ADOPTION AGREEMENT
                  (Relating to Shareholder Services Agreements)
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         This Adoption Agreement (the "Agreement") made as of December 15, 1999
by and between Delaware Group Limited-Term Government Funds, a Delaware business
trust (the "Trust"), on behalf of each of its series (each, a "Series"), and
Delaware Service Company, Inc. ("DSC"), a Delaware corporation.

                                    RECITALS:

         WHEREAS, the Trust is an investment company registered under the
Investment Company Act of 1940, as amended; and

         WHEREAS, the Trust is the successor to Delaware Group Limited-Term
Government Funds, Inc. (the "Predecessor Corporation") and, on behalf of each
Series, intends to adopt the Shareholder Services Agreement applicable to the
corresponding series (the "Predecessor Series") of the Predecessor Corporation.

         WHEREAS, the Shareholder Services Agreements in effect between the
Predecessor Corporation, on behalf of the Predecessor Series, and DSC are set
forth in Schedule A to this Agreement.

         NOW, THEREFORE, the parties hereto agree as follows:

         1.  Each Shareholder Services Agreement previously in effect between
             the Predecessor Corporation, on behalf of a Predecessor Series, and
             DSC is hereby adopted in its entirety by the Trust on behalf of the
             corresponding Series, except that all references to the Predecessor
             Corporation shall be replaced with references to the Trust and all
             references to the Predecessor Series shall be replaced with
             references to the corresponding Series.




         2.  Each Shareholder Services Agreement shall continue in full force
             and effect as set forth therein for the remainder of its term.

         IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date set forth above.

                                             DELAWARE GROUP LIMITED-TERM
                                             GOVERNMENT FUND


                                             By: /s/ David K. Downes
                                                 -------------------------------
                                             Name:  David K. Downes
                                             Title: President


                                             DELAWARE SERVICE COMPANY,
                                             INC.


                                             By: /s/ Douglas L. Anderson
                                                 -------------------------------
                                             Name:  Douglas L. Anderson
                                             Title: Senior Vice President








                                   SCHEDULE A


1.  Shareholder Services Agreement dated as of 12/20/90 with respect to the
    Delaware Limited-Term Government Fund.