EX-99.g.2

Final Execution Version                                           Delaware Funds


                        SECURITIES LENDING AUTHORIZATION

     This Agreement (this "Agreement") made as of the 20th day of July, 2007, by
and  between  each  investment  company  listed on  Schedule 1  attached  hereto
(referred  to herein,  individually,  as a "Client"  and,  collectively,  as the
"Clients")  on behalf  of one or more of its  series  funds  listed  below  such
investment   company  on  Schedule  1  attached  hereto   (referred  to  herein,
individually,  as a "Fund" and, collectively,  as the "Funds"), and MELLON BANK,
N.A. (referred to herein as the "Lending Agent").  As a matter of administrative
convenience, this Agreement is entered into by and between the Lending Agent and
multiple Clients, each on behalf of their respective Funds.  Nevertheless,  this
Agreement  shall be construed to  constitute a separate  Agreement  between each
Client on behalf of its Funds and the Lending Agent.

                                   WITNESSETH:

     WHEREAS,  the Lending Agent holds  certain  securities on behalf of each of
the Funds of each Client as custodian; and

     WHEREAS,  each Client  desires to authorize the Lending Agent to establish,
manage and  administer  a  Securities  Lending  Program in  accordance  with the
provisions  hereof (the "Program") with respect to the lendable  securities held
by its Funds; and

     WHEREAS,  the Lending Agent is willing to lend securities from time to time
on behalf of the Funds; and

     WHEREAS, having determined that such loan transactions are suitable for its
Funds and that its Funds have the  financial  resources  for such  transactions,
each  Client  has  authorized  the  Lending  Agent to  engage  in  lending  such
securities, subject to the terms and conditions hereinafter set forth;

     NOW,  THEREFORE,  in  consideration  of the mutual  promises and  covenants
herein contained,  and intending to be legally bound hereby,  the parties hereto
agree as follows:

     1. Appointment of Lending Agent.  Each Client hereby authorizes the Lending
Agent, as agent for its Funds, to lend US Securities and Foreign Securities,  if
any, (as  hereinafter  defined)  held by the Lending  Agent as custodian for its
Funds to such  borrowers as may be selected by the Lending Agent for the Program
(each a "Borrower") on a fully disclosed basis. Each Client hereby  acknowledges
that it is independent of the Lending Agent and that it has authority to execute
this  Agreement  with the Lending Agent on behalf of its Funds.  Each Client and
the Lending  Agent may mutually  agree to add or delete one or more series funds
covered by this  Agreement  by  amending  Schedule 1 attached  hereto in writing
signed by such Client and the Lending Agent.

     The Lending  Agent shall from time to time  provide each Client with a list
of the Borrowers in the Program but in no event less than ten (10) days prior to
making  any  loan  of its  Funds'  securities  to any  Borrower  not  previously
disclosed.  Each Client may, with written notice to the Lending Agent,  restrict
one or more  Borrowers  from  borrowing  securities  from its  Funds.  Exhibit A
attached  hereto lists the  Borrowers in the Program as of the date hereof.





For purposes  hereof and unless  otherwise  specified by the Lending Agent,  (i)
"U.S Securities" shall mean securities which are cleared and principally settled
in the United States; and (ii) "Foreign  Securities" shall mean securities which
are cleared and principally settled outside of the United States.

     2. Requirements of Client. If required to prevent self-dealing or any other
transaction  prohibited  by law,  rule or  regulation,  each  Client  agrees  to
identify for the Lending Agent those persons who exercise investment  discretion
or render  investment  advice  with  respect to assets held in its Funds who (or
whose  affiliates) are Borrowers  under the Program.  Each Client also agrees to
notify the  Lending  Agent  promptly in writing of all future  appointments  and
terminations regarding such persons.

     3.  Conduct of Program.  The Lending  Agent shall have  responsibility  for
negotiating the terms of each loan and, for collecting all required  collateral,
whether in the form of U.S. Dollar cash,  securities issued or guaranteed by the
United States  Government or its agencies or  instrumentalities,  or other forms
approved by each Client for use as collateral  (the  "Collateral")  on behalf of
its Funds. Subject to the provisions of this Agreement,  the Lending Agent shall
have  authority to do or cause to be done all acts by and on behalf of each Fund
as it shall in good faith determine to be desirable, necessary or appropriate to
implement and  administer  the Program  contemplated  hereby.  The Lending Agent
covenants  and  agrees  that it  shall  undertake  periodic  credit  reviews  of
borrowers and establish credit limits applicable  thereto in accordance with its
established  credit  policies and procedures and otherwise  consistent with safe
and sound banking practices.

     Without  limiting  the  generality  of  any  other  provision   hereof,  in
connection with the administration of the Program and in order to facilitate the
approval of loan  transactions  by and on behalf of each  Borrower,  the Lending
Agent is specifically  authorized to disclose to each Borrower,  the identity of
each Client and its Funds as well as certain other  information  specific to its
Funds including,  without limitation,  business address, U.S. Tax Identification
Number,  aggregate  lendable assets,  capitalization,  total assets of its Funds
held with the  Lending  Agent  and/or net asset  value.  Any  disclosure  by the
Lending  Agent  of a  Client-  or its  Funds-specific  information  of the  type
specified  in the  preceding  sentence  other than the  identity  of such Client
and/or such Funds and  information  relating to a specific loan  transaction  or
series  of  transactions  shall  be made by the  Lending  Agent  subject  to the
confidentiality  agreement of the Borrower  receiving  such  information in such
form and substance as the Lending Agent shall determine to be appropriate and as
otherwise consistent with industry practice and applicable law.

     Each  loan of a Fund's  securities  shall  be made  pursuant  to a  written
agreement between the Lending Agent (or an affiliate),  as agent for each Client
and its Funds,  and the Borrower (each a "Borrower  Agreement" and  collectively
the "Borrower Agreements").  Attached hereto as Attachment 1 is a current master
form of  Borrower  Agreement  used by the  Lending  Agent  (and its  affiliates)
primarily in connection with loans of U.S.  Securities to Borrowers  resident in
the United States (the "Domestic Securities Loan Agreement").  In addition, each
loan of Foreign  Securities,  if any, to  Borrowers  resident  within the United
States shall be made pursuant to a Borrower  Agreement which is substantially in
the form of the standard ISLA Overseas  Securities  Lender's (Agency)  Agreement
(the "OSLA  Agreement"),  as amended from time to time,  the current  version of
which is attached


                                       3


hereto  as  Attachment  2, and each  loan of  Foreign  Securities  to  Borrowers
resident  outside  of the United  States  shall be made  pursuant  to a Borrower
Agreement  which is  substantially  in the form of the  standard  Global  Master
Securities  Lending  Agreement (the "GMSLA"),  as amended from time to time, the
current  version of which is attached  hereto as Attachment 3. The Lending Agent
shall not amend or modify its current master form of any Borrower  Agreement (as
attached hereto) in any manner which is inconsistent with the provisions of this
Agreement   without  the  prior   written   consent  of  the  affected   Client.
Notwithstanding  the  foregoing,  each Client  acknowledges  and agrees that the
non-material  provisions of the Lending Agent's  agreement with any Borrower may
differ from the Lending  Agent's then current master form of Borrower  Agreement
(as attached  hereto) as a result of the customary  negotiation  process between
the Lending Agent and the Borrowers.

This  Agreement  shall be deemed to create a  separate  agreement  for each Fund
comprising  a series of a  multi-series  investment  company as though each such
Fund had separately executed an identical agreement.  Any reference to a Fund in
this Agreement  shall be deemed to refer solely and  exclusively to a particular
Fund to which a given lending  transaction  under this  Agreement  relates.  The
rights and  obligations of each Fund pursuant  hereto or in connection  with any
transaction  hereunder,  are independent of, and separate and distinct from, the
rights  and  obligations  of each and every  other  Fund  pursuant  hereto or in
connection  with any transaction  hereunder.  Under no  circumstances  shall the
rights,  obligations or remedies with respect to a particular  Fund constitute a
right,  obligation or remedy  applicable to any other Fund. In  particular,  and
without limiting the generality of the foregoing, the parties hereto agree that:
(a) any event of  default  regarding  any  particular  Fund shall not create any
right or  obligation  with  respect to any other  Fund;  (b) neither the Lending
Agent nor any Borrower  shall have any right to set off any claims of or against
a particular  Fund by applying  property or rights of any other Fund; and (c) no
Fund shall have claims to, or the right to set off  against,  assets or property
held by a Borrower on account of any other Fund.

     4. Collateral.  Concurrently  with the delivery of a Fund's securities to a
Borrower,  the Lending  Agent shall obtain from such  Borrower  Collateral in an
amount equal, as of such date, to the Required Percentage of the market value of
such Fund's securities loaned to such Borrower,  including any accrued interest.
For purposes hereof,  "Required  Percentage" shall mean (i) 102% with respect to
U.S.  Securities;  (ii) 105% with respect to Foreign  Securities;  except in the
case of loans of Foreign  Securities  which are  denominated  and  payable in US
Dollars,  in which event the "Required  Percentage" shall be 102% and (iii) such
other  percentage(s)  as may be otherwise  mutually  agreed from time to time by
Addendum to this Agreement.

     5.  Marking  to  Market.  The  Collateral  shall be marked  to market  each
Business  Day. If, at the close of trading on any Business Day, the Market Value
of the  Collateral  previously  delivered by the Borrower and held in connection
with loans of a Fund's  securities  is less than the Minimum  Percentage  of the
market  value of such loaned  securities  as of such  Business  Day, the Lending
Agent shall demand that the Borrower deliver an amount of additional  Collateral
by the close of the next  Business Day  sufficient  to cause the Market Value of
all Collateral delivered in connection with such loan to equal not less than the
Required  Percentage  of the Market Value of such loaned  securities,  including
accrued


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interest.  For purposes of this  Agreement,  (i) the term "Market Value" of cash
Collateral  means the value of any cash Collateral or additional cash Collateral
as of the time of  receipt  thereof  by the  Lending  Agent  from the  Borrower,
unadjusted for any subsequent increases or decreases in value as a result of any
investment  thereof by the Lending Agent  pursuant to Section 6 below;  (ii) the
term "Minimum  Percentage" shall mean 100% or such other percentage(s) as may be
otherwise  mutually agreed from time to time by Addendum to this Agreement;  and
(iii) the term "Business Day" shall mean any day other than a Saturday,  Sunday,
public holiday under the laws of the Lending Agent's principal place of business
or other day on which  Lending Agent is authorized or obligated to close in such
place and shall mean,  with  reference  to any  security (or the transfer of any
security or collateral in respect  thereof ) hereunder,  a Business Day on which
regular settlement occurs in the principal market for such security.

     6.  Collateral  Investment.  (a) The Lending Agent is hereby  authorized to
invest and  reinvest,  on behalf of each Fund,  any and all cash  Collateral  in
accordance with the provisions hereof.  Cash Collateral  received by the Lending
Agent on behalf of a Fund shall be invested by the Lending  Agent in one or more
collective investment vehicles created and maintained by the Lending Agent or an
affiliate  (each  a  "Collective  Investment  Vehicle").   The  assets  of  such
Collective  Investment  Vehicle  shall be invested and  reinvested in accordance
with  the  investment  guidelines  established  for such  collective  investment
vehicle  a copy of which  guidelines  are  attached  hereto  as  Exhibit  B (the
"Investment  Guidelines") and which may be revised or substituted by the Lending
Agent from time to time upon not less than thirty (30) days prior  notice to the
affected  Client of any such  revision  or  substitution.  In the event that the
amount of earnings on invested cash Collateral is insufficient to pay the entire
rebate or other amount payable to a Borrower  under any loan of securities  and,
therefore,  results in negative  earnings,  the amount of such negative earnings
shall  be paid by the  Fund for  whose  account  such  Collateral  is held  (the
"Affected  Fund") and the Lending Agent,  on a monthly basis, in accordance with
and in the  same  proportion  as their  respective  percentage  entitlements  to
earnings as set forth in Exhibit C hereto.  In  addition,  in the event that the
amount of earnings on invested cash Collateral is insufficient to pay the entire
rebate  or  other  amount  payable  to a  Borrower  in  respect  of any  loan of
securities and, therefore,  results in negative earnings, unless remedied by the
Lending Agent as soon as practicable under the circumstances,  the Lending Agent
shall notify the affected  Client of the  continuance of such occurrence as soon
as reasonably  practicable under the prevailing  circumstances.  Notwithstanding
any other provision hereof,  each Client acknowledges and agrees that any losses
of principal from investing and  reinvesting  cash Collateral in accordance with
the  provisions  hereof  (collectively,  "Principal  Losses")  shall  be at  the
Affected  Fund's risk and for the Affected  Fund's  account.  If at any time the
Collateral is  insufficient  to satisfy the obligation to return the full amount
owed to the  Borrower,  the Affected Fund shall be solely  responsible  for such
shortfall  except  to the  extent  that  any  such  shortfall  results  from the
negligence or bad faith of the Lending Agent.  In the event the Lending Agent is
unable to obtain such Affected  Fund's share of negative  earnings or shortfalls
from  losses  of  principal  from  revenues  derived  from  securities   lending
activities,  each  Client  hereby  agrees  to  cause  such  amounts  to be  paid
immediately upon receipt of the Lending Agent's  statement;  provided,  however,
that if such amounts are not paid by the affected Client or otherwise  contested
by the affected  Client in good faith by written  notice  thereof to the Lending
Agent,  the Lending Agent is hereby  authorized to obtain such amounts  directly
from the account of the Affected Fund, to the extent not


                                       5


otherwise prohibited by applicable law. In order to facilitate the investment of
cash Collateral on behalf of its Funds, each Client shall, at the request of the
Lending Agent, execute on behalf of each of its Funds and deliver to the Lending
Agent, a Subscription Agreement in the form attached hereto as Exhibit D or such
other form as may be prescribed by the applicable  investment  fund from time to
time.

          (b) All Collateral, investments thereof, and proceeds received or held
by the  Lending  Agent on behalf of a Fund  shall be held in an  account of such
Fund and shall be  segregated on the books and records of the Lending Agent from
all similar property of the Lending Agent or held by the Lending Agent for other
clients,  funds or third parties. The Lending Agent shall obtain and maintain at
all times a first-priority  perfected security interest in and to all Collateral
received and held for the account of any Fund and all such  Collateral  shall be
held by the Lending Agent for the benefit of each Fund in the United States. The
Lending Agent shall not re-lend,  hypothecate,  or otherwise  grant to any third
party a security  interest in any  Collateral  held by the Lending Agent for the
account of any Fund.

          (c) In the event  that the  expenses  incurred  and paid by and from a
Collective  Investment  Vehicle  shall at any time exceed an  annualized  amount
equal to .05% of the total assets of such Collective  Investment Vehicle at such
time, the Lending Agent and each Client,  on behalf of each of its Funds,  shall
adjust the  allocation of Net Securities  Lending  Revenues to which each of its
Funds is entitled  pursuant to Section 12 to such extent as may be  necessary to
cause each of its Funds to receive such amount as it would have received had the
expenses  incurred and paid by and from such  Collective  Investment  Vehicle at
such time been in an annualized amount equal to .05% of the total assets of such
Collective Investment Vehicle at such time.

     7. Allocation of Lending  Opportunities.  Each Client acknowledges that the
Lending  Agent has been  appointed  Lending  Agent by other clients on behalf of
other  funds  and  that  the  Lending  Agent  will  allocate   securities   loan
opportunities  among its  securities  lending  clients,  including such Client's
Funds,  by such  reasonable  and  equitable  methods as the Lending  Agent deems
appropriate.  While the Lending Agent will make  reasonable  efforts to lend the
Funds' securities,  nothing in this Agreement shall be deemed to impose upon the
Lending Agent any obligation, in the event it makes a loan of another securities
lending client's securities, to make a loan of any Fund's securities, whether or
not such loan  could  have  been made in  accordance  with this  Agreement,  and
whether  or not the  Lending  Agent has made  fewer or more  loans for any other
securities  lending  client  than  for any  Fund.  The  Lending  Agent  does not
represent or warrant that any amount or percentage of any Fund's securities will
in fact be loaned to a Borrower.

     8. Rights of Borrower in Respect of the Securities.  (a) Until such time as
a loan of  securities  is  terminated  and such  securities  are returned to the
Lending  Agent,  a  Borrower  shall  have  all  incidents  of  ownership  of the
securities  loaned,  including,  but not limited  to, the right to transfer  the
securities to others; provided,  however, that Borrower will be obligated to the
Lending Agent with respect to amounts equivalent to all dividends,  interest and
distributions pertaining to the securities.  Each Client hereby waives the right
to vote any  voting  securities  loaned  to a  Borrower  or  participate  in any
dividend reinvestment program during the term of any such loan.


                                       6


          (b) The Lending Agent shall collect for, and credit to, the account of
a Fund from which any loan of  securities  is made,  amounts  equivalent  to all
interest, dividends or other cash distributions paid with respect to such loaned
securities ("In Lieu of Distributions"),  subject to any applicable  withholding
taxes,  transfer taxes and other  necessary  costs. In the event that a Borrower
fails to deliver  any In Lieu of  Distributions  in  respect  to any  securities
loaned  or  fails  to  deliver  any  non-cash  distribution  in  respect  to any
securities loaned then:

               (i) the Lending  Agent shall credit to the account of a Fund from
which any loan of  securities  is made,  on payable  date,  even if not actually
collected  by the  Lending  Agent,  amounts  equivalent  to all  such In Lieu of
Distributions  that such Fund would have received had the securities not been on
loan over the record date,  subject to any  applicable  withholding  taxes,  and
other necessary costs;

               (ii) unless  otherwise  requested by the applicable  Client,  the
Lending Agent shall add any non-cash distribution in the nature of a stock split
or  a  stock  dividend  to  the  existing  securities  on  loan  to  which  such
distribution relates as of the payable date;

               (iii) the Lending Agent shall record any non-cash distribution in
the  nature of a warrant  or right to  purchase  shares  made  with  respect  to
securities  on loan as a new loan made on behalf of the  applicable  Fund to the
Borrower  as  of  the  date  of  receipt  by  the  Borrower  of  such   non-cash
distribution,  provided,  however,  that the  applicable  Client  may direct the
Lending Agent to cause the Borrower to deliver such non-cash distribution to the
Lending Agent for the applicable Fund's account, in which case the Lending Agent
shall  credit such  non-cash  distribution  to such  Fund's  account as and when
received; and

               (iv) each Client,  on behalf of its Funds,  acknowledges that the
tax treatment of In-Lieu-of  Distributions  may differ from the tax treatment of
the interest or dividend to which such payment relates and that such Client,  on
behalf of its Funds,  has made its own  determination as to the tax treatment of
any securities loan transaction undertaken pursuant to this Agreement and of any
dividends, distributions, remuneration or other funds received hereunder.

     9.  Remedies for Failure to Deliver  Securities.  (a) In the event that any
loan made pursuant to this Agreement is terminated and the loaned securities, or
any portion  thereof,  shall not have been  returned to the  affected  Fund from
which  such  loan of  securities  is made  for any  reason  (including,  without
limitation,  the  insolvency  or  bankruptcy  of the  Borrower)  within the time
specified by the applicable securities loan agreement, the Lending Agent, at its
expense  and  subject  to (b)  below  shall  (i)  promptly  replace  the  loaned
securities, or any portion thereof, not so returned with other securities of the
same issuer, class, and denomination and with the same dividend rights and other
economic  benefits as such securities  possessed at the close of business on the
date as of which the loaned securities should have been returned,  or (ii) if it
is unable to purchase such  securities  on the open market,  credit the Affected
Fund with the market value of such  unreturned  loaned  securities,  such market
value to be determined as of the date on which the loaned securities should have
been  returned.  Until such time as the actions in clauses (i) or (ii) have been
consummated,  any  dividends  or  interest  which  have  accrued  on the  loaned
securities,


                                       7


whether or not  received  from the  Borrower,  shall be  credited by the Lending
Agent to the Affected Fund in accordance with Section 8 hereof.

          (b) Each Client and its Funds shall have, as to their Collateral,  all
of the rights and remedies of a secured party under applicable law. In the event
that the Lending  Agent should be required to make any payment or incur any loss
or expense in connection with any securities  loaned pursuant to (a) above or in
respect of the payment of any buy-in  costs  pursuant  to Section 11 below,  the
Lending Agent shall,  to the extent of any such payment  and/or loss or expense,
be subrogated  and succeed to all such rights and remedies of such Client and/or
its Funds against the Borrower  under the applicable  securities  loan agreement
and to the collateral  securing the Borrower's  obligations to the Lending Agent
under such securities loan agreement. If for any reason the Lending Agent cannot
assert any such rights and remedies  against the Borrower  and/or its successors
and assigns in its own right, such Client and/or its Funds shall, at the expense
of the Lending Agent,  file and prosecute such  complaints and lawsuits and take
such action as the Lending Agent may reasonably  request in connection  with the
recovery of any such deficiency and shall  otherwise  cooperate with the Lending
Agent in any such litigation.

          (c) In the event of a failure  of a pending  sale of  securities  by a
Fund to a third-party  buyer  resulting from failure or refusal of a Borrower to
return loaned securities,  or any portion thereof,  to such Fund from which such
loan of securities  is made for any reason as and when required  pursuant to the
applicable  Borrower  Agreement,  the  Lending  Agent shall be  responsible  for
collecting  from such  non-performing  Borrower any direct costs incurred by the
affected  Client  or such  Fund to its  buyer  as a  result  of such  settlement
failure,  including without limitation,  all buy-in costs for which the affected
Client or such Fund might otherwise be responsible,  but not including indirect,
special,  punitive or consequential damages. For purposes hereof, "buy-in costs"
shall mean the cost of the  security  purchased  in the market by the buyer as a
result of the affected  Client's failure to deliver such security  together with
all commissions incurred in connection with such buy-in.

     10.  Lending  Limitations.  Notwithstanding  any  other  provision  of this
Agreement, each Client and the Lending Agent agree as follows:

          (a)  The  aggregate  market  value  of  a  Fund's  loaned   securities
outstanding  at any one time  shall not  exceed an amount  equal to twenty  five
(25%)  percent  (or such other  percentage  as such  Client  may  specify to the
Lending Agent in writing from time to time) of such Fund's total assets.

          (b) The market  value of a Fund's  securities  which are loaned to any
one  Borrower  shall not at any time exceed an amount equal to five (5%) percent
(or such other  percentage  as such Client may  specify to the Lending  Agent in
writing from time to time) of such Fund's total assets.

          (c) Each Client shall  advise the Lending  Agent,  in writing,  and at
such  intervals as such Client shall deem  appropriate,  of the dollar amount of
each Fund's total assets and the dollar  amounts  which can be lent on behalf of
such Fund  pursuant to Sections  10(a) and 10(b) during the period to which such
notice pertains (the "Lending  Limitations").  Subject to receipt by the Lending
Agent of the Lending  Limitations to be provided by such


                                       8


Client  pursuant to the  preceding  sentence,  the Lending  Agent shall have the
responsibility to ensure the Program's compliance with Sections 10(a) and 10(b),
except  to the  extent  that any  non-compliance  results  from a change  in the
applicable Lending Limitations,  provided,  however,  that in the event that the
Lending  Limitations  as of any date (or other period  specified by such Client)
are less than the Lending Limitations in effect during the immediately preceding
period,  the Lending Agent shall promptly take such actions as may reasonably be
necessary  or  appropriate  to cause the  Program  to comply  with such  revised
Lending Limitations.

     11. Standard of Care; Indemnification.  The Lending Agent shall perform its
obligations under this Agreement with the care, skill,  prudence,  and diligence
which,  under the  circumstances  then prevailing,  a prudent person acting in a
like  capacity  and familiar  with such  matters  would use in the conduct of an
enterprise of a like character and with like aim.

Except as  specifically  provided in Section 9, the  Lending  Agent shall not be
liable with respect to any losses  incurred by any Fund in  connection  with the
Program,  except to the extent that such losses result from the Lending  Agent's
negligence,  bad  faith  or  willful  misconduct  in its  administration  of the
Program.  Notwithstanding  any  other  provision  of this  Agreement,  under  no
circumstances shall the Lending Agent be liable for any indirect, consequential,
or special damages with respect to its role as Lending Agent.

The Lending  Agent hereby  indemnifies  and agrees to defend,  and hold and save
harmless  each Client and its Funds from and  against  (i) any and all,  claims,
actions, demands, lawsuits, losses and damages of any kind whatsoever arising or
resulting from the  negligence,  bad faith or willful  misconduct of the Lending
Agent in its  administration  of the Program or the failure of the Lending Agent
to comply  with the  provisions  of this  Agreement  including,  the  Investment
Guidelines; and (ii) all buy-in costs, as defined in Section 9(c), to the extent
not recovered by the Lending Agent from the applicable  Borrower for the account
of the Affected Fund.

Each  Client on behalf of each of its Funds  hereby  indemnifies  and  agrees to
defend,  hold and save  harmless  the  Lending  Agent  from any and all  claims,
actions,  demands or lawsuits of any kind  whatsoever  arising in any way out of
the performance of the Lending  Agent's duties under this  Agreement,  except to
the extent  caused by the  negligence,  bad faith or willful  misconduct  of the
Lending Agent in its administration of the Program.

     12.  Compensation to the Lending Agent. In consideration for the securities
lending  services to be provided by the  Lending  Agent  hereunder,  the Lending
Agent  shall be  entitled  to  compensation  as set forth in  Exhibit C attached
hereto, as amended from time to time upon agreement of the parties.  The Lending
Agent is hereby  authorized  to charge such fees  against and collect  such fees
from the revenues derived from the securities lending activities.  The fees paid
to the Lending Agent hereunder are solely in consideration of securities lending
services  rendered by the Lending Agent and are in addition to any other fees or
compensation  to which the Lending  Agent may be entitled for services  rendered
for a Client or any of its Funds under other agreements.


                                       9


     13.  Assignability.  The  parties  hereto  will not assign  this  Agreement
without first  obtaining the written  consent of the other party or parties,  as
the case may be, provided,  however,  that a Fund merger or reorganization  that
does not result in a change in such Fund's investment adviser and where the fund
surviving from such merger or reorganization  assumes the duties and obligations
of such Fund under this Agreement shall not require the Lending Agent's consent;
provided further, however, the Lending Agent may assign all or a portion of this
Agreement to any entity which  directly or indirectly  is  controlled  by, or is
under common control with, the Lending Agent. Any entity, which shall by merger,
consolidation,  purchase  or  otherwise  succeed  to  substantially  all  of the
securities  lending business of the Lending Agent,  shall,  upon such succession
and  without  any  appointment  or other  action by the  Clients,  be and become
successor  Lending  Agent  hereunder  upon  notification  to the  Clients.  This
Agreement  will be binding  upon,  and inure to the benefit  of, the  respective
successors  or  permitted   assigns  of  the  Lending  Agent  and  the  Clients.
Notwithstanding  the foregoing,  it is hereby  acknowledged  and agreed that the
Lending  Agent may utilize the  services  of ABN AMRO Mellon  Global  Securities
Services B.V., or one or more of its affiliates  including,  without limitation,
Mellon Trust of New England, National Association,  as sub-agent, for the Funds,
to perform  all or any  portion of the  services  to be  provided by the Lending
Agent pursuant hereto;  provided,  however, that the use of such sub-agent shall
not  limit  the  liability  of the  Lending  Agent  for the  performance  of its
obligations  hereunder,  and the Lending Agent shall be responsible for the acts
and  omissions  of such  sub-agent  to the same  extent as  though  such acts or
omissions  were (and such acts or  omissions  shall be deemed to be) the acts or
omissions of the Lending Agent.

     14.  Amendment  and  Termination.  (a)  Each  Client  may,  in its sole and
absolute  discretion,  direct the Lending Agent in writing to terminate any loan
of any of its Funds'  securities at any time and for any reason,  in which event
the Lending  Agent  shall,  promptly  upon  receipt of notice  thereof from such
Client,  take all steps  necessary to cause the termination of such Loan and the
return of the loaned  securities  to the account of the affected Fund from which
such loan was made within the standard settlement period for such securities.

     (b) Following the first  anniversary of this Agreement,  this Agreement may
be  terminated  at any time at the  option of either  the  Lending  Agent or any
Client with  respect to its Funds upon sixty (60) days prior  written  notice to
the other party.  In the event that this  Agreement is  terminated,  the Lending
Agent shall not make any further  securities loans on behalf of any of the Funds
with  respect to which it has given or received,  as the case may be,  notice of
such termination and shall promptly take all reasonable actions to terminate all
securities  loans then outstanding for any of the Funds with respect to which it
has given or received, as the case may be.

In the  event of a dispute  following  the  expiration  or  termination  of this
Agreement,  all relevant  provisions shall be deemed to continue to apply to the
obligations and liabilities of the parties.

     (c) Each Client acknowledges that certain events, including but not limited
to  termination  of any  loan or  loans in  accordance  with  (a)  above or such
Client's  termination of  participation  in the Program,  certain changes to the
composition of a Fund's lendable


                                       10


securities, extraordinary changes in applicable interest rates or the bankruptcy
or insolvency of any issuer of a security may result in a loss to its Funds. The
obligations and the rights of each Client, its Funds and the Lending Agent under
this Agreement with respect to any outstanding  loans shall survive and continue
despite any termination of this Agreement until fully performed or satisfied.

     (d) This  Agreement  may not be  amended  or  modified  except  by  written
agreement duly executed by or on behalf of the parties hereto.

     15. Accounting for Cash Collateral Investment Vehicles.  While the vehicles
maintained  by the Lending  Agent or its  affiliate  for the  investment of cash
collateral  are  currently  accounted for based upon a $1.00 net asset value per
unit, there is no guarantee that such accounting  treatment shall continue since
the vehicles governing instruments permit a change to account for fund assets on
a marked to market  basis,  or that even if a $1.00 net asset value is utilized,
that  there  will not be  differences  from time to time  between  $1.00 and the
underlying fair market value of the net assets attributable to such unit.

     16.  Notices.  Any  notice,  request,  demand  or  other  communication  in
connection  with this Agreement  shall be deemed to have been given or made when
received  by  the  party  to  whom   directed.   All  such   notices  and  other
communications shall be in writing unless otherwise provided herein and shall be
directed, if to the Lending Agent to:

                  Mellon Bank, N.A.
                  Mellon Client Service Center
                  500 Ross Street, Suite 850
                  Pittsburgh Pennsylvania, 15262
                  Attention: Global Securities Lending Contract Administration Unit

and if to a Client to:

                  the address set forth on Schedule 1 for such Client.

         With a copy to:

                  Delaware Investments
                  2005 Market Street
                  Philadelphia, PA  19103
                  Attention:  General Counsel

or otherwise in accordance with the latest unrevoked  written direction from any
party to the other party hereto.

     17. Representations. Each Client and the Lending Agent hereby represent and
warrant to the other (i) that it has full authority to enter into this Agreement
upon the  terms  and  conditions  hereof;  (ii) all such  action  has been  duly
authorized  by all  necessary  proceedings  on its  part;  and  (iii)  that  the
individual executing this Agreement on its behalf has the requisite authority to
bind it to this Agreement. Each Client further represents and warrants that each
of its Funds may legally enter into the securities loans contemplated by


                                       11


this  Agreement,  that it will have the legal  right to  transfer  the  lendable
securities in connection with such loans, and that such loans will create legal,
valid  and  binding  obligations  enforceable  against  the  applicable  Fund in
accordance with their terms.

--------------------------------------------------------------------------------
                     CUSTOMER IDENTIFICATION PROGRAM NOTICE

        IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT

To help the  government  fight the  funding of  terrorism  and money  laundering
activities, all financial institutions are required by law to obtain, verify and
record  information  that  identifies  each  individual  or entity that opens an
account.

What this  means  for you:  When you open an  account,  we will ask you for your
name,  address,  taxpayer or other  government  identification  number and other
information,  such as date of  birth  for  individuals,  that  will  allow us to
identify you. We may also ask to see identification documents such as a driver's
license, passport or documents showing existence of the entity.

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

     18.  Reporting.  On or before the last day of each month the Lending  Agent
shall provide each Client with a  comprehensive  report  concerning  each of its
Funds'  participation  in the Program during the  immediately  preceding  month,
which reports shall include, without limitation, holdings and performance of any
collective  investment  vehicle in which the Lending  Agent  invests such Fund's
cash  Collateral  pursuant to this Agreement and the Lending Agent shall provide
such other  information to each Client concerning the Program as such Client may
reasonably  request from time to time subject,  however,  to the Lending Agent's
duty of confidentiality to its other clients and policies regarding  proprietary
information.

     19.  Force  Majeure  Notwithstanding  anything  in  this  Agreement  to the
contrary,  the Lending Agent shall not be  responsible or liable for its failure
to perform under this  Agreement or for any losses to the Funds  resulting  from
any event  beyond the  reasonable  control of the Lending  Agent,  its agents or
subcustodians,   including   but  not  limited  to   nationalization,   strikes,
expropriation,  devaluation,  seizure,  or  similar  action by any  governmental
authority,  de facto or de  jure;  or  enactment,  promulgation,  imposition  or
enforcement  by  any  such  governmental  authority  of  currency  restrictions,
exchange  controls,  levies or other charges affecting the Funds' assets; or the
breakdown,  failure  or  malfunction  of  any  utilities  or  telecommunications
systems;  or any order or  regulation  of any  banking  or  securities  industry
including changes in market rules and market conditions  affecting the execution
or  settlement  of  transactions;  or acts of war,  terrorism,  insurrection  or
revolution;  or acts of God; or any other  similar  event.  This  Section  shall
survive the termination of this Agreement.

     20.  Governing Law. This Agreement  shall be construed in accordance  with,
and  the  rights  of  the  parties  are  to be  governed  by,  the  laws  of the
Commonwealth of


                                       12


Pennsylvania,  exclusive of its conflict of laws principles,  and except insofar
as the same are or may be preempted or superseded by applicable Federal law.

     21.  Miscellaneous.  This Agreement  supersedes any other agreement between
the parties  covering  loans of securities by the Lending Agent on behalf of any
of the Funds.  The provisions of this Agreement are severable and the invalidity
or unenforceability of any provision hereof shall not affect any other provision
of this  Agreement.  No single or partial  waiver of any right  hereunder  shall
preclude  any other or further  exercise  thereof,  or the exercise of any other
right hereunder.


                                       13




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

                                MELLON BANK, N.A.

                                By:      /s/ Kathy H. Rulong
                                Title:   Executive Vice President


                                DELAWARE GROUP ADVISER FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUND I,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS II,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS IV,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS V,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP INCOME FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP TAX-FREE FUND,
                                 on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS,
                                on behalf of its Funds identified on Schedule 1


                                       14


                                DELAWARE GROUP GOVERNMENT FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE POOLED TRUST, on behalf
                                of its Funds identified on Schedule 1

                                VOYAGEUR MUTUAL FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE VIP TRUST,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE INVESTMENTS DIVIDEND
                                AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS GLOBAL
                                DIVIDEND AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS
                                ENHANCED GLOBAL DIVIDEND AND
                                INCOME FUND, INC.

                                By:      /s/ Richard Salus
                                Title:   Chief Financial Officer


                                       15


Final Execution Version                                           Delaware Funds

                                    EXHIBIT A

                            Global Securities Lending
                               Approved Borrowers

          The  following is the list of Borrowers in the Program  referred to in
     Section 1 (entitled Appointment of Lending Agent) of the Securities Lending
     Authorization  dated July 20, 2007,  by and between  MELLON BANK,  N.A., as
     Lending Agent, and the Clients on behalf of their respective Funds.


                  Domestic Broker/Dealers                           Other Domestic
1.  Abbey National Securities, Inc                 38. JP Morgan Chase Bank, N.A.
2.  ABN AMRO Incorporated                          39  State Street Bank and Trust Company
3.  Banc Of America Securities LLC *               40. State Street Corporation
4.  Banca IMI Securities Corp                      41. Wachovia Bank National Association
5.  Barclays Capital, Inc. *                                International Brokers & Banks
6.  Bear Stearns & Company, Inc. *1                42. ABN  AMRO Bank, NV (2)
7.  Bear Stearns Securities Corp. 1                43. ABN  AMRO, N.V., New York Branch  (2)
8   BNP Paribas Securities Corp*                   44. Barclays Bank, PLC
9.  CIBC World Markets Corporation *               45. Barclays Capital Securities Ltd.
10  Cantor Fitzgerald & Co.                        46. Bear Stearns International, Ltd
11. Citigroup Global Markets, Inc. *               47. BNP Paribas S.A.
12. Caylon Securities (USA) Inc.                   48. Cater Allen International Ltd.
13. Credit Suisse Securities (USA) LLC *           49. IXIS Corporate and Investment Bank
14. Deutsche Bank Securities, Inc.*                50. Citigroup Global Markets Ltd
15. Dresdner Kleinwort Securities LLC*             51. Commerzbank AG
16. First Clearing, LLC.                           52. Credit Suisse Securities (Europe), Ltd.
17. Fortis Securities LLC                          53. Deutsche Bank, AG
18. Goldman, Sachs & Company *                     54. Dresdner Bank, AG
19. BMO Capital Markets Corp                       55. Dresdner Kleinwort Securities Limited
20. HSBC Securities (USA) Inc. *                   56. Fortis Bank (Nederlands) N.V.
21. ING Financial Markets LLC.                     57. Goldman Sachs International
22. Jefferies and Co., Inc.                        58. J.P. Morgan Securities, Ltd.
23. J.P. Morgan Securities, Inc. *                 59. ING Bank, N.V.
24  Lehman Brothers, Inc. *                        60. Lehman Brothers International (Europe)
25  Merrill Lynch Government Securities, Inc. *    61. Macquarie Bank Limited
26  Merrill Lynch, Pierce, Fenner & Smith, Inc.    62. Merrill Lynch International
27. Morgan Stanley & Co., Inc. *                   63. Morgan Stanley Securities, Ltd
28. MS Securities Services, Inc.                   64. Morgan Stanley & Co. International, Ltd
29. Nomura Securities International, Inc. *        65. Nomura International PLC
30. Pershing LLC                                   66. The Royal Bank of Scotland PLC
31. RBC Capital Markets Corp.                      67. Royal Bank of Canada
32. Greenwich Capital Markets, Inc *               68. Skandinaviska Enskilda Banken AB
33. SG Americas Securities, LLC.                   69. Societe Generale*(3)
34. Swiss American Securities Inc                  70. Societe Generale, New York Branch(3)
35. TD Securities (USA) Inc.                       71. UBS Limited
36. UBS Securities LLC *
37. Wachovia Capital Markets, LLC.                 *  Denotes Primary US Government Securities Dealer
.                                                  (1) Treated as single entity for credit &
                                                   processing purposes.
                                                   (2) Treated as single entity for credit &
                                                   processing purposes.
                                                   (3) Treated as single entity for credit &
                                                   processing purposes.

                                                      11/7/06  (ALLEXA)


                                       16


                                Agreed to and Approved by Lending Agent

                                MELLON BANK, N.A.

                                By: /s/ Kathy H. Rulong
                                Title: Executive Vice President

                                Date: 7/20/07

                                Agreed to and Approved by the Clients:

                                DELAWARE GROUP ADVISER FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUND I,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS II,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS IV,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS V,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP INCOME FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP TAX-FREE FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS,
                                on behalf of its Funds identified
                                on Schedule 1


                                       17


                                DELAWARE GROUP GOVERNMENT FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS,
                                on behalf of its Funds identified
                                on Schedule 1

                                DELAWARE POOLED TRUST,
                                on behalf of its Funds identified on Schedule 1

                                VOYAGEUR MUTUAL FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE VIP TRUST,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE INVESTMENTS DIVIDEND
                                AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS GLOBAL
                                DIVIDEND AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS ENHANCED
                                GLOBAL DIVIDEND AND INCOME FUND, INC.

                                By:      /s/ Richard Salus
                                Title:   Chief Financial Officer

                                Date:    7/20/07


                                       18


Final Execution Version                                           Delaware Funds




                                    EXHIBIT B

                               SECURITIES LENDING
           INVESTMENT POLICY AND GUIDELINES FOR COLLECTIVE INVESTMENT
                                    VEHICLES

                        MELLON GSL DBT II COLLATERAL FUND

     The  following  are the  Collateral  Investment  Guidelines  referred to in
Section  6  (entitled   Collateral   Investment)  of  the   Securities   Lending
Authorization  Agreement dated July 20, 2007, by and between MELLON BANK,  N.A.,
as Lending Agent, and the Clients on behalf of their respective Funds.

Portfolio Management:

Lending Agent will manage (or cause the  management  of) the  investment of cash
collateral  received by the Lending  Agent in respect of loans of  securities in
accordance with the following guidelines:

     1.   Objectives:

     The Fund shall be for the  investment  and  management  of cash  collateral
     supporting  securities loans the key objectives of which management of cash
     collateral are to:

     o    safeguard principal,
     o    assure that all cash collateral is invested in a timely manner,
     o    maintain a diversified portfolio of investments,
     o    maintain  adequate  liquidity to meet the anticipated needs of clients
          and/or their investment advisors, and
     o    consistent with these  objectives,  to optimize the spread between the
          collateral  earnings  and the  rebate  rate  paid to the  borrower  of
          securities.

     The following  standards  have been  designated to complement the preceding
     objectives:

     Amortized Cost

     Collateral   which  is  invested  in  the  Fund  is  assigned  a  value  of
     approximately  $1.00 per unit.  Because the Fund is currently operated on a
     cost,  rather than market value basis,  for purposes of  subscriptions  and
     redemptions,  if non-cash assets are to be sold prior to their maturity for
     purposes  of  effecting  a  participants  withdrawal  from the Fund,  it is
     possible  that a loss may be realized.  In addition,  there is no guarantee
     that the Fund will  continue  to be  maintained  on a cost,  rather  than a
     market value basis.  The  amortized or book value of the Fund's  assets and
     underlying  fair market value of its assets may differ to a certain degree,
     and  accordingly,  admissions or  withdrawals  from a fund  utilizing  such
     amortized  or book  value  may be made  when the fair  market  value of the
     underlying  assets of the Fund is less than, or exceeds,  such amortized or
     book value.

     2. Allowable Instruments and Credit Quality

     A.   Instruments issued or fully guaranteed by the U.S. Government, Federal
          agencies, or sponsored agencies or sponsored corporations.
     B.   Instruments issued by domestic corporations  including corporate notes
          and  floating  rate notes  rated A3 or better at time of  purchase  by
          Moody's Investor  Service or A- by Standard & Poors.  Commercial paper
          of  domestic  corporations  must  be  rated  A-1  and  P-1 at  time of
          purchase.  Floating rate notes must reprice daily, weekly,  monthly or
          quarterly  and  utilize  a  standard  repricing  index  such as LIBOR,
          Treasury  Bills,  commercial  paper or Federal funds.  Capped floating
          rate notes are  acceptable as long as the ceiling rate is five hundred
          basis points above the current repricing index at time of purchase.



                                       19


     C.   Obligations of approved  domestic and foreign banks including  bankers
          acceptances, certificates of deposit, domestic and off-shore bank time
          deposits,  bonds  (Euro),  floating  rate notes  (Euro) and other debt
          instruments.  The banks  must be rated at least A3 by Moody's or A- by
          Standard & Poor's at time of purchase.
     D.   U.S.  dollar-denominated  instruments issued by sovereigns,  sovereign
          supported credits,  and instruments of foreign banks and corporations.
          The  foreign  banks  or  corporations  must be  rated  at  least A- by
          Standard & Poor's or A3 by Moody's.  Commercial paper of foreign banks
          and corporations must be rated A-1 and P-1.
     E.   Yankee Securities subject to the quality  constraints  outlined in "D"
          above.
     F.   Repurchase  agreements subject to a minimum of 102%  collateralization
          with daily updated valuation.
     G.   Insurance company funding agreements,  guaranteed investment contracts
          (GICs) and bank  investment  contracts  (BICs) are  acceptable  if the
          issuer has a long term debt rating or claims paying  ability rating at
          least A1 at time of  purchase  by  Moody's  Investor  Service or A+ by
          Standard & Poor's.  In addition,  GIC/BIC  investments must contain an
          unconditional  put feature that can be exercised within 90 days at par
          value.
     H.   Asset-backed  securities  having  a  minimum  rating,  at the  time of
          purchase,  of AA- by  Standard  & Poor's  or AA3 by  Moody's  Investor
          Service.
     I.   Money market  mutual  funds  including  money market  mutual funds and
          other commingled funds of an affiliate of the Lending Agent.
     J.   All credit  ratings set forth  herein shall be  applicable  at time of
          purchase.  If  a  security  is  rated  by  more  than  one  nationally
          recognized statistical  organization,  the higher rating shall prevail
          for purposes of these guidelines.
     K.   All obligations  shall be payable as to principal and interest in U.S.
          currency.

     Note:

     The following securities are not acceptable investments for the Fund:

     o    Unsecured  obligations of  institutions  whose primary  business is to
          function as a broker/dealer.
     o    Interest only and principal only (IO, PO) stripped mortgages.
     o    Complex derivative structures  including,  but not limited to: inverse
          floating rate notes, defined range floating rate notes, trigger notes,
          and callable step-up notes.
     o    No individual  investment which can acquire a negative coupon or whose
          return of principal is linked to any set  methodology  may be made for
          any reason.  However, zero coupon securities such as commercial paper,
          short term discount  notes,  original issue discount (OID) notes,  and
          Treasury bills which are purchased at prevailing market yields will be
          deemed to be acceptable for purchase.
     o    The  Lending  Agent  may not be a direct  party in swap,  futures  and
          option transactions.

     3.   Maturity

     o    The dollar-weighted  maturity will be maintained with the objective of
          preserving  principal.  The maximum  weighted  average maturity of the
          Fund is 90 days.  Put features  and  floating  and variable  rate note
          reset dates will be used as the proxy for maturity date in calculating
          the weighted average maturity of the Fund.
     o    No instrument will have a maturity date or expected  weighted  average
          life in excess of thirteen months from time of purchase, except:

               o    floating  and  variable  rate  securities  which  may have a
                    three-year final maturity, and
               o    floating  rate  asset-backed  securities  which  may have an
                    expected  weighted average life no greater than three years.
                    Amortizing floating rate asset-backed securities may have an
                    expected  weighted  average life no greater than three years
                    and an expected  final payment date not exceeding five years
                    from date of purchase.

     o    All normal  settlement period practices are not considered in applying
          the maturity  constraints or calculating the weighted average maturity
          of the Fund.


                                       20


     4.   Diversification

     o    The Fund's minimum  overnight (next Business Day) liquidity level will
          be targeted at not less than 20%.
     o    At the time of purchase,  the combined holdings of securities from one
          issuer should not  constitute  more than five percent of the Fund with
          the   exception  of   repurchase   agreements,   money  market  funds,
          instruments issued or fully guaranteed by the U.S. government, federal
          agencies, or sponsored agencies or sponsored corporations.

                                Agreed to and Approved by Lending Agent

                                MELLON BANK, N.A.

                                By: /s/ Kathy H. Rulong
                                Title: Executive Vice President

                                Date: 7/20/07

                                Agreed to and Approved by the Clients:

                                DELAWARE GROUP ADVISER FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUND I,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS II,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS IV,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS V,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP INCOME FUNDS,
                                on behalf of its Funds identified on Schedule 1


                                       21


                                DELAWARE GROUP TAX-FREE FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP GOVERNMENT FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE POOLED TRUST,
                                on behalf of its Funds identified on Schedule 1

                                VOYAGEUR MUTUAL FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE VIP TRUST,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE INVESTMENTS DIVIDEND
                                AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS GLOBAL
                                DIVIDEND AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS ENHANCED GLOBAL
                                DIVIDEND AND INCOME FUND, INC.

                                By:      /s/ Richard Salus
                                Title:   Chief Financial Officer

                                Date:    7/20/07


                                       22


                                    EXHIBIT C

                          Securities Lending Fee Split

     The  following  is the  fee  split  referred  to in  Section  12  (entitled
Compensation to the Lending Agent) of the Securities Lending Authorization dated
July 20, 2007,  by and between  MELLON BANK,  N.A.,  as Lending  Agent,  and the
Clients on behalf of their respective  Funds. The Lending Agent shall retain 20%
of the net  securities  lending  revenues  generated  under  this  Agreement  as
compensation for its securities lending services and the Funds shall be entitled
to the remainder of such net securities  lending revenues.  For purposes hereof,
"net securities  lending  revenues" shall mean (i) all loan premium fees derived
from the Lending Agent's acceptance of non-cash Collateral;  plus (ii) all gains
and losses,  income and earnings from the  investment  and  reinvestment  of the
Funds cash Collateral minus rebate and similar fees paid by the Lending Agent to
the Borrower.

     Mellon Bank,  N.A., as the Lending Agent,  has agreed to be responsible for
the custody  transaction  fees related to the securities  lending activity under
this Agreement.  The Lending Agent will pay these fees out of its portion of the
fee split.  Except as provided  above,  the  Lending  Agent shall not charge any
administrative or other fees in connection with its administration of collateral
received  by the Lending  Agent in respect of the loan of the Funds  Securities.
Agreed to and Approved by Lending Agent

                                MELLON BANK, N.A.

                                By: /s/ Kathy H. Rulong
                                Title: Executive Vice President

                                Date: 7/20/07

                                Agreed to and Approved by the Clients:

                                DELAWARE GROUP ADVISER FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUND I,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS II,
                                on behalf of its Funds identified on Schedule 1


                                       23


                                DELAWARE GROUP EQUITY FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS IV,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS V,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP INCOME FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP TAX-FREE FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS,
                                on behalf of its Funds identified
                                on Schedule 1

                                DELAWARE GROUP GOVERNMENT FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS,
                                on behalf of its Funds identified
                                on Schedule 1

                                DELAWARE POOLED TRUST,
                                on behalf of its Funds identified on Schedule 1

                                VOYAGEUR MUTUAL FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE VIP TRUST,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE INVESTMENTS DIVIDEND AND
                                INCOME FUND, INC.

                                DELAWARE INVESTMENTS GLOBAL DIVIDEND
                                AND INCOME FUND, INC.


                                       24


                                DELAWARE INVESTMENTS ENHANCED GLOBAL
                                DIVIDEND AND INCOME FUND, INC.

                                By:      /s/ Richard Salus
                                Title:   Chief Financial Officer

                                Date:   7/20/07


                                       25


                                    EXHIBIT D

        Collective Investment Vehicles For Investment of Cash Collateral
                          MELLON GSL REINVESTMENT TRUST
                        Mellon GSL DBT II Collateral Fund

     The following is additional  information  about the  collective  investment
vehicles for the investment of cash collateral referenced in Section 6 (entitled
Collateral  Investment) of the Securities Lending Authorization  Agreement dated
as of July 20, 2007 by and between MELLON BANK,  N.A., as Lending Agent, and the
Clients on behalf of their  respective  Funds.  Pursuant to the  Agreement,  the
Lending  Agent  is  authorized  to  invest  Cash  Collateral  of the  Fund  in a
collective investment vehicle that satisfies the requirements of such Section 6.
None of these  collective  investment  vehicles are guaranteed or insured by the
Lending Agent or its affiliates or by the Federal Deposit Insurance  Corporation
or any government agency.

     Set forth below is information  about the MELLON GSL DBT II COLLATERAL FUND
Series of the MELLON GSL REINVESTMENT TRUST, a collective  investment vehicle to
be utilized by the Lending Agent pursuant to the Agreement for the investment of
Cash Collateral.

     Delaware  Statutory Trust. A Delaware  statutory trust, known as the Mellon
GSL  Reinvestment  Trust (the "Trust"),  has been established for the purpose of
investment  and  reinvestment  of Cash  Collateral  on behalf of  clients in the
securities   lending   programs  of  the  Lending  Agent  and  its   affiliates,
particularly clients who are not eligible to participate in collective trusts or
common trust funds maintained by the Lending Agent or its affiliates. A complete
copy of the  Declaration  of Trust  establishing  the  Trust is  available  upon
request.

     Portfolios.  Under the Declaration of Trust,  the Trustee may establish one
or more portfolio series (each, a "Portfolio" or "Series") and has established a
Series  entitled  "Mellon GSL DBT II  Collateral  Fund".  Each  Portfolio  is an
identified pool of assets and corresponding liabilities. The debts, liabilities,
obligations  and expenses  incurred  with respect to a particular  Portfolio are
enforceable only against the assets of that Portfolio and not against the assets
of the Trust generally of the assets of any other Portfolio.

     Service  Providers.  The Lending Agent serves as custodian of the Trust and
as the  Investment  Manager  of each  Portfolio  of the Trust  (the  "Investment
Manager") and directs the investment and  reinvestment  of assets of each Series
of the Trust. Mellon Bank (DE) National Association, an affiliate of the Lending
Agent, serves as the trustee of the Trust (the "Trustee"). None of these parties
will receive any  additional  compensation  from the Trust for their services to
the Trust.

     Fees and Expenses. The Trust bears its own costs and expenses in connection
with its establishment  and operation,  the expenses incurred in connection with
its  investments  and certain other expenses as set forth in the  Declaration of
Trust, such as audit fees.

     Units.  When the Lending  Agent invests Cash  Collateral in the Trust,  the
Fund on whose  behalf the Client is acting  will  become a  beneficial  owner of
units of the Trust representing  interests in a particular  Portfolio ("Units").
Each Unit  represents  an  undivided  proportionate


                                       26


interest in all assets and liabilities of a Portfolio,  each without priority or
preference over the other. Initially, each Unit is valued at $1.00 and the Trust
will,  as a general rule,  use  amortized  cost methods of valuing the assets of
each Portfolio.  Each Portfolio is managed to maintain a constant value of $1.00
per Unit, although the Declaration of Trust provides that the Trustee may change
this constant valuation in certain unusual circumstances.  Each Business Day the
net  income  accrued by the Trust for a  Portfolio  will be  calculated  and the
accrued net income of the  Portfolio  will be  allocated  for the benefit of the
beneficial owners of Units of the Portfolio.

     Non-Transferability  of Units;  Redemption of Units. Units are transferable
only with consent of the Trustee;  however, the Trust is obligated to redeem all
or any part of each beneficial  owner's Units at a redemption price equal to the
net  asset  value  per  Unit,  as  determined  by the  Trustee.  Payment  of the
redemption  price  will  be made in  cash  on the  redemption  date in  ordinary
circumstances,  provided  redemption  has been  requested in a timely  manner as
determined by the Trustee.

     Tax Status.  Each  Portfolio  will be treated as a partnership  for federal
income tax  purposes.  Each  Portfolio  will also be exempt from taxation in the
State of Delaware.

     Client  Authorization.  By execution  of this  Exhibit D below,  the Client
hereby  represents to the Lending Agent and  authorizes  the Lending  Agent,  on
behalf of the Fund or Funds identified in the Agreement,  to execute and deliver
one or more documents  representing as follows: (i) the securities issued by any
collective  investment  vehicle for the  benefit of the Fund are being  acquired
only for investment and not with a view to distribution, (ii) the Fund qualifies
as an accredited  investor  within the meaning of Rule 501 of Regulation D under
the  Securities  Act of 1933,  as  amended,  and (iii) the Fund  qualifies  as a
qualified  purchaser  under the Investment  Company Act of 1940, as amended.  By
execution of this Exhibit D below,  the Client also agrees to notify the Lending
Agent promptly if at any time any of the representations set forth herein are no
longer true and correct.

     TAX  INFORMATION.  UNDER PENALTIES OF PERJURY,  THE FUND* (AS PAYEE) HEREBY
CERTIFIES TO THE TRUST (AS PAYER) THAT (1) THE NUMBER SHOWN BELOW IS ITS CORRECT
TAXPAYER  IDENTIFICATION  NUMBER  AND (2)** THE FUND* IS NOT  SUBJECT  TO BACKUP
WITHHOLDING  BECAUSE (A) IT IS EXEMPT FROM BACKUP  WITHHOLDING OR (B) IT HAS NOT
BEEN NOTIFIED BY THE IRS THAT IT IS SUBJECT TO BACKUP WITHHOLDING AS A RESULT OF
FAILURE TO REPORT ALL  INTEREST OR  DIVIDENDS,  OR (C) THE IRS HAS  NOTIFIED THE
FUND* THAT IT IS NO LONGER SUBJECT TO BACKUP WITHHOLDING.


* Please note this information relates to the Fund the assets of which are being
invested,  not to the Client signing this document.

**  PLEASE  CROSS  OUT ITEM (2)  ABOVE IN ITS  ENTIRETY  IF THE  FUND*  HAS BEEN
NOTIFIED  BY THE IRS THAT THE FUND IS SUBJECT TO BACKUP  WITHHOLDING  BECAUSE OF
UNDERREPORTING INTEREST OR DIVIDENDS.


                                       27


     ACCOUNTS  THAT HAVE MISSING OR INCORRECT  TAXPAYER  IDENTIFICATION  NUMBERS
WILL BE  SUBJECT TO BACKUP  WITHHOLDING  AT A 31% RATE,  OR THE THEN  APPLICABLE
RATE,  ON  DISTRIBUTIONS  AND  OTHER  PAYMENTS,  BACKUP  WITHHOLDING  IS  NOT AN
ADDITIONAL TAX: THE TAX LIABILITY OF PERSONS SUBJECT TO BACKUP  WITHHOLDING WILL
BE REDUCED BY THE AMOUNT OF TAX WITHHELD.

The Internal  Revenue  Service does not require your consent to any provision of
this  document   other  than  the   certifications   required  to  avoid  backup
withholding.

                                Agreed to and Approved by Lending Agent

                                MELLON BANK, N.A.

                                By:   /s/ Kathy H. Rulong
                                Title: Executive Vice President

                                Date: 7/20/07

                                Agreed to and Approved by the Clients:

                                DELAWARE GROUP ADVISER FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUND I,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS II,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS IV,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP EQUITY FUNDS V,
                                 on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP INCOME FUNDS,
                                 on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP TAX-FREE FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP GLOBAL & INTERNATIONAL FUNDS,
                                on behalf of its Funds identified on Schedule 1


                                       28


                                DELAWARE GROUP GOVERNMENT FUND,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE GROUP LIMITED-TERM GOVERNMENT FUNDS,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE POOLED TRUST,
                                on behalf of its Funds identified on Schedule 1

                                VOYAGEUR MUTUAL FUNDS III,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE VIP TRUST,
                                on behalf of its Funds identified on Schedule 1

                                DELAWARE INVESTMENTS DIVIDEND
                                AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS GLOBAL DIVIDEND
                                AND INCOME FUND, INC.

                                DELAWARE INVESTMENTS ENHANCED GLOBAL
                                DIVIDEND AND INCOME FUND, INC.

                                By:      /s/ Richard Salus
                                Title:   Chief Financial Officer

                                Date:    7/20/07


                                       29