SCHEDULE B
                                   ----------

                         SHAREHOLDERS SERVICES AGREEMENT

                              COMPENSATION SCHEDULE

                      DELAWARE INVESTMENTS FAMILY OF FUNDS

                          EFFECTIVE AS OF MAY 15, 2003


 1.      Delaware Service Company, Inc. ("DSC") will determine and report to the
         Fund, at least annually, the compensation for services to be provided
         to the Fund for DSC's forthcoming fiscal year or period.

 2.      In determining such compensation, DSC will fix and report a fee to be
         charged per account for services provided. DSC will bill, and the Fund
         will pay, such compensation monthly.

 3.      Except as otherwise provided in paragraphs 4 and 5 below, the charge
         consists of an annual per account charge for: (a) each open and closed
         account on DSC's records and each account held on a sub-accounting
         system maintained by firms that hold accounts on an omnibus basis
         ("Shareholder Accounts"); and (b) each account on a retirement
         processing system ("Retirement Accounts"). These charges are as
         follows:

                Shareholder Accounts        $21.25            Per Annum
                Retirement Accounts         $30.00            Per Annum

         These charges will be assessed monthly on a pro rata basis and will be
         determined using the number of Shareholder and Retirement Accounts
         maintained as of the last calendar day of each month.

4.       DSC's compensation for providing services to the Series of Delaware VIP
         Trust (the "VIP Trust") will be 0.01% of average daily net assets per
         Series annually. DSC will bill, and the VIP Trust will pay, such
         compensation monthly.

5.       DSC's compensation for providing services to the Portfolios of Delaware
         Pooled Trust (the "Trust") (other than The Real Estate Investment Trust
         Portfolio) will be 0.01% of average daily net assets per Portfolio
         annually. DSC will bill, and the Trust will pay, such compensation
         monthly. Notwithstanding anything in this paragraph to the contrary,
         DSC's compensation for The Real Estate Investment Trust Portfolio will
         be as set forth in paragraph 3 above.


AGREED AND ACCEPTED:

DELAWARE SERVICE COMPANY, INC.           DELAWARE GROUP TAX-FREE MONEY FUND
                                         for its series set forth in Schedule A
                                         to this Agreement



By:                                        By:
    ---------------------------------          ---------------------------------
Name:  Douglas L. Anderson                 Name:  David K. Downes
Title: Senior Vice President/Operations    Title: President