Edgar Filing: DELAWARE INVESTMENTS DIVIDEND & INCOME FUND INC

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Matrial Pursuant to Sec. 240.14a-12

Delaware Investments Dividend and Income Fund, Inc.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1. Title of each class of securities to which transaction applies:

2. Aggregate number of securities to which transaction applies:

3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

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5. Total fee paid:

[ ] Fee paid previously with preliminary proxy materials.

[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.

1) Amount Previously Paid:

____________________________________________________________

2) Form, Schedule or Registration Statement No.:

____________________________________________________________

3) Filing Party:

____________________________________________________________

4) Date Filed:

____________________________________________________________

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

Delaware Investments Global Dividend and Income Fund, Inc.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1. Title of each class of securities to which transaction applies:

2. Aggregate number of securities to which transaction applies:

3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

4. Proposed maximum aggregate value of transaction:

5. Total fee paid:

[ ] Fee paid previously with preliminary proxy materials.

1) Amount Previously Paid:

____________________________________________________________

2) Form, Schedule or Registration Statement No.:

____________________________________________________________

3) Filing Party:

____________________________________________________________

4) Date Filed:

____________________________________________________________

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

Delaware Investments Arizona Municipal Income Fund, Inc.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1. Title of each class of securities to which transaction applies:

2. Aggregate number of securities to which transaction applies:

3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

4. Proposed maximum aggregate value of transaction:

5. Total fee paid:

[ ] Fee paid previously with preliminary proxy materials.

1) Amount Previously Paid:

____________________________________________________________

2) Form, Schedule or Registration Statement No.:

____________________________________________________________

3) Filing Party:

____________________________________________________________

4) Date Filed:

____________________________________________________________

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

Delaware Investments Colorado Insured Municipal Income Fund, Inc.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1. Title of each class of securities to which transaction applies:

2. Aggregate number of securities to which transaction applies:

3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

4. Proposed maximum aggregate value of transaction:

5. Total fee paid:

[ ] Fee paid previously with preliminary proxy materials.

1) Amount Previously Paid:

____________________________________________________________

2) Form, Schedule or Registration Statement No.:

____________________________________________________________

3) Filing Party:

____________________________________________________________

4) Date Filed:

____________________________________________________________

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

Delaware Investments Florida Insured Municipal Income Fund
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1. Title of each class of securities to which transaction applies:

2. Aggregate number of securities to which transaction applies:

3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

4. Proposed maximum aggregate value of transaction:

5. Total fee paid:

[ ] Fee paid previously with preliminary proxy materials.

1) Amount Previously Paid:

____________________________________________________________

2) Form, Schedule or Registration Statement No.:
____________________________________________________________

3) Filing Party:

____________________________________________________________

4) Date Filed:

____________________________________________________________

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. __)

Filed by the Registrant [ X ]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:

Delaware Investments Minnesota Municipal Income Fund II, Inc.
--------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)

--------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1. Title of each class of securities to which transaction applies:

2. Aggregate number of securities to which transaction applies:

3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):

4. Proposed maximum aggregate value of transaction:

5. Total fee paid:

[ ] Fee paid previously with preliminary proxy materials.

1) Amount Previously Paid:

____________________________________________________________

2) Form, Schedule or Registration Statement No.:

____________________________________________________________

3) Filing Party:

____________________________________________________________

4) Date Filed:

____________________________________________________________

Delaware Investments (R)
A member of Lincoln Financial Group (R)

PROXY MATERIALS

Delaware Investments Dividend and Income Fund, Inc.
Delaware Investments Global Dividend and Income Fund, Inc.
Delaware Investments Arizona Municipal Income Fund, Inc.
Delaware Investments Colorado Insured Municipal Income Fund, Inc.
Delaware Investments Florida Insured Municipal Income Fund
Delaware Investments Minnesota Municipal Income Fund II, Inc.

Dear Shareholder:

I am writing to let you know that a meeting of shareholders of Delaware
Investments Dividend and Income Fund, Inc., Delaware Investments Global Dividend
and Income Fund, Inc., Delaware Investments Arizona Municipal Income Fund, Inc.,
Delaware Investments Colorado Insured Municipal Income Fund, Inc., Delaware
Investments Florida Insured Municipal Income Fund and Delaware Investments
Minnesota Municipal Income Fund II, Inc. (the "Funds") will be held on August
15, 2007. The purpose of the meeting is to vote on important proposals that
affect the Funds. As a shareholder, you have the opportunity to voice your
opinion on the matters that affect your Fund[s]. This package contains
information about the proposals and the materials to use when voting by mail
(for all proposals), by telephone or through the Internet (for the Delaware
Investments Colorado Insured Municipal Income Fund, Inc. (the "CO Fund") and the
Delaware Investments Florida Insured Municipal Income Fund (the "FL Fund")
proposals.

Please read the enclosed materials and cast your vote. Please vote your shares
promptly. Your vote is extremely important, no matter how large or small your
holdings may be.

The proposals have been carefully reviewed by each Fund's Boards of
Directors/Trustees. The Directors/Trustees, most of whom are not affiliated with
Delaware Investments, are responsible for protecting your interests as a
shareholder. The Directors/Trustees believe the proposals are in the best
interests of shareholders. They recommend that you vote FOR the proposals.

Voting is quick and easy. Everything you need is enclosed. To cast your vote,
simply complete the proxy card enclosed in this package. Be sure to sign the
card before mailing it in the postage-paid envelope. You may also vote your
shares by touch-tone telephone or through the Internet for the CO Fund and FL
Fund proposals. With respect to those proposals, simply call the toll-free
number or visit the web site indicated on your proxy card, and follow the
recorded or online instructions.

If you have any questions before you vote, please call Computershare Fund
Services, Inc. ("Computershare"), the Fund's proxy solicitor, at 1-877-520-8548.
Computershare will be glad to help you get your vote in quickly. You may also
receive a telephone call from Computershare reminding you to vote your shares.
Thank you for your participation in this important initiative.

Sincerely,
/s/ Patrick P. Coyne
Patrick P. Coyne
Chairman, President and Chief Executive Officer

Delaware
Investments(R)
A member of Lincoln Financial Group

COMBINED PROXY STATEMENT AND
NOTICE OF JOINT ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON AUGUST 15, 2007

To the Shareholders of:

This is your official notice that the Joint Annual Meeting of Shareholders
of each Delaware Investments(R)closed-end registered investment company listed
above (each individually, a "Fund" and, collectively, the "Funds") will be held
at Two Commerce Square, 2001 Market Street, 2nd Floor, Philadelphia,
Pennsylvania 19103 on Wednesday, August 15, 2007 at 4:00 p.m. The purpose of the
meeting is:

1. To elect a Board of Directors (or Trustees) for each Fund;

2. With respect to Delaware Investments Colorado Insured Municipal Income
Fund, Inc. (the "CO Fund"):

A. Approve the elimination of a fundamental requirement that the CO
Fund invest primarily in insured securities;

B. Approve the elimination of the fundamental requirement that the
CO Fund only invest in AAA-rated Colorado municipal securities
(or the equivalent);

3. With respect to Delaware Investments Florida Insured Municipal Income
Fund (the "FL Fund"):

A. Replace the fundamental investment policy that the FL Fund invest
80% of its assets in Florida municipal bonds with a fundamental
investment policy to invest, under normal circumstances, at least
80% of its assets in investments the income from which is exempt
from federal income tax. For these purposes, "assets" means net
assets plus the amount of any borrowings for investment purposes
(including assets attributable to preferred shares);

B. Approve the elimination of the fundamental requirement that the
FL Fund invest primarily in insured securities;

C. Approve the elimination of the fundamental requirement that the
FL Fund only invest in AAA-rated Florida municipal securities (or
the equivalent); and

4. To transact any other business that properly comes before the Meeting
and any adjournments of the Meeting.

Whether or not you plan to attend the meeting, please vote your shares by
returning the proxy card by mail in the enclosed postage-paid envelope provided,
or by voting by telephone or over the Internet. Your vote is important.

To secure the largest possible representation and to save the expense of
further mailings, please mark your proxy card, sign it, and return it in the
enclosed envelope, which requires no postage if mailed in the United States. If
you prefer, you may instead vote by telephone or the Internet with respect to
certain proposals. You may revoke your proxy at any time at or before the
Meeting or vote in person if you attend the Meeting, as provided in the attached
proxy statement.

Patrick P. Coyne
Chairman

July 2, 2007

-1-

Delaware 2005 Market Street
Investments(R) Philadelphia, PA 19103
A member of Lincoln Financial Group 1-800-523-1918

COMBINED PROXY STATEMENT

JOINT ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON WEDNESDAY, AUGUST 15, 2007

Meeting Information. The Board of Directors or Trustees (each Board is
hereafter referred to as a "Board of Directors" and Board members are referred
to as "Directors") of each Fund listed on the accompanying Notice is soliciting
your proxy to be voted at the joint Annual Meeting of Shareholders to be held on
Wednesday, August 15, 2007 at 4:00 p.m. at Two Commerce Square, 2001 Market
Street, 2nd Floor, Philadelphia, Pennsylvania 19103 and/or at any adjournments
of the meeting (hereafter, the "Meeting"). Only Fund shareholders will be
admitted to the Meeting.

General Voting Information. You may provide proxy instructions by returning
the Proxy Card(s) by mail in the enclosed envelope. The persons designated on
the Proxy Card(s) as proxies will vote your shares as you instruct on each Proxy
Card. If you return a signed Proxy Card without any voting instructions, your
shares will be voted "FOR" the Proposals listed on the Notice in accordance with
the recommendation of the Board of Directors. The persons designated on the
Proxy Card as proxies will also be authorized to vote (or to withhold their
vote) in their discretion on any other matters which properly come before the
Meeting. They may also vote in their discretion to adjourn the Meeting. If you
sign and return a Proxy Card, you may still attend the Meeting to vote your
shares in person. If your shares are held of record by a broker and you wish to
vote in person at the Meeting, you should obtain a legal proxy from your broker
of record and present it at the Meeting. You may also revoke your proxy at any
time before the Meeting: (i) by notifying Delaware Investments in writing at
2005 Market Street, Philadelphia, PA 19103; (ii) by submitting a later signed
Proxy Card; or (iii) by voting your shares in person at the Meeting. If your
shares are held in the name of your broker, you will have to make arrangements
with your broker to revoke any previously executed proxy.

Each shareholder may cast one vote for each full share and a partial vote
for each partial share of a Fund that they owned of record on June 19, 2007.
Exhibit A shows the number of shares of each Fund that were outstanding on the
record date and Exhibit B lists the shareholders who owned 5% or more of each
Fund on that date. It is expected that this Combined Proxy Statement and the
accompanying Proxy Card(s) will be mailed to shareholders of record on or about
July 2, 2007.

This proxy solicitation is being made largely by mail, but may also be made
by officers or employees of the Funds or their investment manager or affiliates,
through telephone, facsimile, or other communications. The Funds may also employ
a professional proxy solicitation firm. The cost of the solicitation is being
borne by the Funds. The Funds may reimburse banks, brokers or dealers for their
reasonable expenses in forwarding soliciting materials to beneficial owners of
the Funds' shares.

Required Votes. The amount of votes of each Fund that are needed to approve
each Proposal vary. The voting requirements with respect to each Proposal are
described within each Proposal. Abstentions and "broker non-votes" will be
included for purposes of determining whether a quorum is present for each Fund
at the Meeting. They will be treated as votes present at the Meeting, but will
not be treated as votes cast. They therefore would have no effect on a proposal
which requires a plurality of votes cast for approval, but would have the same
effect as a vote "AGAINST" a proposal requiring a majority of votes present.
"Broker non-votes" arise when a meeting has (1) a "routine" proposal, such as
the election of directors, where the applicable stock exchange permits brokers
to vote their clients' shares in their discretion, and (2) a "non-routine"
proposal, such as a change to a fundamental investment policy, where the
applicable exchange does not permit brokers to vote their clients shares in
their discretion. The shares that are considered to be present as a result of
the broker discretionary vote on the routine proposal but that are not voted on
the non-routine proposal are called "broker non-votes."

The presence in person or by proxy of holders of a majority of outstanding
shares shall constitute quorum for each Fund. With respect to the Funds that
have issued one or more classes of Preferred Shares ("Preferred Share Funds"),
the presence in person or by proxy of holders of 33(1)/3% of the outstanding
Preferred Shares shall constitute

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a quorum of the Preferred Share class of the Preferred Share Funds for purposes
of electing Directors. In the event that a quorum is not present or if
sufficient votes are not received consistent with the Board's recommendation on
the adoption of the Proposals, management may propose an adjournment or
adjournments of the Meeting for a Fund. Any adjournment would require a vote in
favor of the adjournment by the holders of a majority of the shares present at
the Meeting in person or by proxy. The persons named as proxies on the Proxy
Card(s) may vote (or withhold their vote) in their discretion on any proposed
adjournment.

Purpose of Meeting. The purpose of the Meeting is to consider the proposals
listed in the accompanying Notice (the "Proposals"). The Board of Directors of
each Fund urges you to complete, sign and return the Proxy Card (or Cards)
included with this Combined Proxy Statement, whether or not you intend to be
present at the Meeting. It is important that you provide voting instructions
promptly to help assure a quorum for the Meeting.

Not all of the Proposals described in this Combined Proxy Statement affect
all Funds. Specifically, not all shareholders will be voting on Proposal 2 or
Proposal 3. The table below indicates which Fund's shareholders will be voting
on the Proposals described in this Combined Proxy Statement.

-------------------------------------- ---------------------------------------

PROPOSAL SUMMARY FUND WHOSE SHAREHOLDERS ARE ENTITLED
TO VOTE
-------------------------------------- ---------------------------------------
1. To elect Directors. Each Fund, voting separately,
regardless of whether the Fund has
both common and preferred
shareholders. Holders of preferred
shares issued by Preferred Share
Funds have the exclusive right to
separately elect two Directors.
-------------------------------------- ---------------------------------------
2. Eliminating a fundamental Common and preferred shares of the CO
investment policy requiring the CO Fund.
Fund to invest primarily in insured,
Colorado municipal securities rated
AAA.
-------------------------------------- ---------------------------------------
3. Eliminating a fundamental Common and preferred shares of the FL
investment policy requiring the FL Fund.
Fund to invest 80% of its net assets
in insured, AAA-rated bonds issued
by the State of Florida.
-------------------------------------- ---------------------------------------

Copies of the Funds' most recent Annual Report and Semi-Annual Report,
including financial statements, have previously been delivered to shareholders.
Copies of these reports are available upon request, at no charge by writing the
Funds at the address shown on the top of the previous page of the Combined Proxy
Statement or by calling toll free 1-800-523-1918.

-3-

PROPOSAL ONE: TO ELECT A BOARD OF DIRECTORS FOR EACH FUND

You are being asked to elect each of the current members of the Board of
Directors for your Fund. The nominees are: Thomas L. Bennett, Patrick P. Coyne,
John A. Fry, Anthony D. Knerr, Lucinda S. Landreth, Ann R. Leven, Thomas F.
Madison, Janet L. Yeomans and J. Richard Zecher.

If elected, these persons will serve as Directors until the next annual
meeting of shareholders called for the purpose of electing Directors, and/or
until their successors have been elected and qualify for office. It is not
expected that any nominee will withdraw or become unavailable for election, but
in such a case, the power given by you in the Proxy Card may be used by the
persons named as proxies to vote for a substitute nominee or nominees as
recommended by the existing Board of Directors.

The Preferred Share Funds each issue shares of common stock and shares of
preferred stock. The governing documents of each Preferred Share Fund provide
that the holders of preferred shares of the Fund are entitled to elect two of
the Fund's Directors, and the remaining Directors are to be elected by the
holders of the preferred shares and common shares voting together. The nominees
for Directors to be voted on separately by the preferred shareholders of the
Preferred Share Funds are Thomas F. Madison and Janet L. Yeomans.

-4-

INFORMATION ON EACH FUND'S BOARD OF DIRECTORS

Number of
Portfolios in
Principal Fund Other
Position(s) Occupation(s) Complex Directorships
Name, Address and Held with Length of During Overseen by Held by
Age Funds Time Served Past 5 Years Director Director
-----------------------------------------------------------------------------------------------------------
Interested Director

Patrick P. Coyne(1) Chairman, Chairman and Patrick P. 83 None
2005 Market Street President, Chief Director since Coyne has
Philadelphia, PA 19103 Executive Officer, August 16, 2006 served in
and Director various
45 President and executive
Chief Executive capacities at
Officer since different times
August 1, 2006 at Delaware
Investments.(2)

Independent Directors

Thomas L. Bennett Director Since March 23, Private 83 None
2005 Market Street 2005 Investor -
Philadelphia, PA 19103 (March 2004 -
Present)
60
Director -
Bryn Mawr Bank
Corp (BMTC)
(April 2007 -
Present)

Investment
Manager -
Morgan Stanley
& Co. (January
1984 - March
2004)

John A. Fry Director Since January President - 83 Director -
2005 Market Street 2001 Franklin & Community
Philadelphia, PA 19103 Marshall Health
College Systems
47 (July 2002 -
Present) Director-
Allied
Executive Vice Barton
President - Security
University of Holdings
Pennsylvania
(April 1995 -
June 2002)

Anthony D. Knerr Director Since April 1990 Founder/Managing 83 None
2005 Market Street Director -
Philadelphia, PA 19103 Anthony Knerr &
Associates
69 (Strategic
Consulting)
(1990 -
Present)

Lucinda S. Landreth Director Since March 23, Chief 83 None
2005 Market Street 2005 Investment
Philadelphia, PA 19103 Officer
-Assurant. Inc.
60 (Insurance)
(2002 - 2004)

(1) Mr. Coyne is considered to be an "interested Director" because he is an
executive officer of the Funds' investment adviser. Mr. Coyne acquired
shares of common stock of Lincoln National Corporation ("LNC"), of which
the Funds' investment adviser is a wholly owned subsidiary, in the ordinary
course of business during 2006, but those transactions involved less than
1% of the outstanding shares of common stock of LNC.

(2) Delaware Investments is the marketing name for Delaware Management
Holdings, Inc. and its subsidiaries, including the Funds' investment
adviser and their accounting and administrative services agent.

-5-

Ann R. Leven Director Since October Consultant - 83 Director
2005 Market Street 1989 ARL Associates and Audit
Philadelphia, PA 19103 (Financial Committee
Planning) Chairperson
(1983-Present) - Systemax
67 Inc.

Director
and Audit
Committee
Chairperson
- Andy
Warhol
Foundation

Thomas F. Madison Director Since May 1997 President/Chief 83 Director
2005 Market Street Executive and Audit
Philadelphia, PA 19103 Officer - MLM Committee
Partners, Inc. Member -
71 (Small Business Digital
Investing and River Inc.
Consulting)
(January 1993 Director
- Present) and Audit
Committee
Member -
Rimage
Corporation

Director -
CenterPoint
Energy

Director -
Valmont
Industries,
Inc.

Janet L. Yeomans Director Since April 1999 Vice President 83
2005 Market Street (July 1995 - None
Philadelphia, PA 19103 January 2003)
and Treasurer
59 (January 2006 -
Present) 3M
Corporation

Ms. Yeomans has
held various
management
positions at 3M
Corporation
since 1983.

Vice President
Mergers &
Acquisitions
(January 2003 -
January 2006)

J. Richard Zecher Director Since March 23, Founder - 83 Director
2005 Market Street 2005 Investor and Audit
Philadelphia, PA 19103 Analytics Committee
(Risk Member -
67 Management) Investor
(May 1999 - Analytics
Present)
Director
Founder - and Audit
Sutton Asset Committee
Management Member -
(Hedge Fund) Oxigene,
(September 1996 Inc.
to Present)

-6-

The following table shows each Director's ownership of shares of the Fund and of
all other Funds in the Delaware Investments(R)Family of Funds (the "Fund
Complex") as of May 31, 2007.

Aggregate Dollar Range of
Equity Securities in
All Registered Investment
Common Stock of Funds Companies Overseen by Director
Name of Director Beneficially Owned in Fund Complex
--------------------------------------------------------------------------------
Interested Director

Patrick P. Coyne none over $100,000

Independent Directors

Thomas L. Bennett none none
John A. Fry none none
Anthony D. Knerr none over $100,000
Lucinda S. Landreth none $50,001 - $100,000
Ann R. Leven none over $100,000
Thomas F. Madison none $10,001 - $50,000
Janet L. Yeomans none over $100,000
J. Richard Zecher 990* $10,001 - $50,000

*As of May 31, 2007, Mr. Zecher owned 990 shares of Delaware Investments Arizona
Municipal Income Fund, Inc.

Board, Shareholder and Committee Meetings. During the last full fiscal
year, each Fund held five Board meetings, all of which were two-day meetings.
All of the Directors attended at least 75% of those meetings. Directors are
encouraged to attend each annual meeting of shareholders either in person or by
telephone, if possible. All Directors were present at the Funds' annual meeting
held on August 16, 2006.

Each Fund has an Audit Committee for the purpose of meeting, on a regular
basis, with the Fund's officers and independent auditors to oversee the quality
of financial reporting and the internal controls of each Fund, and for such
other purposes as the Board of Directors may from time to time direct. The Audit
Committee of each Fund consists of the following four Directors appointed by the
Board: Thomas F. Madison, Chairperson; Thomas L. Bennett; Janet L. Yeomans; and
J. Richard Zecher. Each Audit Committee member is not an "interested person" of
the Funds under the Investment Company Act of 1940, as amended (the "1940 Act"),
and each meets the standard of independence for Audit Committee members set
forth in the listing standards of the New York Stock Exchange (the "NYSE") and
the American Stock Exchange (the "AMEX"). Members of the Audit Committee serve
for two year terms or until their successors have been appointed and qualified.
The Audit Committee held five meetings for Delaware Investments Dividend and
Income Fund, Inc. ("DDF") and Delaware Investments Global Dividend and Income
Fund, Inc. ("DGF") for the fiscal year ended November 30, 2006 and four meetings
for the Preferred Share Funds for the fiscal year ended March 31, 2007. The
Board of Directors of each Fund has adopted a written charter for each Fund's
Audit Committee, attached as Exhibit C. A current copy of the Audit Committee's
charter is also available on the Fund's website at www.delawareinvestments.com.

Each Fund's Nominating and Corporate Governance Committee (the "Nominating
Committee") is comprised of the following four Directors appointed by the Board:
John A. Fry, Chairperson; Anthony D. Knerr; Lucinda S. Landreth, and Ann R.
Leven (ex-officio), all of whom meet the independence requirements set forth in
the listing standards of the NYSE and AMEX and are not "interested persons"
under the 1940 Act. The Nominating Committee recommends nominees for independent
Directors for consideration by the incumbent independent Directors of each Fund,
and the Nominating Committee recommends nominees for interested Directors for
consideration by the full Board of each Fund. The Nominating Committee held six
meetings during the fiscal year ended November 30, 2006 for DDF and DGF and five
meetings for the Preferred Share Funds for the fiscal year ended March 31, 2007.
Each Fund's Board of Directors has adopted a formal charter for the Nominating
Committee setting forth its responsibilities, attached as Exhibit D. A current
copy of the Nominating Committee's charter is also available on the Fund's
website at www.delawareinvestments.com.

-7-

The Nominating Committee will consider shareholder recommendations for
nominations to the Board of Directors only in the event that there is a vacancy
on the Board of Directors. Shareholders who wish to submit recommendations for
nominations to the Board to fill a vacancy must submit their recommendations in
writing to John A. Fry, Chairman of the Nominating Committee, c/o the Funds at
2005 Market Street, Philadelphia, Pennsylvania 19103. Shareholders should
include appropriate information on the background and qualifications of any
person recommended to the Nominating Committee (e.g., a resume), as well as the
candidate's contact information and a written consent from the candidate to
serve if nominated and elected. Shareholder recommendations for nominations to
the Board will be accepted on an ongoing basis and such recommendations will be
kept on file for consideration when there is a vacancy on the Board of
Directors.

The Nominating Committee generally identifies candidates for Board
membership through personal and business contacts of Directors and shareholders.
In addition, the Nominating Committee may use a search firm to identify
candidates for the Board of Directors, if deemed necessary and appropriate to
use such a firm. The Nominating Committee's process for evaluating a candidate
generally includes a review of the candidate's background and experience, a
check of the candidate's references and other due diligence and, when
appropriate, interviews with Nominating Committee members. In evaluating a
candidate, the Nominating Committee will also consider whether the candidate, if
elected, would be an independent director for purposes of the 1940 Act and the
listing standards of the NYSE and AMEX.

The Nominating Committee has not established any specific minimum
requirements that candidates must meet in order to be recommended by the
Nominating Committee for nomination for election to the Board. Rather, the
Nominating Committee seeks candidates who, in its judgment, will serve the best
interests of the Funds' long-term shareholders and whose background will
complement the experience, skills and diversity of the other Directors and add
to the overall effectiveness of the Board.

Board Compensation. Each independent Director receives compensation from
each Fund of which he/she is a member of the Board of Directors. The interested
Director is compensated by the investment adviser and does not receive
compensation from the Funds. Each independent Director currently receives a
total annual retainer fee of $84,000 for serving as a Director of all 30
investment companies within the Fund Complex, plus $5,000 per day for each day
the Board meets (normally four regular meetings, all of which are two day
meetings). Ann R. Leven is the current Lead/Coordinating Director for the Funds
and receives an additional annual retainer totaling $35,000 with respect to all
30 investment companies within the Fund Complex. Members of the Audit,
Investments, and Nominating and Corporate Governance Committees receive
additional compensation of $2,500 for each Committee meeting attended. The
chairpersons of the Audit, Investments, and Nominating and Corporate Governance
Committees receive an additional annual retainer of $15,000. These amounts do
not include payments related to the termination of the Retirement Plan as
discussed below.

The following table sets forth the compensation received by each Director
from each Fund and the total compensation received from the Fund Complex as a
whole during the twelve months ended May 31, 2007. The following table provides,
in addition, information on the retirement benefits accrued on behalf of those
Directors eligible to receive such benefits under the Delaware Investments
Retirement Plan for Directors/Trustees (the "Retirement Plan"). This plan was
recently terminated as more fully described below.

-8-

------------------- ---------------------- ------------------- ------------------------
Retirement Benefits Total Compensation from
Aggregate Compensation Accrued as Part of the Investment Companies
Director from the Funds Fund Expenses(1) in the Fund Complex
------------------- ---------------------- ------------------- ------------------------
Thomas L. Bennett $3,589 $0 $176,038
------------------- ---------------------- ------------------- ------------------------
John A. Fry $3,615 $3,212 $177,100
------------------- ---------------------- ------------------- ------------------------
Anthony D. Knerr $3,226 $14,599 $158,100
------------------- ---------------------- ------------------- ------------------------
Lucinda S. Landreth $3,457 $0 $169,600
------------------- ---------------------- ------------------- ------------------------
Ann R. Leven $4,475 $13,501 $219,600
------------------- ---------------------- ------------------- ------------------------
Thomas F. Madison $3,661 $14,501 $179,500
------------------- ---------------------- ------------------- ------------------------
Janet L. Yeomans $3,350 $6,244 $164,500
------------------- ---------------------- ------------------- ------------------------
J. Richard Zecher $3,402 $0 $167,000
------------------- ---------------------- ------------------- ------------------------

* Reflects compensation earned from Board service on behalf of the Funds
exclusive of retirement plan accruals and payments.

** Amounts in this column reflect the amounts accrued for the Retirement Plan
and its termination on behalf of the Funds.

*** Reflects compensation earned for Board service to the Fund Complex
exclusive of Retirement Plan accruals and payments.

(1) Figures reflect amounts already accrued under the Retirement Plan and
additional amounts accrued to effect the termination of the Retirement Plan
for the Funds as of May 31, 2007. The Funds' investment adviser has agreed
to absorb a minimum of $500,000 through certain additional waivers and/or
reimbursements for those Funds within the Fund Complex that are subject to
expense limitations.

Until the Retirement Plan's termination as described below, each
independent Director who, at the time of his or her retirement from the Board,
had attained the age of 70 and served on the Board for at least five continuous
years, was entitled to receive payments from each investment company in the Fund
Complex for which he or she had served as Director. These payments were to be
made for a period equal to the lesser of the number of years that such person
served as a Director or the remainder of such person's life. The amount of such
payments would have been equal, on an annual basis, to the amount of the annual
retainer paid to Directors of each investment company at the time of such
person's retirement.

The table below sets forth the estimated annual retirement benefit that
would have been payable under the Retirement Plan at specified compensation
levels and years of service. Directors credited with years of service
through December 31, 2006 are: Mr. Knerr (17 years), Ms. Leven (17 years),
Mr. Madison (13 years), Ms. Yeomans (8 years) and Mr. Fry (6 years). During
the fiscal year ended November 30, 2006, two former Directors of the Funds
were receiving yearly benefits under the Retirement Plan: Mr. Walter P.
Babich ($70,000) and Mr. Charles E. Peck ($50,000).

------------------------------ --------------------------
Years of Service
------------------------------ ---------- ---------------
Amount of Annual Retainer
Paid in Last Year of Service 0-4 Years 5 Years or More
------------------------------ ---------- ---------------
$50,000(1) $0 $50,000
------------------------------ ---------- ---------------
$70,000(2) $0 $70,000
------------------------------ ---------- ---------------
$80,000(3) $0 $80,000
------------------------------ ---------- ---------------

(1) Reflects final annual retainer for Charles E. Peck, a retired trustee.

(2) Reflects final annual retainer for Walter P. Babich, a retired
trustee.

(3) Reflects annual retainer at the time of termination of the Retirement
Plan for Anthony D. Knerr, Ann R. Leven, Thomas F. Madison, Janet L.
Yeomans and John A. Fry.

The Board of Directors of the Fund Complex voted to terminate the Delaware
Investments Retirement Plan for Directors effective November 30, 2006. As a
result of the termination of the Retirement Plan, no further benefits will
accrue to any current or future directors and a one-time payment of benefits
earned under the Retirement Plan was paid to eligible Directors. The amount of
the payment made on January 31, 2007 represented the benefits to which the
current Director is entitled under the terms of the Retirement Plan. The
calculation of such amount was based on: (1) the annual retainer amount as of
the date of termination ($80,000), (2) each Director's years of service

-9-

as of the date of termination (listed above), and (3) the actuarially determined
life expectancy of each Director. The payments thus calculated are discounted to
present value.

The net present value of the benefits accrued under the plan to which each
such Independent Director is entitled was calculated by a licensed/certified
actuary and then reviewed and approved by the Funds' independent Directors who
had no benefits vested under the Plan. The amounts paid in 2007 are as follows:
Anthony D. Knerr ($702,373), Ann R. Leven ($648,635), Thomas F. Madison
($696,407), Janet L. Yeomans ($300,978) and John A. Fry ($155,030).

Officers. Each Board of Directors and the senior management of the Funds
appoint officers each year, and from time to time as necessary. The following
individuals are executive officers of one or more of the Funds: Patrick P.
Coyne, Richard J. Salus, and John J. O'Connor. Exhibit E includes biographical
information and the past business experience of these officers, except for Mr.
Coyne, whose information is set forth with the other Directors. The Exhibit also
identifies which of these executive officers are also officers of Delaware
Management Company ("DMC" or "Management"), the investment adviser of each Fund.
These officers own shares of common stock and/or options to purchase shares of
common stock of LNC, the ultimate parent of DMC, and are considered to be
"interested persons" of the Funds under the 1940 Act.

Section 16(a) Beneficial Ownership Reporting Compliance. Section 16 of the
Securities Exchange Act of 1934, as amended, (the "1934 Act") requires that
Forms 3, 4, and 5 be filed with the SEC, the relevant securities exchange and
the relevant Fund, by or on behalf of certain persons, including directors,
certain officers, and certain affiliated persons of the investment adviser. The
Funds believe that these requirements were met for fiscal year 2007, except that
Management failed to timely file Form 3s on behalf of Damon J. Andres, Todd
Bassion, Edward Gray, Michael J. Hogan, Jordan L. Irving, Anthony A. Lombardi,
Zoe D. Neale, D. Tysen Nutt, Jr., See Yeng Quek, David P. O'Connor, John J.
O'Connor, Philip Perkins, Robert A. Vogel, Jr., J. Richard Zecher and Babak
(Bob) Zenouzi and failed to timely file a Form 4 for J. Richard Zecher.

Required Vote. All shareholders of a Fund vote together to elect Directors,
regardless of whether the Fund has both common and preferred shareholders,
except that the holders of the Preferred Share Funds have the exclusive right to
separately elect two Directors, in addition to the right to vote for the
remaining Directors together with the holders of the common shares. Each of the
Funds, except DDF and DGF has issued preferred shares. The holders of the
preferred shares of the Preferred Share Funds have the exclusive right to vote
to elect Mr. Madison and Ms. Yeomans to the Board of Directors of their
respective Preferred Share Funds. Provided that a quorum is present at the
Meeting, either in person or by proxy, the following votes are required to elect
each Fund's Board of Directors.

--------------------------------------------------------------------------------
PROPOSAL 1
Election of Directors
--------------------------------------------------------------------------------
Coyne, Bennett, Fry, Knerr,
FUND Landreth, Leven and Zecher Madison and Yeomans
--------------------------------------------------------------------------------
DDF & DGF Plurality of votes cast.
--------------------------------------------------------------------------------
Preferred Share Plurality of votes cast of Plurality of votes cast
Funds common and preferred shares. of preferred shares.
--------------------------------------------------------------------------------

THE BOARD OF DIRECTORS UNANIMOUSLY
RECOMMENDS THAT YOU VOTE "FOR"
PROPOSAL ONE

-10-

PROPOSAL TWO: TO APPROVE ELIMINATION OF A FUNDAMENTAL
INVESTMENT POLICY OF DELAWARE INVESTMENTS COLORADO
INSURED MUNICIPAL INCOME FUND, INC.

Shareholders of the CO Fund are being asked to consider and approve certain
changes to the CO Fund's fundamental investment strategies, as summarized below.

Presently, the CO Fund has a fundamental investment policy to invest
substantially all of its net assets in tax-exempt Colorado municipal obligations
insured as to the timely payment of both principal and interest by insurers with
claims-paying abilities rated AAA by Moody's Investors Service, Inc. ("Moody's")
or AAA by Standard & Poor's, a Division of the McGraw-Hill Companies, Inc.
("S&P") at the time of investment. Colorado municipal obligations include debt
obligations issued by the State of Colorado, its agencies, instrumentalities and
political subdivisions, the interest upon which, in the opinion of counsel to
the issuer of such obligations, is, at the time of issuance, not includable in
gross income for federal income taxes and exempt from Colorado state income tax.

On May 17, 2007, the Board of Directors approved, subject to shareholder
approval, eliminating the CO Fund's fundamental investment policy that the CO
Fund invest primarily in insured securities, AAA-rated Colorado municipal
securities (or the equivalent). At the same time, the Board took action
permitting the CO Fund, as a non-fundamental investment policy, to invest
without limitation in uninsured, investment grade Colorado municipal securities
(those rated BBB and above, or unrated but judged to be of comparable quality by
DMC). The Board also approved the adoption of a non-fundamental investment
policy to permit the CO Fund to invest up to 20% of its net assets in
non-investment grade Colorado municipal securities. Each of these
non-fundamental investment policies will become effective only upon shareholder
approval of the changes to the fundamental investment policies. The CO Fund will
continue to have a fundamental investment policy to invest under normal
circumstances, at least 80% of the value of its assets in Colorado municipal
obligations. For these purposes, "assets" mean net assets plus the amount of any
borrowings for investment purposes, including preferred shares.

The Board and DMC believe that it is in the best interests of shareholders
to adopt these changes for reasons discussed in more detail below.

1. Insured Colorado Municipal Securities.

With respect to the CO Fund's current requirement that it invest primarily
in insured securities, DMC believes that advising un-insured funds is more
consistent with its bottom-up investment style, which focuses more on
research-driven decisions and less on duration management. Although there is no
guarantee that the proposed change in strategy will translate into favorable
future returns, the Board and DMC believe it would be beneficial to have DMC
manage the CO Fund in accordance with its usual investment style to the extent
possible. The Board and DMC also believe that shareholders of the CO Fund would
benefit from the increased diversification offered by a municipal securities
fund without an insured mandate. Otherwise, maintaining an insured investment
mandate may disadvantage the CO Fund in terms of investment flexibility relative
to other non-insured municipal bond funds. Moreover, insured municipal
securities recently have had greater interest rate sensitivity than un-insured
municipal securities, and DMC believes that shareholders may be better protected
from market volatility if the CO Fund were to invest primarily in un-insured
municipal securities.

2. AAA-Rated Colorado Municipal Securities (or the equivalent).

The CO Fund currently has a fundamental investment policy requiring it to
invest 80% of its net assets in tax-exempt Colorado municipal securities insured
as to the timely payment of both principal and interest by insurers with
claims-paying abilities rated AAA or the equivalent at the time of investment.
In addition, the CO Fund currently has a non-fundamental investment policy
permitting it to invest up to 20% of its total assets in uninsured Colorado
municipal securities which are rated AAA or the equivalent at the time of
investment. As such, the CO Fund's portfolio currently consists primarily of
Colorado municipal securities that are rated, or have an equivalent rating, in
the highest investment rating category.

The Board and DMC believe that permitting the CO Fund to invest without
limitation in investment grade Colorado municipal securities (those rated BBB or
above) and up to 20% of its net assets in non-investment grade

-11-

municipal securities will allow the portfolio managers and research analysts to
take greater advantage of investment opportunities that may generate higher
current yield for the CO Fund's shareholders. The Board and DMC believe that
broadening the CO Fund's authority to invest in this area will improve the
portfolio managers' flexibility in meeting the CO Fund's investment objective.
Being unable to invest in investment grade securities rated below AAA and
non-investment grade securities may disadvantage the CO Fund in terms of
investment flexibility relative to other municipal bond funds.

The Board and DMC also believe that the proposed changes will benefit
shareholders because they will more clearly reflect the portfolio managers'
general investment philosophy and style. The proposed investment authority will
align the CO Fund's restrictions with those of Delaware Investments' other
non-insured municipal funds, all of which may invest without limitation in
investment grade municipal securities (including those rated below AAA) and up
to 20% in non-investment grade municipal securities.

If approved, the CO Fund will be renamed the Delaware Investments Colorado
Municipal Income Fund, Inc., consistent with its new, uninsured investment
strategy, and would begin to be managed under the new strategy immediately
following the Meeting.

Factors Considered by the Board in Approving the Proposed Changes. The
Board recognizes that the changes described above may be considered substantial.
However, it believes that the alternatives to repositioning the CO Fund
(specifically, liquidation, merger into an open-end fund or making no changes at
all) would ultimately be less beneficial to shareholders than a repositioning.
Moreover, broader diversification and more flexible investment policies may
allow the CO Fund's managers to improve yield and, as a result, may help
diminish the likelihood that the CO Fund may trade at a discount or help reduce
the magnitude of a discount. These changes will also make the CO Fund's
investment policies consistent with those of the open-end funds managed by DMC.
In approving the changes, the Board considered the following factors.

Management Style. The portfolio management team will be able to manage the
CO Fund according to an investment style that is more consistent with the
Delaware Municipal Bond Team's (the "Team") investment style. DMC's predecessor
assumed management of the CO Fund in 1997. Because the CO Fund's investment
policies and strategies were inherited from the CO Fund's previous manager, the
CO Fund has not been able to fully utilize the core strengths of the Team.
Specifically, the Team normally uses a credit-driven, bottom-up approach that
focuses on income. To date, the Team has managed the CO Fund in accordance with
its current investment policies and strategies, but is unable to fully utilize
the advantages of its research and trading capabilities due to the limitations
placed on the CO Fund at the time of the CO Fund's initial public offering
("IPO"). The Team heavily relies on the credit research staff when making
investment decisions, which allows the portfolio managers to understand the
structural and financial risks of transactions and underlying credit trends, as
well as identify undervalued opportunities. The Board of Directors and DMC
believe that the investment policies determined at the time of the CO Fund's IPO
may not allow the Team sufficient flexibility to take advantage of current
opportunities in the market. Although there is no guarantee that the proposed
changes in strategy will translate into favorable future returns, the Board of
Directors and DMC believe it would be beneficial to have the Team manage the CO
Fund in accordance with their usual investment style to the extent possible.

Performance. The Board of Directors and DMC believe that the changes
detailed in this Proposal may enable the CO Fund to achieve more competitive
performance. It will provide the CO Fund with greater flexibility to diversify
its investments and permit the CO Fund to invest in higher yielding investment
grade and non-investment grade categories, which will potentially allow for
greater competitive performance.

Portfolio Turnover. If implemented, the proposed changes could result in
slightly higher portfolio turnover for the next 12 months than in recent
history. Slightly higher portfolio turnover could cause the CO Fund to realize
capital gains that would eventually flow through to the shareholder, although
any potential capital gains incurred could be offset with potential capital
losses. The CO Fund currently makes monthly distributions to shareholders of
$0.060 cents per share, which the Board and Management would continue to review
in light of any additional capital gains the CO Fund may incur in implementing
these changes. The Board and Management believe that the potential benefits in
terms of increased yield and diversification outweigh the downside of
distributing capital gains. Although it is difficult to quantify the potential
increase in capital gains, it is anticipated that any increase would be minimal
as many of the bonds currently in the CO Fund's portfolio were purchased at
attractive yields that are no longer available in the current market place. In
the event that opportunities arise and the yields on un-insured investment grade
and non-investment grade securities are more attractive than those of the
AAA-rated securities presently held

-12-

in the CO Fund's portfolio, the Team may elect to purchase securities in
accordance with the investment policy in the event it is approved at this
Meeting. As always, capital gain recognition will be factored into the overall
decision making process used in managing the CO Fund.

Impact on Preferred Shares. Management has contacted S&P and Moody's to
assess the impact that an uninsured mandate and increased lower tier investment
grade and non-investment grade exposure may have on the credit rating of the CO
Fund's preferred shares if the proposed investment strategy changes were
permitted. Moody's Rating Committee (the "Committee") reviewed the pro forma
portfolios and other relevant information, including the Team's credit research
and surveillance of non-investment grade credits, and concluded that the
proposed change from an insured to an uninsured mandate and the potential
maximum exposure of 20% to non-investment grade credits would have no negative
implication for the CO Fund's ratings. In coming to its conclusion, the
Committee also assumed that no additional leverage would be added to the CO Fund
and that no material change in the composition of the portfolio beyond what is
being considered would be made, subject to a satisfactory review of the
guidelines set forth in final documentation. S&P has also reviewed the pro-forma
portfolio and confirmed that the proposed change from an insured to an uninsured
mandate and the potential exposure to investment grade and non-investment grade
securities would have no negative implication for the CO Fund's ratings.

Risks Associated with the Proposed Changes. If the proposed changes to the
CO Fund's investment objective and policies are approved, the CO Fund will be
subject to the following additional risks, most notably increased industry and
security risk, credit risk and high-yield bond risk.

Industry and Security Risk. Industry risk is the risk that the value of
securities in a particular industry will decline because of changing
expectations for the performance of that industry. Securities risk is the risk
that the value of an individual security will decline because of changing
expectations for the performance of the individual issuer of the security. To
mitigate this risk, DMC spreads the CO Fund's assets across different types of
municipal bonds and among bonds representing different industries and regions
within Colorado. DMC maintains a long-term investment approach and focuses on
bonds it believes will provide a steady income stream regardless of interim
market fluctuations. DMC does not try to predict overall market movements and
generally does not trade for short-term purposes. However, if the CO Fund's
fundamental policy requiring it to invest primarily in insured securities is
eliminated, it may be more subject to industry and security risk than it was
previously because payment of interest and principal on a substantial portion of
the bonds in its portfolio is no longer insured.

Credit Risk. Credit risk is the possibility that an issuer of a debt
security - or an entity that insures the debt security - will be unable to make
interest payments on, and to pay the principal of, a security when due. A change
in the credit risk associated with a particular debt security may cause a
corresponding change in that security's price and, therefore, impact the CO
Fund's net asset value. The purpose of insurance is to protect against credit
risk. In the event of a default of an insured municipal security, the insurer is
contractually required to make payments of interest and principal under the
terms of the municipal security. To the extent that the CO Fund invests more of
its assets in insured municipal securities or in securities that are more highly
rated, the CO Fund may be subject to less credit risk. There is no assurance,
however, that an insurance company will meet its obligations with respect to the
insured securities. Management recognizes that both eliminating the CO Fund's
mandated investment policy concerning insured securities and increasing the CO
Fund's ability to invest in non-investment grade securities may entail an
increase in credit risk. It is the portfolio managers' and credit analysts'
responsibility to perform due diligence around security selection with respect
to credit risk to ensure that securities within the CO Fund are adding value to
the portfolio. The Team meets on a weekly basis to discuss and address such
risks.

High Yield ("Junk") Bonds. Credit risk is even greater for non-investment
grade, high-yield municipal bonds. Investing in so-called "junk" bonds entails
the risk of principal loss, which is typically greater than the risk involved in
investment grade bonds. Issuers of these bonds are generally considered to be in
a less secure financial situation and may be affected more by adverse economic
conditions, and therefore high-yield bonds tend to exhibit more price
volatility. High-yield bonds are sometimes issued by municipalities with lesser
financial strength and therefore less ability to make projected debt payments on
the bonds. A protracted economic downturn could adversely affect the value of
outstanding bonds and the ability of high-yield issuers to repay principal and
interest. In particular, for a high-yield revenue bond, adverse economic
conditions to the particular project or industry that backs the bond would pose
a significant risk. In striving to manage these risks, DMC will limit the amount
that the CO Fund may invest in lower quality, higher yielding bonds.

-13-

Interest Rates. The CO Fund is affected by changes in interest rates. When
interest rates rise, the value of bonds in the CO Fund's portfolio will likely
decline. This generally affects securities with longer maturities more than
those with shorter maturities. Because interest rate movements can be
unpredictable, DMC does not try to increase return by aggressively capitalizing
on interest rate moves. DMC does attempt to manage the duration of the CO Fund
in order to take advantage of DMC's market outlook, especially on a longer-term
basis.

Expenses of the CO Fund's Investment Strategy Changes. The costs of the
investment strategy changes will be borne jointly by the CO Fund and DMC.
Specifically, the CO Fund will pay 70% and DMC will pay 30% of the costs of the
proposed investment strategy changes. The Board believes that, because each
party will benefit from the proposed investment strategy changes, each party
should be responsible for a portion of the expense.

The Board believes the CO Fund may benefit from the increased
diversification offered by a municipal securities fund without an insured
mandate. The CO Fund may also benefit from the ability to invest without
limitation in uninsured investment grade Colorado municipal securities (those
rated BBB and above) and up to 20% of its net assets in non-investment grade
securities (those rated below BBB) that may generate higher yield.

DMC should bear a portion of the expenses in recognition of the benefits
that will accrue to DMC as a result of the investment strategy changes,
including the ability to manage the CO Fund in accordance with the Team's
established investment philosophy. Accordingly, the Board believes that the CO
Fund should bear 70% and DMC should bear 30% of the expenses associated with the
investment strategy changes.

The CO Fund must annually convene a shareholder meeting to vote on certain
routine items. The CO Fund, in conjunction with the other Funds, bears the costs
associated with this Meeting. By including the proposed changes in this proxy
statement, only the difference between the cost of a routine annual shareholder
meeting and the costs associated with adding the additional proposals relating
to the CO Fund and Delaware Investments Florida Insured Municipal Income Fund
(the "FL Fund") would be allocated among the CO Fund, the FL Fund and DMC. This
difference is estimated to be approximately $22,000. See the discussion under
"Other Information - Expenses of the Proposals" below for more information.

Required Vote. Provided that a quorum is present at the Meeting, either in
person or by proxy, the proposals must be approved by a Majority Vote of CO Fund
Shareholders, defined as follows: the affirmative vote of the lesser of (1) more
than 50% of the outstanding voting securities; or (2) 67% or more of the voting
securities present at the Meeting if the holders of more than 50% of the CO
Fund's outstanding voting securities are present or represented by proxy.

If Proposal 2 is not approved by shareholders, the CO Fund's fundamental
investment policy will not be eliminated, and the associated non-fundamental
policies approved by the Board will not be implemented. The Board may consider
other alternatives to present to shareholders of the CO Fund.

--------------------------------------------------------------------------------
PROPOSAL 2
Eliminating a Fundamental Investment
Policy of Delaware Investments
Colorado Insured Municipal Income Fund, Inc.
--------------------------------------------------------------------------------
Elimination of fundamental investment
policy requiring the CO Fund to
invest primarily in insured Colorado
municipal securities rated AAA.
--------------------------------------------------------------------------------
CO Fund Common Stock A Majority Vote as defined above
and Preferred

Shares voting together
as a single class
--------------------------------------------------------------------------------
Preferred Shares
voting separately A Majority Vote as defined above
--------------------------------------------------------------------------------

THE BOARD OF DIRECTORS UNANIMOUSLY
RECOMMENDS THAT YOU VOTE "FOR"
PROPOSAL TWO

-14-

PROPOSAL THREE: TO ELIMINATE A FUNDAMENTAL POLICY OF THE FL FUND

Shareholders of the FL Fund are being asked to eliminate one of the FL
Fund's fundament investment policies as summarized below.

Presently, the FL Fund invests substantially all of its net assets in
tax-exempt Florida municipal obligations insured as to the timely payment of
both principal and interest by insurers with claims-paying abilities rated Aaa
by Moody's Investors Service, Inc. ("Moody's") or AAA by Standard & Poor's
Corporation ("S&P") at the time of investment. Florida municipal obligations
include debt obligations issued by the State of Florida, its agencies,
instrumentalities and political subdivisions which qualify as assets exempt from
the Florida intangible personal property tax (which, as discussed below, has
been repealed) and the interest on which, in the opinion of bond counsel to the
issuer of such obligations, is, at the time of issuance, not includable in gross
income for federal income taxes.

On May 17, 2007, the Board of Delaware Investments Florida Insured
Municipal Income Fund (the "FL Fund") approved, subject to shareholder approval,
the elimination of the fundamental investment policy that the FL Fund invest
primarily in insured, AAA-rated Florida municipal securities (or the
equivalent). The Board also approved the adoption of non-fundamental investment
policies to permit the FL Fund (1) to invest without limitation in uninsured,
investment grade (those rated BBB or above) municipal securities of states other
than Florida and (2) to invest up to 20% of its net assets in non-investment
grade municipal securities (those rated below BBB). These non-fundamental
policies will become effective only upon shareholder approval of the changes to
the fundamental investment policies.

The Board and DMC believe that it is in the best interests of shareholders
to adopt these changes for reasons discussed in more detail below.

1. Replacing Florida Municipal Bonds with a National Tax-Free Strategy.

Florida repealed its intangible personal property tax effective January 1,
2007, and it has no state income tax. As a result, the continued appeal of
Florida-only municipal debt funds is limited, as municipal bonds issued by the
state of Florida no longer provide a specific tax advantage to Florida residents
over municipal securities of extrastate issuers. Therefore, the Board recommends
that shareholders approve eliminating the FL Fund's investment policy to permit
it to invest in securities issued by states other than Florida.

If these changes are approved, the repositioned FL Fund would be more
geographically diversified because it would be able to invest in securities
issued outside of Florida. However, the tax treatment of dividends would remain
the same, since the change in Florida tax law has already eliminated the tax
benefits that Florida-only funds once provided. Because of the repeal and
associated loss of tax benefits for Florida residents, Florida municipal bond
closed-end funds may be subject to deep discounts and arbitrage opportunities.
By permitting the FL Fund to invest in securities issued outside of Florida, the
FL Fund has the potential to attract investors who may be interested in the
income streams and tax benefits that a national municipal closed-end investment
strategy would offer. The increased interest in the repositioned FL Fund may
help to alleviate future discount pressures.

Shareholders of the FL Fund could benefit from the increased
diversification offered by a national municipal bond fund without a single-state
mandate. Single-state funds with an insured mandate have limited investment
flexibility relative to un-insured national municipal bond funds. By converting
the FL Fund into a national fund, investors of the FL Fund would be exposed to
less geographical risk, and, as discussed above, Florida municipal securities no
longer offer unique tax benefits to Florida residents.

If approved, the eliminated fundamental investment policy would be replaced
by a fundamental investment policy requiring the Fund to invest, under normal
circumstances, at least 80% of its assets in securities the income from which is
exempt from federal income tax. For these purposes, "assets" means net assets
plus the amount of any borrowings for investment purposes, including preferred
shares.

2. Insured Securities.

-15-

With respect to the FL Fund's current requirement that it invest primarily
in insured securities, DMC believes that advising uninsured funds is more
consistent with its bottom-up investment style, which focuses more on
research-driven decisions and less on duration management. The Board and DMC
believe that shareholders of the FL Fund would benefit from the increased
diversification offered by a municipal securities fund without an insured
mandate. Otherwise, maintaining an insured investment mandate may disadvantage
the FL Fund in terms of investment flexibility relative to other uninsured
national municipal bond funds. Moreover, insured municipal securities recently
have had greater interest rate sensitivity than uninsured municipal securities,
and DMC believes that shareholders may be better protected from market
volatility if the FL Fund were to invest primarily in uninsured municipal
securities.

3. AAA-Rated Florida municipal securities (or the equivalent).

The FL Fund currently has a fundamental investment policy requiring it to
invest 80% of its net assets in tax-exempt Florida municipal securities insured
as to the timely payment of both principal and interest by insurers with
claims-paying abilities rated AAA or the equivalent at the time of investment.
In addition, the FL Fund currently has a non-fundamental investment policy
permitting it to invest up to 20% of its total assets in uninsured Florida
municipal securities which are rated AAA or the equivalent at the time of
investment. As such, the FL Fund's portfolio currently consists primarily of
Florida municipal securities that are rated, or have an equivalent rating, in
the highest investment rating category.

Management believes that permitting the FL Fund to invest without
limitation in investment grade municipal securities (those rated BBB and above)
and up to 20% of its net assets in non-investment grade municipal securities
(those rated below BBB) will allow the portfolio managers and research analysts
to take greater advantage of investment opportunities that may generate higher
current yield for the FL Fund's shareholders. Management believes that
broadening the FL Fund's authority to invest in this area will improve the
portfolio managers' flexibility in meeting the FL Fund's investment objective.

Management also believes that the proposed changes will benefit
shareholders because they will more clearly reflect the portfolio managers'
general investment philosophy and style. The proposed investment authority will
align the FL Fund's restrictions with those of Delaware's other non-insured
municipal bond funds, all of which may invest without limitation in investment
grade municipal securities and up to 20% in non-investment grade municipal
securities (those rated below BBB). Being unable to invest in investment grade
securities and non-investment grade securities may disadvantage the FL Fund, in
terms of investment flexibility, relative to other national municipal bond
funds.

If approved, the FL Fund will be renamed the Delaware Investments National
Municipal Income Fund consistent with its new investment strategy, and would
begin to be managed under its new strategy immediately following the Meeting.

Factors Considered by the Board in Approving the Proposed Changes. The
Board recognizes that the changes described above may be considered substantial.
However, it believes that the alternatives to repositioning the FL Fund
(specifically, liquidation, merger into an open-end fund or making no changes at
all) would ultimately be less beneficial to shareholders than a repositioning.
Moreover, broader diversification and more flexible investment policies may
allow the FL Fund's managers to improve yield and, as a result, help diminish
the likelihood that the FL Fund may trade at a discount or help reduce the
magnitude of a discount. These changes will also make the FL Fund's investment
policies consistent with those of the firm's open-end funds. In approving the
changes, the Board considered the following factors.

Management Style. The portfolio management team (the "Team") will be able
to manage the FL Fund according to an investment style that is more consistent
with the Team's bottom-up investment style. DMC's predecessor assumed management
of the FL Fund in 1997. Because the FL Fund's investment policies and strategies
were inherited from the FL Fund's previous manager, the FL Fund has not been
able to fully utilize the core strengths of the Delaware Municipal Bond Team
(the "Team"). Specifically, the Team normally uses a credit-driven, bottom-up
approach that focuses on income. To date, the Team has managed the FL Fund in
accordance with its current investment policies and strategies, but is unable to
fully utilize the advantages of its research and trading capabilities due to the
limitations placed on the FL Fund at the time of the FL Fund's initial public
offering ("IPO"). The Team heavily relies on the credit research staff when
making investment decisions, which allows the portfolio managers to understand
the structural and financial risks of transactions and underlying credit trends,
as well as identify undervalued opportunities. The Board of Directors and DMC
believe that the investment policies

-16-

determined at the time of the FL Fund's IPO may not allow the portfolio managers
sufficient flexibility to take advantage of current opportunities in the market.
Although there is no guarantee that the proposed changes in strategy will
translate into favorable future returns, the Board of Directors and DMC believe
it would be beneficial to have the Team manage the FL Fund in accordance with
their usual investment style to the extent possible.

Performance. The Board of Directors and DMC believe that the changes
detailed in this Proposal may enable the FL Fund to achieve more competitive
performance. It will provide the FL Fund with greater flexibility to diversify
its investments and permit the FL Fund to invest in higher yielding investment
grade and non-investment grade categories, which will potentially allow for
greater competitive performance.

Portfolio Turnover. If implemented, the proposed changes could result in
higher portfolio turnover for the next 12 months than in recent history. Higher
portfolio turnover could cause the FL Fund to realize capital gains that would
eventually flow through to the shareholder, although any potential capital gains
incurred could be offset with potential capital losses. The FL Fund currently
makes monthly distributions to shareholders of $0.060 cents per share, which the
Board and Management would continue to review in light of any additional capital
gains the FL Fund may incur in implementing these changes. The Board and
Management believe that the potential benefits in terms of increased yield and
diversification outweigh the downside of distributing capital gains. Although it
is difficult to quantify the potential increase in capital gains, it is
anticipated that any increase would be minimal as many of the bonds currently in
the FL Fund's portfolio were purchased at attractive yields that are no longer
available in the current market place. In the event that opportunities arise and
the yields on un-insured investment grade and non-investment grade securities
are more attractive than those of the AAA-rated securities presently held in the
FL Fund's portfolio, the portfolio managers may elect to purchase securities in
accordance with the investment policy proposed at this meeting. As always,
capital gain recognition will be factored into the overall decision making
process used in managing the FL Fund.

Geographical Diversification. The change to a national mandate from a
single-state mandate may provide shareholders with the benefits of geographical
diversification. Further, the guidelines will reduce the FL Fund's exposure to a
single state, such as Florida, and will allow the Team greater flexibility in
extracting value from the entire municipal bond market. As of June 25, 2007,
Florida made up only 5.55% of the municipal market as measured by the broad
based Lehman Brothers Municipal Bond Index.

Impact on Preferred Shares. Management has contacted S&P and Moody's to
assess the impact that a national investment strategy, an uninsured mandate and
increased lower tier investment grade and non-investment grade exposure may have
on the credit rating of the FL Fund's preferred shares if the proposed
investment strategy changes were permitted. Moody's Rating Committee reviewed
the pro forma portfolios and other relevant information, including Delaware
Investments' credit research and surveillance of non-investment grade credits,
and concluded that the proposed national investment strategy, the proposed
change from an insured to an uninsured mandate and the maximum exposure of 20%
to non-investment grade credits would have no negative implication for the FL
Fund's ratings. In coming to its conclusion, the Committee also assumed that no
additional leverage would be added to the FL Fund and that no material change in
the composition of the portfolio beyond what is being considered would be made,
subject to a satisfactory review of the guidelines set forth in final
documentation. S&P has also reviewed the pro-forma portfolio and confirmed that
the proposed national investment strategy, the proposed change from an insured
to an uninsured mandate and the potential exposure to investment grade and
non-investment grade securities would have no negative implication for the FL
Fund's ratings.

Risks Associated with the Proposed Changes. If the proposed elimination of
the FL Fund's fundamental investment policy is approved, the FL Fund will be
subject to the following additional risks, most notably increased industry and
security risk, credit risk and high-yield bond risk. However, geographical risk,
the risk associated with investing in a particular state, would be reduced if
the Proposal is approved.

Industry and Security Risk. Industry risk is the risk that the value of
securities in a particular industry will decline because of changing
expectations for the performance of that industry. Securities risk is the risk
that the value of an individual security will decline because of changing
expectations for the performance of the individual issuer of the security. To
mitigate this risk, DMC spreads the FL Fund's assets across different types of
municipal bonds and among bonds representing different industries and regions
within Colorado. DMC will generally concentrate investments in a particular
sector when the supply of bonds in other sectors does not suit the FL Fund's
investment needs. This will expose the FL Fund to greater industry and security
risk. However, if the FL Fund's fundamental policy requiring it to invest
primarily in insured securities is eliminated, it may be more subject to

-17-

industry and security risk than it was previously because payment of interest
and principal on a substantial portion of the bonds in its portfolio is no
longer insured.

Geographical Diversification. It is anticipated that the FL Fund will
transition its portfolio over time to include municipal bonds from other states
and territories. During that transition period, the FL Fund may have significant
investments in Florida municipal bonds. This could make the FL Fund more
sensitive to economic conditions in Florida than other more geographically
diversified national municipal income funds.

Credit Risk. Credit risk is the possibility that an issuer of a debt
security - or an entity that insures the debt security - will be unable to make
interest payments on, and to pay the principal of, a security when due. A change
in the credit risk associated with a particular debt security may cause a
corresponding change in that security's price and, therefore, impact the FL
Fund's net asset value. The purpose of insurance is to protect against credit
risk. In the event of a default of an insured municipal security, the insurer is
contractually required to make payments of interest and principal under the
terms of the municipal security. To the extent that the FL Fund invests more of
its assets in insured municipal securities or in securities that are more highly
rated, the FL Fund may be subject to less credit risk. There is no assurance,
however, that an insurance company will meet its obligations with respect to the
insured securities. Management recognizes that both eliminating the FL Fund's
mandated investment policy concerning insured securities and increasing the FL
Fund's ability to invest in non-investment grade securities may entail an
increase in credit risk. It is the portfolio manager's and credit analyst's
responsibility to perform due diligence around security selection with respect
to credit risk to ensure that securities within the FL Fund are adding value to
the portfolio. The Team meets on a weekly basis to discuss and address such
risks.

High Yield ("Junk") Bonds. Credit risk is even greater for non-investment
grade, high-yield municipal bonds. Investing in so-called "junk" bonds entails
the risk of principal loss, which is typically greater than the risk involved in
investment grade bonds. Issuers of these bonds are generally considered to be in
a less secure financial situation and may be affected more by adverse economic
conditions, and therefore high-yield bonds tend to exhibit more price
volatility. High- yield bonds are sometimes issued by municipalities with lesser
financial strength and therefore less ability to make projected debt payments on
the bonds. A protracted economic downturn could adversely affect the value of
outstanding bonds and the ability of high-yield issuers to repay principal and
interest. In particular, for a high-yield revenue bond, adverse economic
conditions to the particular project or industry that backs the bond would pose
a significant risk. In striving to manage these risks, DMC will limit the amount
that the FL Fund may invest in lower quality, higher yielding bonds.

Interest Rates. The FL Fund is affected by changes in interest rates. When
interest rates rise, the value of bonds in the FL Fund's portfolio will likely
decline. This generally affects securities with longer maturities more than
those with shorter maturities. Because interest rate movements can be
unpredictable, DMC does not try to increase return by aggressively capitalizing
on interest rate moves. DMC does attempt to manage the duration of a Fund in
order to take advantage of DMC's market outlook, especially on a longer-term
basis.

Expenses of the FL Fund Investment Strategy Changes. The costs of the
investment strategy changes will be borne jointly by the FL Fund and DMC.
Specifically, the FL Fund will pay 70% and DMC will pay 30% of the costs of the
proposed investment strategy changes. The Board believes that, because each
party will benefit from the proposed investment strategy changes, each party
should be responsible for a portion of the expense.

The Board believes the FL Fund may benefit from the proposed investment
strategy changes. The FL Fund may also benefit from the ability to invest
without limitation in uninsured investment grade municipal securities (those
rated BBB and above) and up to 20% of its net assets in non-investment grade
securities (those rated below BBB) that may generate higher yield.

DMC should bear a portion of the expenses in recognition of the benefits
that will accrue to DMC as a result of the investment strategy changes,
including the ability to manage the FL Fund in accordance with the Team's
established investment philosophy and potentially preventing the FL Fund from
trading at future discounts. Accordingly, the Board believes that the FL Fund
should bear 70% and DMC should bear 30% of the expenses associated with the
investment strategy changes.

The FL Fund must annually convene a shareholder meeting to vote on certain
routine items. The FL Fund, in conjunction with the other Funds, bears the costs
associated with this meeting. By including the proposed changes in the proxy
statement for the FL Fund's annual shareholder meeting, only the difference
between the cost of a

-18-

routine annual shareholder meeting and the costs associated with adding the
additional proposals relating to the FL Fund and the Delaware Investments
Colorado Insured Municipal Income Fund, Inc. (the "CO Fund") would be allocated
among the CO Fund, the FL Fund and DMC. This difference is estimated to be
approximately $22,000. See the discussion under "Other Information - Expenses of
the Proposals" below for more information.

Required Vote. Provided that a quorum is present at the Meeting, either in
person or by proxy, the proposals must be approved by a Majority Vote of FL Fund
shareholders, defined as follows: the affirmative vote of the lesser of (1) more
than 50% of the outstanding voting securities; or (2) 67% or more of the voting
securities present at the Meeting if the holders of more than 50% of the FL
Fund's outstanding voting securities are present or represented by proxy.

If Proposal 3 is not approved by shareholders, the FL Fund's fundamental
investment policy will not be eliminated, and the associated non-fundamental
policies approved by the Board will not be implemented. The Board may consider
other alternatives to present to shareholders of the FL Fund.

--------------------------------------------------------------------------------
PROPOSAL 3
Elimination of a Fundamental Investment
Policy of Delaware Investments Florida
Insured Municipal Income Fund
--------------------------------------------------------------------------------

Elimination of fundamental investment policy
requiring the FL Fund to invest 80% of
its net assets in insured, AAA-rated
municipal bonds issued by the State of Florida.

--------------------------------------------------------------------------------
FL Fund Common Stock
and Preferred Shares
voting together as a
single class A Majority Vote as defined above
--------------------------------------------------------------------------------
Preferred Shares
voting separately A Majority Vote as defined above
--------------------------------------------------------------------------------

THE BOARD OF DIRECTORS UNANIMOUSLY
RECOMMENDS THAT YOU VOTE "FOR"
PROPOSAL THREE

-19-

INDEPENDENT ACCOUNTANTS AND AUDIT COMMITTEE REPORT

The firm of Ernst & Young LLP has been selected as the independent
registered public accounting firm ("independent auditors") for the Funds. In
accordance with Independence Standards Board Standard No. 1 ("ISB No. 1"), Ernst
& Young LLP has confirmed to each Fund's Audit Committee regarding the
independence of Ernst & Young LLP. The Audit Committee must approve all audit
and non-audit services provided by Ernst & Young LLP relating to the operations
or financial reporting of one or more of the Funds. The Audit Committee reviews
any audit or non-audit services to determine whether they are appropriate and
permissible under applicable law.

Each Fund's Audit Committee has adopted policies and procedures to provide
a framework for the Audit Committee's consideration of non-audit services by
Ernst & Young LLP. These policies and procedures require that any non-audit
service to be provided by Ernst & Young LLP to a Fund, DMC or any entity
controlling, controlled by or under common control with DMC that relate directly
to the operations or financial reporting of a Fund are subject to pre-approval
by the Audit Committee or the Chairperson of the Audit Committee before such
service is provided. The Audit Committee has pre-approved certain services with
respect to the Funds up to certain specified fee limits.

As required by its charter, each Fund's Audit Committee has reviewed and
discussed with Fund management and representatives from Ernst & Young LLP the
audited financial statements for each Fund's last fiscal year. The Audit
Committee has discussed with the independent auditors their judgments as to the
quality, not just the acceptability, of the Funds' accounting principles and
such other matters required to be discussed with the Audit Committee by
Statement of Auditing Standards No. 61, as amended by Statement on Auditing
Standards No. 90 (Communication With Audit Committees). The Audit Committee also
received the written disclosures and the letter from its independent auditors
required by ISB No. 1, and discussed with a representative of Ernst & Young LLP
the independent auditor's independence. Each Fund's Board of Directors
considered fees received by Ernst & Young LLP from DMC and its affiliates during
the last fiscal year in connection with its consideration of the auditors'
independence. Based on the foregoing discussions with management and the
independent auditors, each Fund's Audit Committee unanimously recommended to the
Fund's Board of Directors that the aforementioned audited financial statements
be included in each Fund's annual report to shareholders for the last fiscal
year.

As noted above, the members of each Fund's Audit Committee are: Thomas L.
Bennett, Thomas L. Madison, Janet L. Yeomans and J. Richard Zecher. All members
of each Fund's Audit Committee meet the standard of independence set forth in
the listing standards of the NYSE and AMEX, as applicable, and are not
considered to be "interested persons" under the 1940 Act. The Fund's Board of
Directors has adopted a formal charter for the Audit Committee setting forth its
responsibilities. A copy of the Audit Committee's charter is included in Exhibit
C to this Combined Proxy Statement.

Audit fees. The aggregate fees paid to Ernst & Young LLP in connection with
the annual audit of each Fund's financial statements and for services normally
provided by the independent auditors in connection with statutory and regulatory
filings or engagements for the fiscal year ended November 30, 2006 for DDF and
DGF and ended March 31, 2007 for the Preferred Share Funds, and for the fiscal
year ended November 30, 2005 for DDF and DGF and ended March 31, 2006 for the
Preferred Share Funds are set forth below:

--------------------------------------------------------------------------------
Audit Fees Audit Fees
for FYE 11/30/06 or FYE 11/30/05
Fund and 3/31/07 of and 3/31/06
--------------------------------------------------------------------------------
Delaware Investments Dividend and
Income Fund, Inc. $13,700 $14,800
Delaware Investments Global Dividend
and Income Fund, Inc. $11,100 $11,600
Delaware Investments Arizona Municipal
Income Fund, Inc. $10,300 $10,300
Delaware Investments Colorado Insured
Municipal Income Fund, Inc. $11,200 $11,500
Delaware Investments Florida Insured
Municipal Income Fund $10,100 $10,000
Delaware Investments Minnesota Municipal
Income Fund II, Inc. $14,100 $24,800
--------------------------------------------------------------------------------

Audit-related fees. The aggregate fees billed by the Funds' independent
auditors for services relating to the performance of the audit of each Fund's
financial statements and not reported above under "Audit Fees" are described
below for the fiscal year ended November 30, 2006 for DDF and DGF and ended
March 31, 2007 for the Preferred Share Funds and for the fiscal year ended
November 30, 2005 for DDF and DGF and ended March 31, 2006 for the Preferred
Shares Funds. The percentage of these fees relating to services approved by the
Audit

-20-

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: agreed upon procedures relating to the commercial paper program
rating agency reports for DDF and agreed-upon procedures relating to the
preferred share rating agency reports for the Preferred Share Funds.

------------------------------------------------------------------------------------
Audit-Related Fees Audit-Related Fees
for FYE 11/30/06 for FYE 11/30/05
Fund and 3/31/07 and 3/31/06
------------------------------------------------------------------------------------
Delaware Investments Dividend and
Income Fund, Inc. $6,868 $5,905
Delaware Investments Global Dividend
and Income Fund, Inc. $0 $0
Delaware Investments Arizona Municipal
Income Fund, Inc. $6,868 $6,700
Delaware Investments Colorado Insured
Municipal Income Fund, Inc. $6,868 $6,700
Delaware Investments Florida Insured
Municipal Income Fund $6,868 $6,700
Delaware Investments Minnesota Municipal
Income Fund II, Inc. $6,868 $6,700

-------------------------------------------------------------------------------------

The aggregate fees billed by the Funds' independent auditors for services
relating to the performance of the audit of the financial statements of each
Fund's investment adviser(s) and other service providers under common control
with the adviser(s) and that relate directly to the operations or financial
reporting of a Fund for the fiscal year ended November 30, 2006 for DDF and DGF
and ended March 31, 2007 for the Preferred Share Funds were $0, and for the
fiscal year ended November 30, 2005 for DDF and DGF and ended March 31, 2006 for
the Preferred Share Funds were $15,000. The percentage of these fees relating to
services approved by the 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 agreed-upon
procedures reports to the Board of Directors in connection with the annual
accounting service agent contract renewal and the pass-through of internal legal
costs relating to the operations of the Fund.

Tax fees. The aggregate fees billed by the Funds' independent auditors for
tax-related services provided to each Fund are described below for the fiscal
year ended November 30, 2006 for DDF and DGF and ended March 31, 2007 for the
Preferred Share Funds, and for the fiscal year ended November 30, 2005 for DDF
and DGF and ended March 31, 2006 for the Preferred Share Funds. The percentage
of these fees relating to services approved by the 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 returns and review of annual excise distribution
calculations.

--------------------------------------------------------------------------------
Tax Fees Tax Fees
for FYE for FYE
11/30/06 11/30/05
Fund and 3/31/07 and 3/31/06
--------------------------------------------------------------------------------
Delaware Investments Dividend and
Income Fund, Inc. $2,500 $2,800
Delaware Investments Global Dividend
and Income Fund, Inc. $2,000 $2,100
Delaware Investments Arizona Municipal
Income Fund, Inc. $1,900 $1,900
Delaware Investments Colorado Insured
Municipal Income Fund, Inc. $2,100 $2,100
Delaware Investments Florida Insured
Municipal Income Fund $1,800 $1,800
Delaware Investments Minnesota Municipal
Income Fund II, Inc. $2,600 $900

--------------------------------------------------------------------------------

The aggregate fees billed by the Funds' independent auditors for
tax-related services provided to the Funds' investment adviser(s) and other
service providers under common control with the adviser(s) and that relate
directly to the operations or financial reporting of the Fund were $0 for each
Fund's prior two fiscal years ended.

All other fees. The aggregate fees billed for all services provided by the
independent auditors to the Funds other than those set forth above were $0 for
the prior two fiscal years ended.

The aggregate fees billed for all services other than those set forth above
provided by the Funds' independent auditors to the Funds' investment adviser(s)
and other service providers under common control with the investment

-21-

adviser(s) and that relate directly to the operations or financial reporting of
the Funds were $0 for the Funds' prior two fiscal years ended.

Aggregate non-audit fees to the Funds, the investment adviser(s) and
service provider affiliates. The aggregate non-audit fees billed by the
independent auditors for services rendered to the Preferred Shares Funds and to
its investment adviser and other service providers under common control with the
investment adviser were $275,280 and $224,060 for the Funds' fiscal years ended
March 31, 2007 and March 31, 2006, respectively. The aggregate non-audit fees
billed by the independent auditors for services rendered to DDF and to its
investment adviser and other service providers under common control with the
investment adviser were $263,188 and $213,940 for the Fund's fiscal years ended
November 30, 2006 and November 30, 2005, respectively. The aggregate non-audit
fees billed by the independent auditors for services rendered to DGF and to its
investment advisers and other service providers under common control with the
investment advisers were $255,820 and $207,335 for the Fund's fiscal years ended
November 30, 2006 and November 30, 2005, respectively. In connection with its
selection of the independent auditors, the Audit Committee has considered the
independent auditors' provision of non-audit services to the investment
adviser(s) and other service providers under common control with the investment
adviser(s) 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.

COMMUNICATIONS TO THE BOARD OF DIRECTORS

Shareholders who wish to communicate to the full Board of Directors may
address correspondence to Ann R. Leven, Coordinating Director for the Funds, c/o
a Fund at 2005 Market Street, Philadelphia, Pennsylvania, 19103. Shareholders
may also send correspondence to the Coordinating Director or any individual
Director c/o a Fund at 2005 Market Street, Philadelphia, Pennsylvania 19103.
Without opening any such correspondence, Fund management will promptly forward
all such correspondence to the intended recipient(s). Please do not enclose
correspondence with proxy cards.

OTHER INFORMATION

Investment Adviser. DMC (a series of Delaware Management Business Trust),
2005 Market Street, Philadelphia, PA 19103, serves as investment adviser to each
Fund.

Administrator. Delaware Service Company, Inc., 2005 Market St.,
Philadelphia, PA 19103, an affiliate of DMC, performs administrative and
accounting services for the Funds.

Independent Auditors. Ernst & Young LLP serves as the Funds' independent
auditors. Ernst & Young LLP's principal address is Two Commerce Square,
Philadelphia, PA 19103. A representative of Ernst & Young LLP is expected to be
present at the Meeting. The representative of Ernst & Young LLP will have an
opportunity to make a statement if he or she desires to do so and will be
available to respond to appropriate questions.

Voting. You can vote your shares by completing and signing the enclosed
proxy card and mailing it in the enclosed postage-paid envelope. For certain
proposals, you may also vote by touch-tone telephone by calling the toll-free
number printed on your proxy card and following the recorded instructions. In
addition, you may also vote through the Internet for certain proposals by
visiting www.delawareinvestments.com and following the on-line instructions. If
you need any assistance, or have any questions regarding the proposal or how to
vote your shares, please call Computershare Fund Services, Inc., the Funds'
proxy solicitor, at 1-877-520-8548.

Proxy Solicitation. This proxy solicitation is being made by the Board of
Directors for use at the Meeting. The cost of this proxy solicitation will be
shared as set forth below. In addition to solicitation by mail, solicitations
also may be made by advertisement, telephone, telegram, facsimile transmission
or other electronic media, or personal contacts. The Funds will request
broker-dealer firms, custodians, nominees and fiduciaries to forward proxy
materials to the beneficial owners of the shares of record. The Funds may
reimburse broker-dealer firms, custodians, nominees and fiduciaries for their
reasonable expenses incurred in connection with such proxy solicitation. In
addition to solicitations by mail, officers and employees of the Funds, Delaware
Management Business Trust and their affiliates, without extra pay, may conduct
additional solicitations by telephone, telecopy and personal interviews. The CO
Fund and the FL Fund have engaged Computershare Fund Services, Inc.
("Computershare") to solicit proxies from brokers, banks, other institutional
holders and individual shareholders with respect to Proposals 2 and 3 at an
anticipated estimated cost of $13,000, including out of pocket expenses, which
will be borne as described below. For the allocation of the costs between the CO
Fund and the FL Fund, see discussion below under "Expenses of the Proposals."
Fees and expenses may be greater depending on the effort necessary to obtain
shareholder votes. The CO Fund and the FL Fund have also agreed to indemnify
Computershare against certain liabilities and expenses, including liabilities
under the federal securities laws. The CO Fund and the FL Fund expect that the
solicitations will be primarily by mail, but also may include telephone,
telecopy or oral solicitations.

-22-

As the Meeting date approaches, certain shareholders of the CO Fund and the
FL Fund may receive a telephone call from a representative of Computershare if
their votes have not yet been received. Proxies that are obtained telephonically
will be recorded in accordance with the procedures described below. These
procedures are designed to ensure that both the identity of the shareholder
casting the vote and the voting instructions of the shareholder are accurately
determined.

In all cases where a telephonic proxy is solicited, the Computershare
representative is required to ask for each shareholder's full name and address,
or the zip code or employer identification number, and to confirm that the
shareholder has received the proxy materials in the mail. If the shareholder is
a corporation or other entity, the Computershare representative is required to
ask for the person's title and confirmation that the person is authorized to
direct the voting of the shares. If the information solicited agrees with the
information provided to Computershare, then the Computershare representative has
the responsibility to explain the process, read the Proposal listed on the proxy
card and ask for the shareholder's instructions on the Proposal. Although the
Computershare representative is permitted to answer questions about the process,
he or she is not permitted to recommend to the shareholder how to vote, other
than to read any recommendation set forth in this Combined Proxy Statement.
Computershare will record the shareholder's instructions on the card. Within 72
hours, the shareholder will be sent a letter or mailgram to confirm his or her
vote and asking the shareholder to call Computershare immediately if his or her
instructions are not correctly reflected in the confirmation.

Expenses of the Proposals. The costs of the of Proposals, including the
costs of soliciting proxies, will be borne by one or more of the Funds, as
described below.

With respect to Proposal 1, the election of Directors of the Funds, the
Funds will bear the expenses equally. As discussed above, no proxy solicitor
will be engaged with respect to Proposal 1.

With respect to Proposal 2, the cost of the routine annual meeting proxy
statement itself and mailing and tabulation (approximately $51,000) will be
allocated among the Funds. It is difficult to estimate precisely the costs
because there can be circumstances that result in unanticipated levels of
expense (e.g., difficulty with the solicitation of proxies, etc.). It is
currently anticipated that the total cost of the annual proxy plus the
additional Colorado and Florida Proposals will cost approximately $71,000.00. Of
the $22,000 difference, $12,000 would be allocated between the CO Fund and DMC,
with the CO Fund bearing 70%, or approximately $8,400, and DMC bearing 30%, or
approximately $3,600. The portion to be borne by the FL Fund is discussed in
more detail below. The costs associated with this Proposal will be borne by the
CO Fund whether or not the Proposal is approved by shareholders.

With respect to Proposal 3, the cost of the routine annual meeting proxy
statement itself and mailing and tabulation (approximately $51,000) will be
allocated among the Funds. It is difficult to estimate precisely the costs
because there can be circumstances that result in unanticipated levels of
expense (e.g., difficulty with the solicitation of proxies, etc.). It is
currently anticipated that the total cost of the annual proxy plus the
additional Colorado and Florida proposals will cost approximately $71,000.00. Of
the $22,000 difference, approximately $10,000 would be allocated between the FL
Fund and DMC, with the FL Fund bearing 70%, or approximately $6,700, and DMC
bearing 30%, or approximately $2,300. The portion to be borne by the CO Fund is
discussed in more detail above. The costs associated with this Proposal will be
borne by the FL Fund whether or not the Proposal is approved by shareholders.

Shareholder Proposals. If a Fund holds an annual meeting of shareholders in
2008, shareholder proposals to be included in the Funds' Combined Proxy
Statement for that meeting must be received no later than April 11, 2008. Such
proposals should be sent to the Fund, directed to the attention of its
Secretary, at the address of its principal executive office printed on the first
page of this Combined Proxy Statement. The inclusion and/or presentation of any
such proposal is subject to the applicable requirements of the proxy rules under
the 1934 Act. The persons designated as proxies will vote in their discretion on
any matter if the Funds do not receive notice of such matter prior to May 23,
2008.

Fund Reports. Each Fund's most recent Annual Report and Semi-Annual Report
were previously mailed to shareholders. Copies of these reports are available
upon request, without charge, by writing the Funds c/o Delaware Investments,
2005 Market Street, Philadelphia, PA 19103, or by calling toll-free (800)
523-1918.

-23-

EXHIBIT A

OUTSTANDING SHARES AS OF RECORD DATE (JUNE 19, 2007)

Delaware Investments Dividend and Income
Fund, Inc. 11,009,236.000
Delaware Investments Global Dividend
and Income Fund, Inc. 5,463,745.907
Delaware Investments Arizona Municipal
Income Fund, Inc. 2,982,700.000
Common Stock 2,982,200.000
Preferred Stock 500.000
Delaware Investments Colorado Insured
Municipal Income Fund, Inc. 4,837,900.000
Common Stock 4,837,100.000
Preferred Stock 800.000
Delaware Investments Florida Insured
Municipal Income Fund 2,422,800.000
Common Stock 2,422,200.000
Preferred Stock 600.000
Delaware Investments Minnesota Municipal
Income Fund II, Inc. 11,506,875.086
Common Stock 11,504,975.086
Preferred Stock 1,900.000

-24-

EXHIBIT B

SHAREHOLDERS OWNING 5% OR MORE OF A FUND

The following accounts held of record 5% or more of the outstanding shares
of the Funds listed below as of June 19, 2007. Management does not have
knowledge of beneficial owners.

----------------------------- ------------------------------ ------------------ -----------------
Percent of
Outstanding
Fund Name and Address Number of Shares Shares
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CEDE & CO 10,888,320.647 98.90%
Dividend and Income Fund, PO BOX 20
Inc. BOWLING GREEN STATION
NEW YORK NY 10274
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments Global CEDE & CO 5,346,454 97.85%
Dividend PO BOX 20
and Income Fund, Inc. BOWLING GREEN STATION
NEW YORK NY 10274
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CEDE & CO 2,932,942 98.33%
Arizona Municipal Income PO BOX 20
Fund, Inc. BOWLING GREEN STATION
Common Stock NEW YORK NY 10274
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments Arizona CITIGROUP 220 88.00%
Municipal Income Fund, Inc. PAT HALLER
Preferred Stock 333 W. 34TH STREET
Series A NEW YORK NY 10001
----------------------------- ------------------------------ ------------------ -----------------
UBS FINAN 17 7.00%
JANE FLOOD
1200 HARBOR BLVD
WEEHAWKEN NJ 07086
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CITIGROUP 248 99.00%
Arizona Municipal Income PAT HALLER
Fund, Inc. 333 W. 34TH STREET
Preferred Stock NEW YORK NY 10001
Series B
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CEDE & CO 4,675,976 96.65%
Colorado PO BOX 20
Insured Municipal Income BOWLING GREEN STATION
Fund, Inc. NEW YORK NY 10274
Common Stock
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CITIGROUP 233 58.00%
Colorado PAT HALLER
Insured Municipal Income 333 W. 34TH STREET
Fund, Inc. NEW YORK NY 10001
Preferred Stock
Series A
----------------------------- ------------------------------ ------------------ -----------------
ML SFKPG 98 25.00%
VERONICA E. O'NEILL
101 HUDSON STREET
8TH FLOOR
JERSEY CITY NJ 07302
----------------------------- ------------------------------ ------------------ -----------------
TD AMERITR 68 17.00%
ISSUER SERVICES
C/O ADP PROXY SERVICES
51 MERCEDES WAY
EDGEWOOD NY 11717
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CITIGROUP 192 48.00%
Colorado Insured Municipal PAT HALLER
Income Fund, Inc. 333 W. 34TH STREET
Preferred Stock NEW YORK NY 10001
Series B
----------------------------- ------------------------------ ------------------ -----------------

-25-

----------------------------- ------------------------------ ------------------ -----------------
Percent of
Outstanding
Fund Name and Address Number of Shares Shares
----------------------------- ------------------------------ ------------------ -----------------
ML SFKPG 118 30.00%
VERONICA E. O'NEILL
101 HUDSON STREET
8TH FLOOR
JERSEY CITY NJ 07302
----------------------------- ------------------------------ ------------------ -----------------
TD AMERITR 84 21.00%
ISSUER SERVICES
C/O ADP PROXY SERVICES
51 MERCEDES WAY
EDGEWOOD NY 11717
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments Florida CEDE & CO 2,275,925 93.94%
Insured Municipal Income PO BOX 20
Fund BOWLING GREEN STATION
Common Shares NEW YORK NY 10274
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments Florida CITIGROUP 153 77.00%
Insured Municipal Income PAT HALLER
Fund 333 W. 34TH STREET
Preferred Shares NEW YORK NY 10001
Series A
----------------------------- ------------------------------ ------------------ -----------------
UBS FINAN 42 21.00%
JANE FLOOD
1200 HARBOR BLVD
WEEHAWKEN NJ 07086
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments Florida CITIGROUP 181 91.00%
Insured Municipal Income PAT HALLER
Fund 333 W. 34TH STREET
Preferred Shares NEW YORK NY 10001
Series B
----------------------------- ------------------------------ ------------------ -----------------
UBS FINAN 16 8.00%
JANE FLOOD
1200 HARBOR BLVD
WEEHAWKEN NJ 07086
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CEDE & CO 10,793,640 93.80%
Minnesota PO BOX 20
Municipal Income Fund BOWLING GREEN STATION
II, Inc. NEW YORK NY 10274
Common Stock
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments UBS FINAN 341 57.00%
Minnesota JANE FLOOD
Municipal Income Fund 1200 HARBOR BLVD
II, Inc. WEEHAWKEN NJ 07086
Preferred Stock
Series A
----------------------------- ------------------------------ ------------------ -----------------
CITIGROUP 194 32.00%
PAT HALLER
333 W. 34TH STREET
NEW YORK NY 10001
----------------------------- ------------------------------ ------------------ -----------------
CHS SCHWAB 62 10.00%
RONNIE FUIAVA
ATTN PROXY DEPARTMENT
211 MAIN STREET
SAN FRANCISCO CA 94105
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CITIGROUP 382 64.00%
Minnesota PAT HALLER
Municipal Income Fund II, 333 W. 34TH STREET
Inc. NEW YORK NY 10001
Preferred Stock
Series B
----------------------------- ------------------------------ ------------------ -----------------
CHS SCHWAB 78 13.00%
RONNIE FUIAVA
ATTN PROXY DEPARTMENT
211 MAIN STREET
SAN FRANCISCO CA 94105
----------------------------- ------------------------------ ------------------ -----------------

-26-

----------------------------- ------------------------------ ------------------ -----------------
Percent of
Outstanding
Fund Name and Address Number of Shares Shares
----------------------------- ------------------------------ ------------------ -----------------
ML SFKPG 71 12.00%
VERONICA E. O'NEILL
101 HUDSON STREET
8TH FLOOR
JERSEY CITY NJ 07302
----------------------------- ------------------------------ ------------------ -----------------
SEI PRIVAT 42 7.00%
DAN CWALINA
ONE FREEDOM VALLEY DRIVE
OAKS PA 19456
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CITIGROUP 208 52.00%
Minnesota PAT HALLER
Municipal Income Fund II, 333 W. 34TH STREET
Inc. NEW YORK NY 10001
Preferred Stock
Series C
----------------------------- ------------------------------ ------------------ -----------------
CHS SCHWAB 92 23.00%
RONNIE FUIAVA
ATTN PROXY DEPARTMENT
211 MAIN STREET
SAN FRANCISCO CA 94105
----------------------------- ------------------------------ ------------------ -----------------
SEI PRIVAT 34 9.00%
DAN CWALINA
ONE FREEDOM VALLEY DRIVE
OAKS PA 19456
----------------------------- ------------------------------ ------------------ -----------------
JPMCBNA 30 8.00%
ARTHUR DANIEL
PROXY SERVICES
14201 DALLAS PKWY STE 121
DALLAS TX 75254
----------------------------- ------------------------------ ------------------ -----------------
UBS FINAN 21 5.00%
JANE FLOOD
1200 HARBOR BLVD
WEEHAWKEN NJ 07086
----------------------------- ------------------------------ ------------------ -----------------
Delaware Investments CITIGROUP 138 46.00%
Minnesota PAT HALLER
Municipal Income Fund II, 333 W. 34TH STREET
Inc. NEW YORK NY 10001
Preferred Stock
Series D
----------------------------- ------------------------------ ------------------ -----------------
CHS SCHWAB 122 41.00%
RONNIE FUIAVA
ATTN PROXY DEPARTMENT
211 MAIN STREET
SAN FRANCISCO CA 94105
----------------------------- ------------------------------ ------------------ -----------------
USTRUST NA 27 9.00%
EILEEN FRENCH
PROXY DEPARTMENT
499 WASHINGTON BLVD 7TH FL
JERSEY CITY NJ 07310
----------------------------- ------------------------------ ------------------ -----------------

EXHIBIT C

DELAWARE INVESTMENTS
FAMILY OF FUNDS

AUDIT COMMITTEE CHARTER

1. Committee Composition.

(a) The Audit Committee shall be composed of not less than three
Directors/Trustees (hereinafter, "Directors") selected by the Board,
each of whom shall be independent as defined in Rule 10A-3(b) under
the Securities and Exchange Act of 1934, as amended, and the listing
standards of any national securities exchange on which the Fund is
listed.

(b) Each member of the Audit Committee shall be financially literate, as
such qualification is interpreted by the Fund's Board in its business
judgment, or must become financially literate within a reasonable
period of time after his or her appointment to the Audit Committee. At
least one member of the Audit Committee must be an "audit committee
financial expert" as such term is defined in Securities and Exchange
Commission ("SEC") Regulation S-K, Item 401 and SEC Form N-CSR.

(c) One member of the Audit Committee shall be designated by the Board as
Chairperson. The Chairperson and members of the Audit Committee shall
have two year terms, renewable for a maximum of three terms. Each
member of the Audit Committee shall serve for one year or until his or
her successor has been appointed and qualified. The Chairperson and
members of the Audit Committee shall receive such compensation for
their service on the Audit Committee as the Board may determine from
time to time.

2. Role of the Audit Committee. The function of the Audit Committee is
oversight in the sense that it is to watch closely, maintain surveillance,
review carefully relevant matters and make appropriate suggestions; it is
management's responsibility to direct, manage and maintain appropriate systems
for accounting and internal control and for the preparation, presentation and
integrity of the financial statements; and it is the independent auditors'
responsibility to plan and carry out a proper audit. The independent auditors
for the Fund shall report directly to, and are ultimately accountable to, the
Audit Committee. The Audit Committee shall select, evaluate, oversee the work of
and, when appropriate, replace the independent auditors.

Although the Audit Committee is expected to take a detached and questioning
approach to the matters that come before it, the review of a Fund's financial
statements by the Audit Committee is not an audit, nor does the Audit
Committee's review substitute for the responsibilities of the Fund's management
for preparing, or of the independent auditors for auditing, the financial
statements. Members of the Audit Committee are not full-time employees of the
Fund and, in serving on this Audit Committee, are not, and do not hold
themselves out to be, acting as accountants or auditors. As such, it is not the
duty or responsibility of the Audit Committee or its members to conduct "field
work" or other types of auditing or accounting reviews or procedures.

In discharging his or her duties, each member of the Audit Committee may
rely on the accuracy of information, opinions, reports, or statements, including
financial statements and other financial data, if prepared or presented by (a)
one or more officers of the Fund whom the Director reasonably believes to be
reliable and competent in the matters presented; (b) legal counsel, public
accountants, or other persons as to matters the Director reasonably believes are
within the person's professional expertise; or (c) a Board committee of which
the Director is not a member.

3. Purposes. The purposes of the Audit Committee are to assist the Board in
its oversight of (a) the quality and integrity of the Fund's financial
statements and the independent audit thereof; (b) the independent auditors'
qualifications and independence; (c) the performance of the Fund's independent
auditors; and (d) the Fund's compliance with relevant legal and regulatory
requirements that relate to the Fund's accounting and financial reporting,
internal control over financial reporting and independent audits. The Audit
Committee shall prepare an audit committee report as required by the SEC to be
included in the Fund's proxy statements. The Audit Committee shall discharge its
fiduciary responsibility with respect to evidence of any material violation of
federal or state law or breach of fiduciary duty impacting the Fund that is
brought to the attention of the Audit Committee pursuant to applicable
regulations. The Audit Committee shall monitor the Fund's accounting and
financial reporting policies and practices, its internal controls over financial
reporting and, as appropriate, inquire into the internal controls over financial
reporting of certain service providers. The Audit Committee shall monitor the
Fund's safeguards with

respect to both inflow and outflow of funds and the integrity of computer
systems relating to financial reporting. In addition, the Audit Committee shall
act as a liaison between the Fund's independent auditors and the full Board of
Directors.

4. Duties and Powers. To carry out its purposes, the Audit Committee shall
have the following duties and powers:

(a) To select, retain or terminate the independent auditors and, in
connection therewith, annually to receive, evaluate and discuss with
the independent auditors a formal written report from them setting
forth all audit, review or attest engagements, as well as all
non-audit engagements and other relationships, with the Fund, the
Investment Manager and any entity in the Fund's "investment company
complex," as defined in Reg. S-X Rule 2-O2(c)(14) (such entity to be
referred to as a "Complex Entity"), which shall include specific
representations as to the independent auditors' objectivity and
independence;

(b) To review and approve, in advance: (i) all audit services and all
permissible non-audit services to be performed by the independent
auditors for the Fund, including the related fees and terms of such
engagements; and (ii) all non-audit services to be provided by the
independent auditors to the Fund's Investment Manager and any entity
controlling, controlled by, or under common control with the
Investment Manager that provides ongoing services to the Fund (such an
affiliate to be referred to as a "Control Affiliate") where the nature
of such non-audit services has a direct impact on the operations or
financial reporting of the Fund; to establish pre-approval policies
and procedures for the engagement of independent auditors to provide
audit and permissible non-audit services; and to delegate to one or
more members the authority to grant pre-approvals;

(c) To meet with the independent auditors and management, including
private meetings with each as necessary, (i) to review and discuss the
arrangements for and scope of the annual audit and any special audits;
(ii) to discuss any matters of concern relating to the Fund's
financial statements, including any adjustments to such statements
recommended by the independent auditors, or other results of said
audit(s); (iii) to consider the independent auditors' comments with
respect to the Fund's financial policies, procedures, internal
accounting controls and any audit problems or difficulties, and in
each case management's responses thereto; (iv) to review and discuss
the form of opinion the independent auditors propose to render to the
Board of Directors and shareholders; (v) in the case of an
exchange-listed closed-end Fund only, to discuss the Fund's unaudited
semi-annual financial statements with the independent auditors and
management; and (vi) in the case of an exchange-listed closed-end Fund
only, to review and discuss the Fund's annual audited financial
statements and management's discussion of fund performance with the
independent auditors and management and make a recommendation to the
Board of Directors on including such audited financial statements in
the Fund's annual report to shareholders;

(d) To review and discuss any and all reports from the independent
auditors regarding (i) critical accounting policies and practices used
by the Fund, including any proposed changes in accounting principles
or practices proposed by management or the independent auditors upon
the Fund, (ii) alternative treatments of financial information within
generally accepted accounting principles that have been discussed with
management, (iii) the risks of using any such alternative treatments
or disclosures, (iv) the treatment preferred by the independent
auditors, (v) material written communications between management and
the independent auditors, including any management letter and any
internal control observations and recommendations, and (vi) all
non-audit services provided by the independent auditors to any Complex
Entity that were not subject to the pre-approval requirement set forth
above in Paragraph 4(b) (in connection with the Audit Committee's
consideration of the auditors' independence);

(e) To review and discuss the process of issuing dividend-related and
other press releases including financial information, as well as the
Fund's policies for providing financial information to analysts and
ratings agencies;

(f) To discuss with management the Fund's guidelines and policies with
respect to risk assessment and risk management;

(g) To review any disclosures made by the chief executive and chief
financial officers of the Fund in their certification process for the
Fund's periodic reports filed with the SEC about any significant

deficiencies in the design or operation of internal controls, any
material weaknesses in internal controls and any fraud, whether or not
material, involving management or other employees having a significant
role in internal controls;

(h) To establish procedures, take actions and perform all duties necessary
for (i) the receipt, retention and treatment of complaints received by
the Fund regarding accounting, internal accounting controls or
auditing matters, and (ii) the confidential, anonymous submission by
employees of the Fund and its service providers of concerns regarding
questionable accounting or auditing matters;

(i) To obtain and review not less often than annually a report by the
independent auditors describing: (i) the independent auditors'
internal quality-control procedures; (ii) any material issues raised
by the most recent internal quality-control or peer review of the firm
or any inquiry or investigation by governmental or professional
authorities within the preceding five years respecting any audits
carried out by the independent auditors, and any steps taken to deal
with any such issues; and (iii) all relationships between the
independent auditors and the Fund, as well as the Fund's Investment
Manager or any Complex Entity;

(j) To evaluate the independence of the independent auditors, which shall
include at least the following items: (i) receiving an annual
statement from the independent auditors confirming their
independence;(2)(ii) evaluating the lead partner of the independent
auditors; (iii) confirming the appropriate rotation of the lead audit
partner, overseeing the rotation of other audit partners and
considering periodically whether there should be a regular rotation of
the audit firm itself; and (iv) reviewing the hiring by the Fund, its
Investment Manager and any Control Affiliate of employees or former
employees of the independent auditors;

(k) To set policies relating to the hiring by the Fund, its Investment
Manager and any Control Affiliate of employees or former employees of
the independent auditors;

(l) To engage independent legal counsel and such other advisers as the
Audit Committee determines appropriate to carry out its duties,
without the consent of management or the Board of Directors;

(m) To conduct an annual performance evaluation of the Audit Committee;
and

(n) To report its activities to the full Board of Directors on a regular
basis and to make recommendation with respect to the above and other
matters as the Audit Committee may deem necessary or appropriate.

5. Meetings. The Audit Committee shall meet on a regular basis and is
empowered to hold special meetings as circumstances require. The Audit Committee
shall regularly meet with the Chief Financial Officer and Treasurer of the Fund.
The Audit Committee shall also meet with internal auditors for the Investment
Manager on a regular basis in order to assist the Board in its oversight of the
Fund's compliance with legal and regulatory requirements.

6. Resources. The Audit Committee shall have the authority and resources,
including sufficient funding by the Fund to pay the fees of the independent
auditors, legal counsel, consultants or experts, appropriate to discharge its
responsibilities, including the authority to retain special counsel and other
experts or consultants at the expense of the Fund.

7. Annual Charter Review. The Audit Committee shall review this Charter at
least annually and recommend any changes to the Board of Directors.
______________

EXHIBIT D

DELAWARE INVESTMENTS
FAMILY OF FUNDS

NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER

Nominating and Corporate Governance Committee Membership

The Nominating and Corporate Governance Committee (the "Committee") shall
be composed of not less than three members, each of whom shall be independent as
defined in Rule 10A-3(b) under the Securities Exchange Act of 1934 and the
listing standards of any national securities exchange on which any Fund is
listed, and the Coordinating Trustee, as an ex officio member. One member of the
Committee shall be designated by the Board as Chairperson. The Chairperson and
members of the Committee shall have two year terms, renewable for a maximum of
three (3) terms. The Chairperson and members of the Committee shall receive such
compensation for their service on the Committee as the Board may determine from
time to time.

Board Nominations

1. Independent Directors/Trustees. Independent Directors/Trustees are to be
selected and nominated solely by incumbent independent Directors/Trustees. The
Committee shall make recommendations for nominations for independent
director/trustee membership on the Board of Directors/Trustees to the incumbent
independent Directors/Trustees. The Committee shall also be responsible for
nominating qualified candidates for independent Director/Trustee membership in
connection with filling vacancies that arise in between meetings of
shareholders. The Committee shall evaluate candidates' qualifications for Board
membership and their independence from the Funds' manager and other affiliates
and principal service providers. Persons selected must be independent in terms
of both the letter and spirit of the governing rules, regulations and listing
standards. The Committee shall also consider the effect of any relationships
beyond those delineated in the governing rules, regulations and listing
standards that might impair independence, e.g., business, financial or family
relationships with managers or service providers.

2. Chair of the Board. The Committee shall nominate the Chair of the Board.

3. Committees. The Committee shall annually review the membership of and
annually recommend persons to serve as members of each committee of the Board.
The Committee shall also make recommendations for members of any new committee
established by the Board.

4. Affiliated Directors/Trustees. The Committee shall evaluate candidates'
qualifications and make recommendations for affiliated director/trustee
membership on the Board of Directors/Trustees to the full Board.

5. Shareholder Recommendations. The Committee shall establish policies and
procedures with respect to the submission and consideration of shareholder
recommendations regarding candidates for nomination for election to the Board.

6. Board Composition. The Committee shall periodically review the
composition of the Board of Directors/Trustees to determine whether it may be
appropriate to add individuals with different backgrounds or skill sets from
those already on the Board.

Corporate Governance

1. The Committee shall evaluate annually the ability of each
Director/Trustee to function effectively in the discharge of his/her oversight
and fiduciary responsibilities as a Director/Trustee. The Chairman of the
Committee shall undertake appropriate action as required based on the
Committee's evaluation.

2. The Committee shall monitor the performance of counsel for the
independent Directors/Trustees.

3. The Committee shall establish procedures to facilitate shareholder
communications to the Funds' Board of Directors/Trustees.

Other Powers and Responsibilities

1. The Committee shall have the resources and authority appropriate to
discharge its responsibilities, including authority to retain special counsel
and other experts or consultants at the expense of the appropriate Fund(s).

2. The Committee shall review this Charter at least annually and recommend
any changes to the full Board of Directors/Trustees.

3. The Committee shall review annually the Board of Directors/Trustees
Policies and Practices.

4. The Committee shall review annually a summary and report of
Director/Trustee expenses reimbursed in accordance with the Travel and
Entertainment Policy.

5. The Committee shall perform such other functions that shall be delegated
to it from time to time by the Board.

EXHIBIT E

EXECUTIVE OFFICERS OF THE FUNDS

Richard Salus, CPA (44)
Senior Vice President, Controller and Treasurer
Mr. Salus is responsible for accounting and reporting, treasury, compensation
and benefits, general ledger, financial operations, Sarbanes and Oxley
compliance, and leadership and participation in many special projects for
Delaware Investments. Mr. Salus is CFO of the Delaware Funds Board and Optimum
Funds Board. Mr. Salus joined the firm in 1996 as Vice President, Assistant
Controller. From 1986 to 1996, he was a Senior Manager with Ernst & Young LLP,
where his primary focus was on the banking and investment company sector. He
earned a Bachelor's degree in Accounting from Franklin and Marshall College, and
he is a member of the American Institute of Certified Public Accountants and
Pennsylvania Institute of Certified Public Accountants.

John J. O'Connor (49)
Senior Vice President
Mr. O'Connor received a Bachelor of Science in Accounting Degree from St.
Joseph's University and has also completed several Graduate Tax Courses at
Widener University. He is currently responsible for the Accounting and
Administration for Delaware Investments' Mutual Funds and Lincoln National's
Mutual Funds and Separate Accounts. In 1981, he joined Delaware Investments as
Manager of the Fund Accounting Department. In 1985, Mr. O'Connor was appointed
Assistant Treasurer of the Funds, he became an Assistant Vice President in 1988,
a Vice President in 1990 and he was promoted to Senior Vice President in 2001.
Mr. O'Connor is a member of the Investment Company Institute's Accounting
Committee and Securities Operations Subcommittee.

--------------------------------------------
DELAWARE INVESTMENTS DIVIDEND
AND INCOME FUND, INC.
DELAWARE INVESTMENTS GLOBAL
DIVIDEND AND INCOME FUND, INC.
DELAWARE INVESTMENTS ARIZONA
MUNICIPAL INCOME FUND, INC.
DELAWARE INVESTMENTS COLORADO
INSURED MUNICIPAL INCOME FUND, INC.
DELAWARE INVESTMENTS FLORIDA
INSURED MUNICIPAL INCOME FUND
DELAWARE INVESTMENTS MINNESOTA
MUNICIPAL INCOME FUND II, INC.
--------------------------------------------

--------------------------------------------

COMBINED PROXY
STATEMENT
Notice of Joint
Annual Meeting
of Shareholders
--------------------------------------------
AUGUST 15, 2007

Delaware
Investments(R)
A member of Lincoln Financial Group

DELAWARE INVESTMENTS
2005 MARKET STREET
PHILADELPHIA, PA 19103

ANNUAL MEETING OF SHAREHOLDERS - AUGUST 15, 2007
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Michael E. Dresnin, Kathryn R. Williams and
David F. Connor, or any of them, with the right of substitution, proxies of the
undersigned at the Annual Meeting of Shareholders of the Fund indicated on the
reverse side of this proxy card to be held at Two Commerce Square, 2001 Market
Street, 2nd Floor, Philadelphia, Pennsylvania, on August 15, 2007 at 4:00 P.M.,
or at any postponement or adjournments thereof, with all the powers which the
undersigned would possess if personally present, and instructs them to vote upon
any matters which may properly be acted upon at this Meeting and specifically as
indicated on the reverse side of this proxy card. Please refer to the proxy
statement for a discussion of each of these matters.

BY SIGNING AND DATING THIS PROXY CARD, YOU AUTHORIZE THE PROXIES TO VOTE ON THE
PROPOSALS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT AS MARKED, OR IF NOT
MARKED, TO VOTE "FOR" THE PROPOSALS, AND TO USE THEIR DISCRETION TO VOTE ON ANY
OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING. PLEASE COMPLETE AND MAIL
THIS PROXY CARD AT ONCE IN THE ENCLOSED ENVELOPE. DO NOT INCLUDE ANY
CORRESPONDENCE WITH THE PROXY CARD, CORRESPONDENCE BY REGULAR MAIL SHOULD BE
DIRECTED TO P.O. BOX 219656, KANSAS CITY, MO 64121-9656.

Date __________________, 2007

Signature(s) (Joint Owners) (PLEASE SIGN WITHIN BOX)

THIS PROXY CARD IS ONLY VALID WHEN SIGNED AND DATED.
PLEASE DATE AND SIGN NAME OR NAMES ABOVE AS PRINTED AT
LEFT TO AUTHORIZE THE VOTING OF YOUR SHARES AS
INDICATED ABOVE. WHERE SHARES ARE REGISTERED WITH
JOINT OWNERS, ALL JOINT OWNERS SHOULD SIGN. PERSONS
SIGNING AS EXECUTOR, ADMINISTRATOR, TRUSTEE OR OTHER
REPRESENTATIVE SHOULD GIVE FULL TITLE AS SUCH.

FL DEL INV 07 - MK

Please fill in box(es) as shown using black or blue ink. /X/

1. To elect the following nominees as Trustees of the Fund

01) THOMAS L. BENNETT FOR ALL
02) PATRICK P. COYNE FOR ALL WITHHOLD ALL EXCEPT
03) JOHN A. FRY
04) ANTHONY D. KNERR /_/ /_/ /_/
05) LUCINDA S. LANDRETH
06) ANN R. LEVEN
07) THOMAS F. MADISON*
08) JANET L. YEOMANS*
09) J. RICHARD ZECHER

* The holders of common shares may not vote for these nominees.
If you checked "For All Except," write each withheld nominee's number on the
line below.

----------------------------------------------------------------

2. To eliminate the fundamental investment policy FOR AGAINST
requiring the Fund to invest 80% of its net assets in /_/ /_/
insured, AAA-rated municipal bonds issued by the State
of Florida.

PLEASE SIGN AND DATE ON THE REVERSE SIDE.

FL DEL INV 07 - MK

DELAWARE INVESTMENTS
2005 MARKET STREET
PHILADELPHIA, PA 19103

ANNUAL MEETING OF SHAREHOLDERS - AUGUST 15, 2007
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned hereby appoints Michael E. Dresnin, Kathryn R. Williams and
David F. Connor, or any of them, with the right of substitution, proxies of the
undersigned at the Annual Meeting of Shareholders of the Fund indicated on the
reverse side of this proxy card to be held at Two Commerce Square, 2001 Market
Street, 2nd Floor, Philadelphia, Pennsylvania, on August 15, 2007 at 4:00 P.M.,
or at any postponement or adjournments thereof, with all the powers which the
undersigned would possess if personally present, and instructs them to vote upon
any matters which may properly be acted upon at this Meeting and specifically as
indicated on the reverse side of this proxy card. Please refer to the proxy
statement for a discussion of each of these matters.

Date __________________, 2007

Signature(s) (Joint Owners) (PLEASE SIGN WITHIN BOX)

CO DEL INV 07 - MK

Please fill in box(es) as shown using black or blue ink. X

Please fill in box(es) as shown using black or blue ink. /X/

1. To elect the following nominees as Trustees of the Fund

* The holders of common shares may not vote for these nominees.
If you checked "For All Except," write each withheld nominee's number on the
line below.

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2. To eliminate the fundamental investment policy FOR AGAINST
requiring the Fund to invest primarily in insured /_/ /_/
Colorado municipal securities rated AAA.

PLEASE SIGN AND DATE ON THE REVERSE SIDE.

CO DEL INV 07 - MK

DELAWARE INVESTMENTS
2005 MARKET STREET
PHILADELPHIA, PA 19103

Date __________________, 2007

Signature(s) (Joint Owners) (PLEASE SIGN WITHIN BOX)

DEL INV 07 - MK

1. To elect the following nominees as Directors of the Fund

* The holders of common shares may not vote for these nominees.
If you checked "For All Except," write each withheld nominee's number on the
line below.

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PLEASE SIGN AND DATE ON THE REVERSE SIDE.

DEL INV 07 - MK