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):

     4.   Proposed maximum aggregate value of transaction:

     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:


[ ] 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 Material Pursuant to Sec. 240.14a-12


           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.

[  ] 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:


[ ]  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 Material Pursuant to Sec. 240.14a-12


            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.

[ ]  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:


[ ]  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 Material Pursuant to Sec. 240.14a-12


        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.

[ ]  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:


[ ]  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 Material Pursuant to Sec. 240.14a-12


           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.

[ ]  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:


[ ]  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 Material Pursuant to Sec. 240.14a-12


          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.

[ ]  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:

              ____________________________________________________________









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:

          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.

     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


                                       -2-


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-


                                                                                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
-----------------------------------------------------------------------------------------------------------
Independent Directors
(continued)


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



                                       27


                                    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


                                       28


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


                                       29


          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.
______________


                                       30


                                    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.


                                       31


                                    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.



                                       32


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


                                       33


                              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.

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.

                                                              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


     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  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

                                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.

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.

                                                                 DEL INV 07 - MK





1.   To elect the following nominees as Directors 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.


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

                    PLEASE SIGN AND DATE ON THE REVERSE SIDE.

                                                                 DEL INV 07 - MK