. The aggregate fees billed by the registrant's independent auditors for tax-related services provided to the registrant's adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant's fiscal year ended August 31, 2004. (d) All other fees. The aggregate fees billed for all services provided by the independent auditors to the registrant other than those set forth in paragraphs (a), (b) and (c) of this Item were $0 for the fiscal year ended August 31, 2005. The aggregate fees billed for all services other than those set forth in paragraphs (b) and (c) of this Item provided by the registrant's independent auditors to the registrant's adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant's fiscal year ended August 31, 2005. The aggregate fees billed for all services provided by the independent auditors to the registrant other than those set forth in paragraphs (a), (b) and (c) of this Item were $0 for the fiscal year ended August 31, 2004. The aggregate fees billed for all services other than those set forth in paragraphs (b) and (c) of this Item provided by the registrant's independent auditors to the registrant's adviser and other service providers under common control with the adviser and that relate directly to the operations or financial reporting of the registrant were $0 for the registrant's fiscal year ended August 31, 2004. (e) The registrant's Audit Committee has not established pre-approval policies and procedures as permitted by Rule 2-01(c)(7)(i)(B) of Regulation S-X. (f) Not applicable. (g) The aggregate non-audit fees billed by the registrant's independent auditors for services rendered to the registrant and to its investment adviser and other service providers under common control with the adviser were $215,035 and $218,065 for the registrant's fiscal years ended August 31, 2005 and August 31, 2004, respectively. (h) In connection with its selection of the independent auditors, the registrant's Audit Committee has considered the independent auditors' provision of non-audit services to the registrant's investment adviser and other service providers under common control with the adviser that were not required to be pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X. The Audit Committee has determined that the independent auditors' provision of these services is compatible with maintaining the auditors' independence. Item 5. Audit Committee of Listed Registrants Not applicable. Item 6. Schedule of Investments Included as part of report to shareholders filed under Item 1 of this Form N-CSR. Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies Not applicable. Item 8. Portfolio Managers of Closed-End Management Investment Companies Not applicable. Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers Not applicable. Item 10. Submission of Matters to a Vote of Security Holders Not applicable. Item 11. 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 second fiscal quarter of the period covered by the report to stockholders included herein (i.e., the registrant's fourth fiscal quarter) that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 12. 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. (3) Written solicitations to purchase securities pursuant to Rule 23c-1 under the Securities Exchange Act of 1934. Not applicable. (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. DELAWARE GROUP TAX FREE FUND Jude T. Driscoll - ------------------------------------ By: Jude T. Driscoll Title: Chief Executive Officer Date: November 2, 2005 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: Chief Executive Officer Date: November 2, 2005 Michael P. Bishof - ------------------------------------ By: Michael P. Bishof Title: Chief Financial Officer Date: November 2, 2005